As filed with the Securities and Exchange Commission on April 29, 201620, 2017

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

FORM 20-F

 

¨REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934

 

OR

 

xANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the fiscal year ended December 31, 20152016

 

OR

 

¨TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

OR

 

¨SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

Commission file number: 001-15276

 

ITAÚ UNIBANCO HOLDING S.A.

(Exact name of Registrant as specified in its charter)

 

Federative Republic of Brazil

(Jurisdiction of incorporation or organization)

 

Praça Alfredo Egydio de Souza Aranha, 100

04344-902 São Paulo, SP, Brazil

(Address of principal executive offices)

 

Marcelo Kopel

Investor Relations Officer

Itaú Unibanco Holding S.A.

Praça Alfredo Egydio de Souza Aranha, 100

04344-902 São Paulo, SP, Brazil

+55 11 2794 3547

drinvest@itau-unibanco.com.brdrinvest@itau-unibanco.com.br

(Name, Telephone, E-mail and/or Facsimilie number and Address of Company Contact Person)

 

 

 

Securities registered or to be registered pursuant to Section 12(b) of the Act:

 

Title of each className of each exchange on which registered
Preferred Shares, no par valueNew York Stock Exchange(*Exchange(*)
American Depositary Shares (as evidenced by American DepositaryReceipts), each representing 1 (one) Preferred ShareNew York Stock Exchange

(*) Not for trading purposes, but only in connection with the listing of American Depositary Shares pursuant to the requirements of the Securities and Exchange Commission.

 

Securities registered or to be registered pursuant to Section 12(g) of the Act:

None

(Title of Class)

 

Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act:

None

(Title of Class)

 

Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the period covered by the annual report.

 

3,047,037,4033,351,741,143 Common Shares, no par value

2,874,313,1013,160,958,864 Preferred Shares, no par value

 

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

 

x Yes¨No

 

If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934.

 

¨ YesxNo

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days.

 

x Yes¨No

 

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

 

¨ Yes¨No

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act (Check one):

 

x Large accelerated filer¨ Accelerated filer¨ Non-accelerated filer

 

Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing:

 

¨ U.S. GAAPxInternational Financial Reporting Standards as issued by the International Accounting Standards Board¨ Other

 

If “Other” has been checked in response to the previous question, indicate by check mark which financial statement item the registrant has elected to follow.

 

¨ Item 17¨Item 18

 

If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

 

¨ YesxNo

 

 

 

 

 

 

 

INTRODUCTION

 

The information presented in this annual report on Form 20-F is accurate only as of the date of this annual report and information incorporated by reference in this annual report is accurate only as of the date of the document in which such incorporated information is contained. Our business, our financial condition and results of operations, our assets and our prospects may have changed since those dates.

 

Information contained in or accessible through the websites referred to in this annual report on Form 20-F is not part of this annual report unless we specifically state that it is incorporated by reference and is part of this report. All references in this annual report on Form 20-F to websites are inactive textual references only.

 

 

 

 

 

FORM 20-F CROSS-REFERENCE INDEX

(for the purpose of filing with the United States Securities and Exchange Commission)

 

20-F item number and descriptionPage
Part I
 
Item 1. Identity of Directors, Senior Management and AdvisersNot applicable
Item 2. Offer Statistics and Expected TimetableNot applicable
Item 3. Key Information 
3A. Selected financial dataA-15 to A-16
 A-160A-165 to A-161A-166
3B. Capitalization and indebtednessNot applicable
3C. Reasons for the offer and use of proceedsNot applicable
3D. Risk factorsA-70A-75 to A-77,A-83
 A-163A-167 to A-164A-168
Item 4. Information on the Company
 
4A. History, highlights and recents developments of the companyA-17 to A-21,A-22
 A-47A-51
4B. Business overviewA-10 to A-11,A-12
 A-22 to A-41,A-25
 A-78A-28 to A-111,A-46
 A-149A-156 to A-157
A-164
4C. Organizational structureA-26A-25 to A-27,A-28
 F-17F-15 to F-16
4D. Property, plant and equipmentA-140A-146 to A-147
Item 4A. Unresolved Staff CommentsNone
Item 5. Operating and Financial Review and Prospects 
5A. Operating resultsA-4A-3 to A-7,A-6
 A-114A-120 to A-117,A-123
 A-141A-148 to A-157,A-164
5B. Liquidity and capital resourcesA-83A-98 to A-95,A-100
 A-134A-141 to A-136,A-143
 A-138A-145 to A-141,A-147
 A-154A-161 to A-157A-164
5C. Research and development, patents and licenses, etc.A-25
5D. Trend informationA-156A-163 to A-157A-164
5E. Off-balance sheet arrangementsA-141,A-147
 F-146 to F-147147
5F. Tabular disclosure of contractual obligationsA-139A-145
5G. Safe HaborNot applicable
Item 6. Directors, Senior Management and Employees 
6A. Directors and senior managementA-50A-54 to A-65A-71
6B. CompensationA-65A-71 to A-67,A-72
 F-84F-79 to F-87F-82
6C. Board practicesA-50A-53 to A-57A-70
6D. EmployeesA-23A-22 to A-24A-25
6E. Share ownershipA-25 to A-27,A-28

 

Item 7. Major Shareholders and Related Party Transactions 
7A. Major shareholdersA-25 to A-27,A-28
7B. Related party transactionsA-54,A-57
 F-143 to F-144
7C. Interests of experts and counselNot applicable

Item 8. Financial Information
 
8A. Consolidated Statements and Other Financial InformationA-13A-14 to A-16
 A-15 to A-16,
F-1 to F-165F-163
8B. Significant ChangesNone
Item 9. The Offer and Listing 
9A. Offer and listing detailsA-42A-46 to A-43A-47
9B. Plan of distributionNot applicable
9C. MarketsA-42A-46 to A-43,A-50
9D. Selling shareholdersNot applicable
9E. DilutionNot applicable
9F. Expenses of the issueNot applicable
Item 10. Additional Information 
10A. Share capitalNot applicable
10B. Memorandum and articles of associationA-27,A-47 to A-51
 A-43A-53 to A-44,
A-46 to A-47
A-50 to A-57,
A-65 to A-68.A-74
10C. Material contractsNone
10D. Exchange controlsA-111A-118
10E. TaxationA-164A-168 to A-169A-174
10F. Dividends and paying agentsNot applicable
10G. Statement by expertsNot applicable
10H. Documents on displayA-12A-13
10I. Subsidiary informationNot required
Item 11. Quantitative and Qualitative Disclosures About Market RiskA-83A-89 to A-90,A-94
 A-138A-145
Item 12. Description of Securities Other Than Equity Securities 
12A. Debt SecuritiesNot applicable
12B. Warrants and RightsNot applicable
12C. Other SecuritiesNot applicable
12D. American Depositary SharesA-42A-46 to A-47A-51
Part II
 
Item 13. Defaults, Dividend Arrearages and DelinquenciesNone
Item 14. Material Modifications to the Rights of Security Holders and Use of ProceedsNone
Item 15. Controls and ProceduresA-169A-174 to A-170A-175
Item 16. [Reserved]
 
16A. Audit committee financial expertA-52A-55
A-69
A-73
16B. Code of EthicsA-68A-53
A-73
16C. Principal Accountant Fees and ServicesA-53A-56
16D. Exemptions from the Listing Standards for Audit CommitteesA-68A-73
16E. Purchases of Equity Securities by the Issuer and Affiliated PurchasersA-139A-145 to A-140A-146

 

16F. Change in Registrant’s Certifying AcountantNone
16G. Corporate GovernanceA-67A-72 to A-68A-74
16H. Mine Safety DisclosureNot applicable
Part III 
Item 17. Financial StatementsF-1 to F-165See item 18
Item 18. Financial StatementsNot applicableF-1 to F-163
Item 19. ExhibitsB-1

 

 

 

 

 

GUIDE 3 CROSS-REFERENCE INDEX

(for the purpose of filing with the United States Securities and Exchange Commission)

 

GUIDE 3 item number and descriptionPage
  
Part I Distribution of Assets, Liabilities and Stockholders’ Equity; Interest Rates and Interest Differential 
Average balance sheetsA-160 to A-161A-165
Analysis of net interest earningsA-160 to A-162A-166
Volume and rate movementA-161A-165 to A-166
Part II Investment Portfolio 
Book value of investmentsA-114A-124 to A-122A-128
Maturity profileA-120A-127
Book value and market value exceeding 10% of stockholders’ equityA-117 to A-118A-123
Part III Loan Portfolio 
Types of LoansA-123A-130
Maturities and Sensitivities of Loans to Changes in Interest RatesA-124A-130 to A-126A-132
Risk Elements 
Nonaccrual, Past Due and Restructured LoansA-123A-129 to A-134
A-140
Potential Problem LoansA-128A-134 to A-130A-136
Foreign OutstandingsA-134A-141
Loan ConcentrationsA-127A-133 to A-134
Other Interest Bearing AssetsA-160A-165
Part IV Summary of Loan Loss Experience 
Analysis of the Allowance for Loan LossesA-129A-135 to A-136
Allocation of the Allowance for Loan LossesA-130A-136
Part V DepositsA-134A-141 to A-136A-143
Part VI Return on Equity and AssetsA-162A-166
Part VII Short-Term BorrowingsA-134A-141

 

 

 

Annex A – Annual Report

 

 

 

Index

 

IndexContext
  
Context
A-04Macroeconomic contextA-3
A-08Context of Itaú Unibanco HoldingA-7
A-11Context of this reportA-12
  
Our profile
  
Our profile
A-15In numbersA-15
A-172016 Highlights2015 highlightsA-17
A-21Our historyA-21
A-28Our businessA-29
A-41Competitive strengthsA-44
A-42Our sharesA-46
  
Our governance
  
Our governance
A-50Our practicesA-53
A-51Management structureA-54
A-67Main differences between Brazilian and U.S. corporate governance practicesA-72
  
Our risk management
  
Our risk management
A-70Risk factorsA-75
A-77Risk and capital managementA-83
A-96Regulatory environmentA-101
  
Performance
  
Performance
A-114Financial performance
A-158  Consolidated Financial Statements (IFRS)A-120
  
Complete Financial Statements (IFRS)F-1 
  
Attachments
 
Attachments
A-160Selected statistical informationA-165
A-162Exchange ratesA-166
A-163   Considerations for ADS holdersA-167
A-169Controls and proceduresA-174
A-170SustainabilityA-175
A-171GlossaryA-176

 

 

 

Context

 

Annual Report2015

Context

Macroeconomic context

 

Global context

The 2008 crisis in the global financial markets significantly affected the world economy. The crisis led to: (i) recession and higher unemployment in the world’s leading economies; (ii) a decrease in investment on a global scale; (iii) a decline in credit availability and liquidity; and (iv) a general decrease in the number of transactions in capital markets worldwide.

The world economy, as well as the credit and capital markets, has recovered substantially since 2008. However, the overall conditionshow signs of the global financial markets is still relatively fragile.improvement but continue to grow at a moderate pace. Political uncertainty, however, remains.

 

The world economyGlobal GDP is recovering from the 2008 crisis, but global GDP growth is still below potential.expanding at a moderate pace. As noted below, U.S. real GDP grew 2.4%by 1.6% in 20152016 and is expected to expand at a rate of 2.6%2.3% in 20162017 (according to the Federal Reserve Bank of Philadelphia’s Fourth Quarter 2016 Survey of Professional Forecasters). The Eurozone and Japan are still struggling to improve theirhave been recovering at modest economic growth rates. Meanwhile, growth in China is decelerating,stable for now, and growth in other emerging markets has been slow.increasing.

The new U.S. administration has started to implement major changes in U.S. economic policy. A moderate fiscal expansion with the U.S. economy close to full employment will likely lead to a faster tightening of monetary policy, putting pressure on emerging market currencies and local interest rates. In addition, any protectionist policies the U.S. might pursue could negatively impact global economic growth.

 

In the Eurozone, growth resumed in the second quarter of 2013 and continuedeconomy has been recovering at a moderatemodest pace through 2014 and 2015. More fundamentally,following fiscal reforms have been implemented inand implementation of expansionary monetary policies by the European countries, andCentral Bank (ECB), which improved both confidence and financial conditionsconditions. As such, 2016 saw a 1.7% GDP growth, and early 2017 data show no sign of a slowdown. However, the recovery is clouded by political uncertainties surrounding the Eurozone. The UK triggered Article 50 at the end of March 2017, and “Brexit” will continue as a source of uncertainty in the years to come. Additionally, France will face general elections in 2017, and there are risks that Eurosceptic factions might emerge victorious. Thus far, the political events have improved when comparedseen little economic spillover. Nonetheless, risks are tilted to the downside as European politicians continue to struggle to find solutions to the growing Eurosceptic movements around the continent, which is aggravated by continued problems with recent years, creating conditions that support moderate growth. In January 2015,migration and terrorism. Please refer to section Our Risk Management, item Risk Factors, The U.K. exit from the European Central Bank (ECB) responded to falling inflationUnion could adversely impact our business, results of operations and inflation expectations by announcing a quantitative easing program (in addition to the interest rate cuts and other measures introduced in the second half of 2014) that included the purchasing of a target amount of €60 billion per month in assets, including government bonds. In December 2015, the minimum length of the quantitative easing program was extended by an additional 6 months, meaning that it will run through at least March 2017. In March 2016, the European Central Bank increased the purchasing of assets in an additional amount of €20 billion per month.financial condition for further details about Brexit Risk Factor.

 

Given the unprecedented monetary policy measures implemented by developed countries since 2008, liquidity has been available for investment in emerging markets, which has in turn boostedsupporting asset prices in those markets. As the U.S. economy has continued its recovery and its outlook remains positive, the U.S. Federal Reserve has begun to raise interest rates, as announced at the Federal Open Market Committee of the Federal Reserve’s December 2015 meeting. The U.S.United States Federal Reserve increased interest rates again in December 2016 and in March 2017, and currently anticipates it may well be appropriate to continue gradually increasingon a gradual path of increases of the target range for interestthe Federal Funds rates.

 

SignificantBetween 2013 and 2016, significant amounts of financial resources have beenwere withdrawn from investments in the emerging markets in response to weak growth in these economies and other high-yield investments in anticipation of the gradual monetary tightening in the U.S. However, signs emerged during 2016 that is likelythese financial flows were returning to occur in years ahead. However, engineering a smooth withdrawal of funds from investments in emerging markets from a period of extraordinary liquidityas commodities prices stabilized and economic fundamentals improved in some emerging markets economies. Nonetheless, the global economic outlook remains a challenge for the years ahead. We believe that this transition is likely to be gradual, butuncertain with significant downside risks. These risks may still result in more volatileperiods of increased volatility in asset prices in emerging markets and could also affect our operational results.

 

U.S. real GDP grew 2.4%1.6% in 2015,2016, according to U.S. Bureau of Economic AnalysisAnalysis’ advanced estimates, the same growth rate ascompared to 2.6% in 2014.2015. The economic expansion is expected to continue at a moderate pace in 20162017 (according to the Survey of Professional Forecasters issued by the Federal Reserve Bank of Philadelphia), sustained by a solid domestic demand. Domestic demand should be supported by: (i) accommodative monetary and financial conditions; (ii) optimism among consumers and businesses,business optimism, according to the January 2016 surveysurveys data published by The Conference Board and the Institute for Supply Management, respectively; and (iii) a healthy labor market, with net job growthincreases averaging 229,000196,000 per month in 2015the last twelve months until February 2017 and a decline in the U.S. unemployment rate to 5.0%of 4.7% in December 2015.February 2017.

 

United States Job Creation - Nonfarm Payroll

(seasonally adjusted, , thousands)

 

 

Source: Itaú Unibanco Holding and U.S. Bureau of Labor Statistics

ContextA-04

Annual Report2015

China’s real GDP increased 6.8% year over yearover-year in the fourth quarter of 2015, continuing its slowing trend.2016, maintaining a steady growth in 2016. Chinese policymakers are showing signs of a renewed commitmenttrying to medium-termbalance short-term growth with reforms designed to improve overall productivity, and appear willing to accept slower but more balanced GDP growth. This is expected to help the ongoing rebalance from investment led growth towards consumption and services growth, although some implementation risks remain. More balanced growth means that growth in demand for industrial metals may continue to decelerate more than overall economicmedium-term growth.

 

Latin AmericaAmerican context

In Latin America, the commodity-exporting economies continue to grow atexhibit weak economic activity. According to recent data published by INDEC (National Institute of Statistics and Census of Argentina), Argentina, which was in a slower rate than they did overrecession due to the previous decade, as lower commodity prices weigh down investment, confidence and national income. Mexico has not fully benefited from the recoveryimpact of the U.S. economy,necessary adjustment in relative prices, likely presented a positive quarter-over-quarter growth rate in the final quarter of 2016.

With exchange rates evolving more favorably than in 2013 through 2015, inflation is falling in Argentina, Colombia, Chile, Uruguay and Paraguay. In this context, central banks are reducing interest rates, which will likely support an economic recovery during 2017. On the other hand, fiscal revenues remain weak, so the fiscal consolidation process is on-going, as governments try to preserve sovereign ratings. Increases in fuel prices in Mexico and the drop in oil prices has been an obstacle to the implementation of energytax reform in the country. Low oil prices have also hurt Colombia’s GDP growth. After growing by 4.6% in 2014, Colombia’s GDP grew by only 3.1% in 2015. A potential peace agreement with FARC leaders may improve the business environmentrecently approved in Colombia in the coming years. Low copper prices have had a negative effect on the Chilean economy. In 2015 Chile’s GDP greware examples of measures taken by only 2.1%.

DueLatin American sovereigns to weaker currencies, inflation has been high in most of the region, with a number of central banks raising policy rates despite slow economic growth. Furthermore, the economic slowdown and lower commodity-linkedreduce their fiscal revenues have led some governments to cut expenditures.

Solid fundamentals built over the past decade have helped Chile, Colombia, Peru and Mexico to avoid recession.deficit.

 

The following table below shows the real GDP growth rates in seven Latin American countries as of and for the twelve-month period ended September 30, 2016, and as of and for the years ended December 31, 2015, 2014, 2013 2012 and 2011,2012, except as otherwise indicated.

 

         (%) 
 As of and for the Year Ended December 31,  As of and for the Year Ended December 31, 
Real GDP Growth 2015  2014  2013  2012  2011  2016  2015  2014  2013  2012 
 (%)   
Argentina(1)  1.8   (2.6)  3.6   (0.4)  5.0   -2.3   2.6   -2.5   2.4   -1.0 
Chile(2)  2.1   1.9   4.2   5.5   5.8   1.6   2.3   1.9   4.0   5.3 
Colombia(3)  3.1   4.6   4.9   4.0   6.6   2.0   3.1   4.4   4.9   4.0 
Mexico(4)  2.5   2.1   1.4   4.0   4.0   2.1   2.6   2.3   1.6   3.8 
Paraguay(5)  3.0   4.4   14.2   (1.2)  4.3   4.1   3.0   4.7   14.0   -1.2 
Peru(6)  3.3   2.4   5.8   6.0   6.5   3.9   3.3   2.5   5.8   5.9 
Uruguay(7)  1.0   3.5   5.1   3.3   5.2   1.5   0.4   3.2   4.6   3.5 

 

(1) IGA (Indice GeneralSource: Instituto Nacional de Actividad), a GDP proxy. Source: OJF (Orlando J. Ferreres & Asociados S.A.).Estadística y Censos

(2) Source:Banco Central de Chile.Chile.

(3) Source:Banco de la República.blica.

(4) Source:Instituto Nacional de Estadística y Geografía.a.

(5) Source:Banco Central del Paraguay.Paraguay.

(6) Source:Banco Central de Reserva del Perú.

(7) Source:Banco Central de Uruguay.

Sluggish economic growth in developed countries and inflation and other issues in developing economies – particularly in Latin America – may have an impact on our future growth in Brazil and other places where we operate, and therefore, also on the results from our operations.Uruguay.

 

Brazilian context

As a Brazilian bank with most of our operations in Brazil, we are significantly affected by the economic, political and social conditions in the country. From 2004 to 2011, we benefited from Brazil’s generally stable economic environment, with average annual GDP growth of approximately 4.4%, during that period, which led to increased bank lending and deposits. However, Brazil’s GDP growth rate declined to 1.9% in 2012, 3.0% in 2013 and 0.1%0.5% in 2014,2014. In 2015, GDP decreased by 3.8% with last year’s2016 economic slowdown partly reflecting a deceleration in potential growth. In 2015,2016, GDP decreased by 3.8%3.6%.

 

GDP growth

(%)

 

 

Source: Itaú Unibanco HoldingIBGE.


The widespread decline in inflation, due to the high level of idle capacity in the Brazilian economy and IBGE.

ContextA-05

Annual Report2015

In April 2013,anchored inflation expectations, created an opportunity for the Central Bank initiatedto start a monetary tighteningeasing cycle. The Central Bank gradually increased the benchmark interest rate payable to holders of securities issued by the Brazilian government and traded through the Special Clearing and Settlement System (Sistema Especial de Liquidação e Custódia, or Selic) from a low of 7.25% in March 2013 to a high ofAfter reaching 14.25% in July 2015, with no further increases since then. The recent increase in interest rates has also triggered an increase in the reference interest rate (Taxa Referencial, or TR), which has risen from approximately 0.11% per montha.a. at the end of July 20142015, the Central Bank began to approximately 0.23% per monthcut interest rates in October 2016. In April 2017, the Selic rate was at the end of December 2015.11.25%. Bank lending as a proportion of GDP increaseddecreased to 54.2%49.3% in December 20152016 from 53.1%53.7% in December 2014.2015.

 

Selic

(nominal interest rate)

Source: Itaú Unibanco Holding and Central Bank

(nominal interest rate)

Bank Lending

(as % of GDP)

  

Source: Itaú Unibanco Holding and Central Bank

Inflation reached 6.3% in 2016, down from 10.7% in the calendar year 2015. Government-regulated prices (such as electric power prices, water and sewage tariffs and fuel prices) rose 5.5% in 2016 (down from 18.1% in 2015), while the market-set prices increased 6.6% in the same period (from 8.5% in 2015).

12-month IPCA inflation rate

Source: Itaú Unibanco Holding and IBGE

The Brazilian primary public budget result has been on a downward trend since 2014. Cuts in discretionary spending and tax hikes proved insufficient to offset the drop in tax revenues and growth in mandatory expenditures. Over 12 months, the Brazilian primary public budget balance closed December 2016 with a deficit of 2.5% of GDP, after a deficit of 1.9% of GDP in 2015 and 0.6% in 2014. To tackle the structural fiscal imbalance, the Brazilian Congress approved a spending ceiling that will limit primary public expenditure growth to the prior years inflation for at least 10 years, representing a structural reform for the Brazilian economy. The next step is the social security reform that will be discussed in the Brazilian Congress during 2017 and is primordial to ensure that the ceiling remains feasible in the years ahead. These structural reforms are an important step toward returning to primary surpluses and stabilizing public debt in the medium-term.

In addition, Brazil has implemented a large number of regulatory changes in recent years, such as changes in reserve and capital requirements for financial institutions, as well as other macro-prudential policies. Please refer to the section Our risk management, item Regulatory environment, Implementation of Basel III in Brazil and to the section Performance, item Required Reserve Deposits with the Central Bank, for further information.

Outstanding loans provided by Brazilian financial institutions continued its decreasing trend in the fourth quarter of 2016 adjusted for inflation. Year-to-year total bank loans fell by 9.2% as of December 2016 in real terms, compared with a contraction of 3.6% as of December 2015. Total new loans decreased by 15.7% as of December 2016 compared with a decrease of 11.3% in December 2015, both on an annualized basis. Non-performing household loans decreased 0.2 p.p. to 4.0% as of December 2016 when compared with the same month in 2015. Non-performing loans to non-financial corporations reached 3.5% in December 2016, compared with 2.6% in December 2015.


The Brazilian real has appreciated against the U.S. dollar, with the exchange rate reaching R$3.26 per US$1.00 as of December 30, 2016, compared with R$3.96 per US$1.00 as of December 31, 2015. This reflects the adjustments and reforms taking place in Brazil resulting in a lower risk premium.

Nominal exchange rate
(Real/US dollar)

Source: Itaú Unibanco Holding and Central Bank

Brazil’s current account deficit (the net balance from the trade of goods and services and international transfers) was 3.3% of GDP for December 2015. By December 2016, the deficit decreased to 1.3% of GDP. Brazil has maintained its external solvency, with US$372 billion in international reserves and US$ 324 billion in external debt as of December 2016.

The following table shows real GDP growth, the inflation rate, exchange rate variation and interest rates in Brazil as of and for the years ended December 31, 2016, 2015, 2014, 2013 and 2012.

  As of and for the Year Ended December 31, 
  2016  2015  2014  2013  2012 
        (%)       
Real GDP growth(1)  (3.6)  (3.8)  0.5   3.0   1.9 
Inflation rate - IGP-DI(2)  7.2   10.7   3.8   5.5   8.1 
Inflation rate - IPCA(3)  6.3   10.7   6.4   5.9   5.8 
Exchange rate variation (R$/US$)(4)  (17.8)  48.9   12.5   15.1   9.9 
TR (reference interest rate)(5)  2.04   2.07   1.01   0.53   0.00 
CDI (interbank interest rate)(6)  13.63   14.14   11.51   9.78   6.94 
Selic (overnight interest rate)(6)  13.65   14.15   11.58   9.90   7.16 
Sovereign 5-year CDS(7)  280.0   505.0   203.0   192.0   107.5 

(1) Source:Instituto Brasileiro de Geografia e Estatística, or IBGE.

(2) Source: General Price Index – Internal Supply (Índice Geral de PreçosDisponibilidade Interna, or IGP-DI) published by theFundação GetulioVargas.

(3) Source: Extended National Consumer Price Index (Índice de Preços ao Consumidor Amplo, or IPCA) published by IBGE.

(4) Source: Bloomberg (cumulative rates for the period); positive numbers mean depreciation of the Brazilianreal.

(5) Source: Mortgage reference rate (Taxa Referencial, or TR) published by the Central Bank. Data presented in percentage per year. 2016 data is for November.

(6) Source: Central Bank. Data presented in percentage per year.

(7) Source: Bloomberg (period-end). Sovereign credit default swaps or CDS is a measure of country risk (and is measured using basis points).


Context of Itaú Unibanco Holding

Message from the Chairman of the Board of Directors

Dear Reader,

In 2016, Brazil faced up huge economic and political challenges that have led to uncertainties and ultimately impacted our Gross Domestic Product (GDP) for the second consecutive year. Despite this scenario, we have been able to tackle a number of hurdles and managed to generate recurring net income of R$23.3 billion1 and return on equity (ROE) of 20.1%, which means adding value to our stockholders. When it comes to our capital strength, our solidity can be seen from the 19.1% Basel ratio we reached, which is higher than the minimum of 10.5% required by the Central Bank.

Over the recent years, we have focused on enhancing credit management and have also placed an emphasis on growing insurance operations and service delivery. We pursued business expansion opportunities inside and outside Brazil, continued to invest in new technologies and disseminated the Risk Culture among our employees. As a result, in 2016, our service revenue grew 8.4% over 2015, we became holders of 100% of  Itaú BMG Consignado’s capital, acquired Citibank’s retail operations in Brazil and completed the merger between Itaú Chile and CorpBanca, with our new subsidiary Itaú CorpBanca being the resulting entity.

All of these achievements are the outcome of 90 years of dedication, the engagement of highly qualified teams, the adoption of well-defined strategies and, mainly, the establishment of a culture based on ethics and transparency. As part of this, we put a great value on meritocracy, invest in people training and implement clear anti-corruption and anti-money laundering policies across all areas of the bank.

We believe that disseminating behaviors that positively influence the management of risks inherent in our business is of paramount importance. Therefore, we have adopted a Risk Culture based on the following four principles:

 

Source: Itaú Unibanco Holding
·We assume risks consciously;
·We discuss our risks;
·We act on our risks; and
·We all are risk managers.

Aligned with this, we understand, identify, measure, manage and mitigate risks, strengthening the individual and collective accountability of our employees so that they can make the right decision.

We recognize that our clients’ needs have changed in an increasingly fast pace. For this reason, we are always attentive to technologies having potential to transform us into a bank that is more and more digital. In 2015, we co-founded Cubo, a co-creation space now having more than 40 innovative projects being developed for Itaú. We continue to invest in data scientists who are capable of tailoring and developing new systems, as well as in information security to help ensure that the most secure products are provided to our clients. We take care of the details so that our clients do not need to worry about it.

Four years ago, we initiated a change in our structure to address the succession of Roberto Setubal. Today, we are ready to begin this new cycle, in which Candido Bracher, former Director-General of the Wholesale area of the bank, assumes as the new Executive President & CEO of the group. I am optimistic about the newly adopted structure and the new members of Itaú Unibanco’s Executive Committee, since they have all the ingredients that are necessary to continue to challenge barriers and add value to our investors, employees and clients.

I invite everyone to read the Consolidated Annual Report and learn more about the profile of our organization, businesses, strategies, and results. For us to become each day more transparent with our stockholders and the market, this annual report consolidates our 20-F form, Debt Prospectus (Medium Term Note - MTN Program) and GRI sustainability guidelines.

I wish you all a pleasant reading.

Cordially,

Pedro Moreira Salles.

Chairman of the Board of Directors.

1Net income attributable to owners of the parent company, in IFRS.


Message from the Chief Executive Officer

Dear reader,

As I noted in my message on the last Consolidated Annual Report, 2016 was expected to be challenging and we would proceed with our strategy of managing risks cautiously while keeping the capitalization level high and focusing on the efficiency of operations and client service quality. This Report describes how we executed this strategy, leading us to post positive results in 2016, even in a year marked by a severe recession in Brazil, with a contraction in GDP in excess of 7% in two years.

Despite the challenging scenario, we once again ended the year strong, with consistent results which are the outcome of a business model that balances loans and leases operations with insurance products and services. This model makes the bank less vulnerable to economic cycles, thus reducing the volatility of our income.

We closed 2016 with a net income of R$23.3 billion1 and an annualized recurring profitability to average equity of 20.1%, down 9.6% from the previous year. Under the accounting practices adopted in Brazil (BRGAAP), in 2016, 61% of Net Income2 arise from services and massive insurance products (insurance, pension plan and capitalization operations), 15% derive from treasury operations and capital surplus, and the remaining 24%, from loans and leases, the results of which have been affected by an increased default level, causing this activity to post a 9.4% return of regulatory capital, lower than the cost of capital.We believe that, with the efforts to decrease default, already initiated at the end of the year, we will be able to come back to return levels in line with the cost of capital for loans and lease operations. This expected improvement, if materialized, will be decisive to grow our results in the coming years.

Equity attributable to the owners of the company reached R$122.6 billion at the end of 2015, 9.2% up on 2016, while our Basel ratio at the end of the period was 19.1% and the average short-term liquidity ratio for 4Q16 was 212.8%, both higher than the minimum 10.5% and 70% required by the Central Bank, respectively.

The bank´s strong level of capitalization and prospects of generating results above the capital requirement in the following years allowed management to rise, for 2016, the total dividends and interest on capital to 45% of net income2 and announced that this distribution is expected to be maintained at 35% and 45% in the coming years.

The value added3 to economy by Itaú Unibanco reached R$61.6 billion, basically distributed among employees (32%), taxes (29%), reinvestment of net income (26%), and stockholders (11%). We supported several initiatives and projects throughout 2016. Our social investments totaled R$474.8 million, 67% of which through donations and sponsorships made by Itaú Unibanco and 33% through funds under law incentive. Such funds have been allocated to projects to foster education, health, culture, sports and mobility, which are areas that our organization has been prioritizing over the last year.

In 2016, we announced a series of changes in our Executive Committee. As disclosed more than two years ago, after 23 years serving as the Chief Executive Officer of Itaú Unibanco, I left the position in April 2017. Since the last General Shareholders Meeting, I have, in conjunction with Pedro Moreira Salles, served as Co-Chairman of the Board of Directors. The new Chief Executive Officer of the bank is Candido Bracher, who has more than 36 years’ experience in the financial market and, over the past 28 years, has served in several leading positions at BBA Creditanstalt, Itaú BBA and Itaú Unibanco, contributing to the evolution of these institutions.

Marco Bonomi ended his mandate as Retail General Manager and, at the last shareholders meeting, was nominated to be a member of our Board of Directors. With over four decades of experience in retail business, Marco will certainly make valuable contributions, considering his vast knowledge of banking activities.

After all changes already announced, the Executive Committee has now the following composition: Candido Bracher, Executive President & CEO, Marcio Schettini, General Retail Manager, Eduardo Vassimon, General Wholesale Manager, Caio David, Vice-President of Risks and Finance departments, André Sapoznik, Vice-President of Technology and Operations departments, and Claudia Politanski, Vice-President of Human Resources, Legal and Ombudsman, Corporate Communication and Institutional and Governmental Relations departments. We believe that this Executive Committee is ready to face with confidence the major challenges we have ahead.

In 2016, we invested over R$192 million in training our more than 94 thousand employees, focusing not only on their technical qualification but also on the dissemination of our Risk Culture, which is a critical factor in managing our organization.

Also, in 2016, our expansion occurred by means of acquisitions, with an emphasis on the consolidation of Itaú CorpBanca in Chile into our balance sheet, which represented an addition of R$71 billion to our loans and leases portfolio, the acquisition of Citibank’s retail business in Brazil, the acquisition of Recovery - a company specialized in debt collection - and the remaining 40% in Itaú BMG Consignado’s capital.

To ensure that we are able to meet our clients’ needs, we continue to expand our offerings of products and services through digital channels. If eight years ago, around 74% of our transactions were conducted from standard channels, in 2016, 73% are conducted from digital channels, which represented 10.9 billion in transactions.

We started this year expecting 2017 to be better for Brazil, with some growth for the economy and the bank´s results. We will work to continue our distinguished performance, focused on the challenges and opportunities that lie ahead.


Finally, I wish to thank for the continued trust and support I have received over the 23 years in which I led the bank. It feel privileged for having worked with so many qualified and dedicated employees, with whom I share the merits of the results reached in the period.

My warmest regards.

Roberto Setubal

Executive President & CEO

Inflation reached 10.7% in 2015, up from 6.4% in 2014. Government-regulated prices (such as electric power prices, water and sewage tariffs and fuel prices) increased by 18.1% in 2015 due
1Net income attributable to a decrease in government subsidies and higher taxes on some key regulated prices.

12-month IPCA inflation rate

Source: Itaú Unibanco Holding and IBGE

The monetary tightening cycle implemented by the Central Bank since April 2013 has affected domestic economic activity. If inflation persists or economic activity continues to decline, families income may keep decreasing in real terms. In 2015, real wages decreased by 3.7% compared with 2014, which could result in higher delinquency rates for loans in the Brazilian banking system. The non-performing rate for household loans has increased recently, rising from 3.7% in June 2015 to 4.2% in December 2015.

The Brazilian primary public budget result continued on a downward trend in 2015. Cuts in discretionary spending and tax hikes were insufficient to offset the drop in tax revenues and growth in mandatory expenditures. The Brazilian primary public budget balance ended the year at -1.9% of GDP (-0.9% excluding payment of delayed expenses), after a deficit of 0.6% of GDP in 2014. The decrease in the primary surplus, combined with the recent increase in the Brazilian government’s debt-financing costs, has added to the relative pressure on public debt. The outlook for 2016 remains challenging, given the trend of falling revenues and rising mandatory expenses will likely continue, since the fiscal adjustment program faces political challenges at the National Congress. Standard & Poor’s cited these challenges in explaining its decision to lower the ratingowners of the Brazilian sovereign debt to below investment grade on September 9, 2015. Fitch also downgraded Brazil’s sovereign rating to non-investment grade on December 16, 2015. On February 25, 2016, Moody’s downgraded Brazil’s sovereign debt rating to non-investment grade.

In addition, Brazil hasparent company, in recent years implemented a large number of regulatory changes, such as changesIFRS.

2Recurring Net Income under BRGAAP: R$22.1 billion in reserve and capital requirements for financial institutions, as well as other macro-prudential policies, such as capital controls. Please refer to section Our Risk Management, item Regulatory Environment, Implementation of Basel III in Brazil and to section Performance, item Required Reserve Deposits with the Central Bank, for further information.

Outstanding loans provided by Brazilian financial institutions decreased in 2015 adjusted for inflation. Year-to-year total bank loans fell by 3.7% as of December 2015 in real terms, compared with an expansion of 4.6% as of December 2014. New loans decreased, in all sectors, by 11.1%, as of December 2015 compared with a decline of 1.1% in December 2014, both on an annualized basis. Non-performing household loans increased 0.5 p.p. to 4.2% as of December 2015 when compared with the same month in 2014. Non-performing loans to non-financial corporations have increased since January 2015, reaching 2.6% in December 2015, compared with 1.9% in December 2014.

ContextA-062016.

Annual Report2015

The Brazilianreal has depreciated against the U.S. dollar, with the exchange rate reaching R$3.96 per US$1.00 as of December 31, 2015, compared with R$2.66 per US$1.00 as of December 31, 2014. The strengthening of the U.S. dollar against major currencies
3Includes recurring net income and the drop in commodity prices have been important driversreclassification of the depreciationtax effects of the Brazilianreal in dollar terms. Economic and political uncertainties, as well as the downgrading of Brazil’s sovereign rating to speculative grade by Standard & Poor’s and Fitch, have affected the country’shedging foreign exchange market. In an attempt to contain excess volatility, the Central Bank intervened in the foreign exchange market through the sale of foreign exchange derivatives from January to March 2015 and in September 2015.

Following the Central Bank’s revision of its methodology for calculating Brazil’s external accounts in March 2015, Brazil’s current account deficit (the net balance from the trade of goods and services and international transfers) was 4.3% of GDP for December 2014. By December 2015 the deficit decreased to 3.3% of GDP. Brazil has maintained its external solvency, with US$369 billion in international reserves and US$335 billion in external debt as of December 2015.

General elections were held in Brazil in October 2014 to elect the president, senators and representativesinvestments for the National Congress, state governors and state legislatures. After failing to win a majorityfinancial margin, in a first round of voting, Dilma Rousseff was re-elected president of Brazil in a runoff. The next general elections will be in October 2018.BRGAAP


Building a bank that’s ever more digital

We always believed in the potential of technology to make people's lives easier and continue to enhance our relationship with our customers. Based on this, we have come this far and built our company over nearly a century.

In the 1960s, when no one ever imagined that technology could change the relationship between people and companies, we were already certain that it would be essential for us to keep up with the times in an ever changing world.

Our story is proof of that. In 1970, Itaú built one of the first four main data processing centers in Brazil. It was also during that decade that Unibanco became the first Brazilian bank to start using the IBM 360 processing system. In 1983, we were the first bank to introduce ATMs in Brazil. And we didn't stop there. Because we focus on our customers’ needs, in 2013 we created the digital branches, a new way of servicing our customers with online and after-hour services, keeping a close relationship with them. Also, in September 2016, we launched an app that allows customers to open bank accounts via their cell phones. Only four months after the launch, more than 60,000 bank accounts were opened via mobile.

Today we can see that technology and mobile devices are driving significant changes in society. It is not by chance that over 73% of our transactions take place on digital channels and over 50% of those are on mobile phones.

Regardless of how much technology is available to a bank, true progress is only possible if the bank is connected to people, therefore it's more important than ever to put our customers at the center of everything we do.

We understand that this is a challenge in terms of both infrastructure and culture, and this is our task for the coming years: to build a digital bank that continues to be, in every way, personal.

Business strategy

Our Board of Directors is the body responsible for establishing the general guidelines of our business. Strategic decisions taken by our Board of Directors are supported by the Strategy Committee, which provides data and information about critical strategic matters. The Strategy Committee’s activities and responsibilities range from evaluating investment opportunities and budget guidelines to issuing opinions and recommendations in order to support the decisions of the Board of Directors. The Economic Scenarios Sub-Committee supplies macroeconomic data to the Strategy Committee, supporting its discussions. Please refer to section Our governance, item Management structure, Committees of the Board of Directors, Strategy Committee for further information.

Expand our operations in Brazil and abroad

Brazil

We continue to analyze potential business operations which would create additional value for our stockholders, in Brazil. Please refer to section Our profile, item 2016 highlights, Corporate events and partnerships for further information.

Abroad

In line with our Latin America expansion strategy, and consistent with our vision to create value and ensure sustainable performance, as from April 2016, we concluded the merger of Banco Itaú Chile with CorpBanca and now hold the control of the resulting entity – Itaú CorpBanca.

Please refer to section Our profile, item 2016 highlights, Corporate events and partnerships for further information.

Furthermore, in 2016, Moody’s assigned for the first time to Itau BBA International (based in the United Kingdom) an investment grade rating, including an A3 rating for purposes of an issuer and long term deposits rating. In its ratings release,

Moody’s recognized the strength of Itau BBA International’s balance sheet and business model.

Please refer to section Our profile, item Our business, Our international business, Itau BBA International for further details about Itau BBA International’s business.

Focus on non-interest income

We continued to focus on the offer of new products and services, which we believe add value to our customers and, at the same time, allow us to increase our fee-based income. This increase is mainly due to a higher volume of account service packages. New subscriptions to current account service packages and the adjustment of services provided to our higher-income Uniclass clients and by our Itaú Empresas business unit also contributed to this growth in fee-based income.

In addition, we continue to focus on our insurance services, which include our 30% stake in Porto Seguro, by operating under the bancassurance model, with a focus on the sale of massive personal and property insurance services, largely provided through our retail banking. As part of this strategy, in October 2014 we announced the sale of our large risks operations to the ACE group and the early termination of operating agreements between Via Varejo S.A. and our subsidiary Itaú Seguros S.A. for the offer of extended warranty insurance in “Ponto Frio” and “Casas Bahia” stores.

In September 2016, we entered into an agreement to sell our group life insurance operations with Prudential do Brasil. The transfer of shares and the financial settlement of the transaction will take place after compliance with certain conditions provided


for in the agreement, including obtaining required regulatory authorizations. This transaction reinforces our already-disclosed strategy of focusing on mass-market insurance products typically related to the Retail Banking segment.

Continue to improve efficiency

In 2010, we established an Efficiency Program aimed at identifying, implementing, and monitoring costs and revenues, in addition to promoting a strong culture of operational efficiency. In the years thereafter, we focused on increasing cost savings by reducing unnecessary costs, promoting the simplification and centralization of processes, promoting synergy gains and combining the management of certain business units.

In February 2015, we created the Technology and Operations executive area with the aim of optimizing our structure in order to sustain growth. This executive structure enabled us to organize our operations in a simpler and more efficient manner. We are committed to improve processes, to streamline operations and to be more efficient in everything we do with the clear purpose of client satisfaction.

Throughout 2015 and 2016, we increased the number of our digital branches in response to the profile of our customers, who express an increasing demand for services through digital channels. The clients of our digital branches can be in contact with their relationship managers from 7:00 am to midnight, from Monday to Friday through a variety of digital channels. This allows us to strengthen our relationship with clients and improve the efficiency and profitability of our operations.

In 2016, we launched the “Abreconta” app, which enabled, in the period of four months, the opening of approximately 60,000 new bank accounts exclusively through mobile channels.

Maintain asset quality in our loan portfolio

We are constantly seeking to improve our models for credit risk management and our economic forecasts and scenario modeling. In the last four years, we focused on the improvement of our asset quality by increasing credit selectivity, changing our loan portfolio mix, and prioritizing the offer of less risky products, such as payroll and mortgage loans, reducing the origination of higher risk portfolios, such as vehicle loans.

On January 21, 2016, we announced that our subsidiary Itaú Unibanco S.A. entered into a non-binding memorandum of understanding (MoU) with Banco Bradesco S.A., Banco do Brasil S.A., Banco Santander (Brasil) S.A. and Caixa Econômica Federal in order to create a credit intelligence bureau, or CIB. The CIB will be structured as a Brazilian corporation (sociedade por ações) and the parties to the MoU will share its control, with each of them holding a 20% equity ownership. The CIB’s technical and analytical platform will be developed and implemented through a services agreement with LexisNexis® Risk Solutions FL Inc.

The creation of CIB reaffirms the banks’ confidence in the future of Brazil and of the credit market, and allows a stronger and more sustainable market. CIB’s incorporation is subject to the execution of definitive agreements, as well as the satisfaction of certain conditions precedent.

Maintain a solid capital base

We implement a prospective approach regarding capital management. Our approach is comprised of the following phases:

(i) identification and analysis of material risks, (ii) capital planning, (iii) stress test analysis focused on the impact of severe events on our capitalization level, (iv) maintenance of a contingency plan, (v) internal capital adequacy assessment and (vi) preparation of periodic management reports.

At the end of December 2016, our Basel Ratio was 19.1%, of which: 15.9% related to Tier I Capital, which is composed of the sum of Principal Capital and Complementary Capital and 3.2% related to Tier II Capital. These indicators provide evidence of our effective loss-absorbing capacity.

Furthermore, our average Liquidity Coverage Ratio (LCR) was 212.8%. The Central Bank minimum requirement for 2016 was 70%. This ratio identifies high liquidity assets to cover outflows (net) that the institution may be subject to under a strict standard stress scenario considering a 30-day period.

In 2016, we acquired 31.4 million of our non-voting shares1 of own issue at the average price of R$30.13 per share2 aiming at: (i) maximizing the capital allocation through the efficient application of available funds, (ii) arranging for the delivery of shares to employees and management members of the company and its subsidiaries under remuneration models and long-term incentive plans; and (iii) using the shares acquired if business opportunities arise in the future.

Furthermore, in June 2016, we cancelled 100 million of our non-voting treasury shares, with no capital stock change, as the acquisition of our shares with their subsequent cancellation increases the shareholder's interest percentage in the company’s capital stock and, should the net income and the distribution of earnings percentage be maintained, it enables a higher return on dividends and interest on capital per share.

1 Quantities adjusted by the October 2016 bonus of 10%.

2 Buyback amounts includes settlement and brokerage fees. Prices are also adjusted by the October 2016 bonus of 10%.


Develop strong relationships with our clients based on client segmentation

We will continue to work on our client segmentation strategy in order to identify our clients’ needs and enhance our relationship with our client base, as well as to increase market penetration. We believe that our client segmentation tools and strategies provide us with an important competitive advantage developed over the course of more than 25 years. We aim to fulfill clients’ financial needs through a wide product portfolio by cross-selling banking and insurance products and making sales through a variety of channels. We are focused on delivering “best-in-class” client service, in order to maintain and increase client satisfaction and increase portfolio profitability.

As part of our reorganization conducted in 2015, we merged our Commercial Bank – Retail segment with our Consumer Credit – Retail segment and created the Retail Banking segment. We also migrated our Private Banking, Asset Management and Latin America Activities to our Wholesale segment. Please refer to section Performance, item Complete Financial Statements (IFRS), Note 34 – Segment Information, for further details.

Transform client experience through technology

Digital trends evolve on an exponential basis. Every day, new ways of doing business and using and exploring content emerge. At the same time, people are increasingly more open to experience the world in other ways by means of technology. We recognize that the needs of our clients are changing increasingly faster and we are attentive to technologies that have great potential to transform the three levels of clients’ relationship with the bank: experience (with new channels like mobile and internet banking), processing (big data and artificial intelligence) and infrastructure (the use of new platforms such as blockchain).We have been very active in the discussions on blockchain - the technology underlying digital and encrypted currencies – in the Latin American financial segment. We are convinced that this technology may provide solutions that bring more efficiency to our business and better experiences to our clients. In April 2016, we were the first Latin American company to enter into a partnership agreement with R3, the international innovation startup that brings together more than 70 of the largest financial institutions in the world to contribute to the international effort for the development and implementation of innovative solutions for the market based on shared ledger technologies, which are based on blockchain. We have been studying blockchain and analyzing how this technology can change the financial industry and its business models.

The manipulation, management and analysis of large volumes and varieties of data (Big Data) has been a reality for Itaú Unibanco for some time already. The bank has been improving its data processing and deepening its Data Lake, a massive repository of data capable of storing, processing and distributing with high performance, various types of information. We believe that the development of solutions that provide for integrated views of clients allows us to identify what they are going through in their lives and, for this reason, these solutions are essential for us to predict their needs and segment them in a more precise manner.

We also have new talented professionals among our employees. Data scientists, specialists in digital security and digital antifraud, people dedicated to studying and developing the client’s experience in digital channels have, in a collaborative way, joined our design, customer relationship management, technology and business teams to continue to transform the bank. The work of this team, in addition to improving the analysis of credit, risk, offer and fraud models, aims to provide mechanisms for the automation of processes and algorithms of our systems, products and channels. Therefore, the bank expects each time more to understand clients’ needs and offer them the right product at the right time.

Accordingly, Cubo Coworking Itaú has been an important ally because it allows us to be close and learn from the latest technologies and working models. In September 2016, Cubo completed one year of operation as an important technological entrepreneurship center in Brazil during this year, it promoted connections that were essential to leverage businesses, ideas and initiatives of a new generation of entrepreneurs and digital startups.

Context of this report

This consolidated annual report unifies the content of our major annually released reports, such as the consolidated annual report on Form 20-F, the consolidated annual report, and the Offering Memorandum for the Medium-Term Note Program, or MTN Program. The consolidated annual report on Form 20-F, filed with the U.S. Securities and Exchange Commission, or SEC, has served as the basis for the content of this report.

The consolidated annual report describes our strategy, structure, activities and operations, using plain and straightforward language to be clear to all audiences who may consult this consolidated annual report.

The information presented is aligned with Pronouncement 13 of the Market Information Disclosure Steering Committee (Comitêde Orientação para Divulgação de Informações ao Mercado, or CODIM), a Brazilian joint initiative of entities representing thecapital markets, and focused on improving transparency and information reporting in the Brazilian capital markets.

This consolidated annual report contains data from January 1, 2016 to December 31, 2016, presenting our corporate and business structure, governance and financial performance, among other matters. It also includes information on all entities subject to the significant influence or control of Itaú Unibanco Holding. Any potential changes or impacts on the data collected as a result of certain transactions, the acquisition or sale of assets, or any important change for the business are indicated throughout this report. The consolidated annual report is divided into the following sections: (i) Context, (ii) Our profile, (iii) Our governance, (iv) Our risk management, (v) Performance, and (vi) Attachments.


The audit of our financial statements in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”), has been conducted by PricewaterhouseCoopers Auditores Independentes, or PwC.

Documents on display

We are subject to informational requirements under the U.S. Securities Exchange Act of 1934, as amended, for foreign private issuers. Accordingly, we are required to file reports and other information with the SEC, including consolidated annual reports on Form 20-F and reports on Form 6-K. You may inspect and copy reports and other information filed with the SEC at the public reference facilities maintained by the SEC at 100 F Street, N.W., Washington D.C. 20549. Copies of the materials may be obtained by mail from the Public Reference Room of the SEC at 100 F Street, N.W., Washington, D.C. 20549 at prescribed rates. The public may obtain information on the operation of the SEC’s Public Reference Room by calling the SEC in the United States at 1-800-SEC-0330. In addition, the SEC maintains an Internet website atwww.sec.gov, from which you can electronically access those materials, including this consolidated annual report and the accompanying exhibits. We also file financial statements and other periodic reports with the CVM located at Rua Sete de Setembro, 111, Rio de Janeiro, Rio de Janeiro 20050-901, Brazil. The CVM maintains an Internet website atwww.cvm.gov.br.

Copies of our consolidated annual report on Form 20-F will be available for inspection upon request to the Investor Relations department at our office at Praça Alfredo Egydio de Souza Aranha 100, Torre Conceição, 9º andar – São Paulo – SP – 04344-902 – Brazil.

Investors may receive a hard copy of this consolidated annual report, including our complete audited financial statements for the last fiscal year, free of charge, by requesting a copy from our Investor Relations department, by e-mail, atinvestor.relations@itau-unibanco.com.br, indicating their contact information and their complete mailing address. Comments and suggestions regarding this report may be sent to the same e-mail.

Reading this report

 

The table below shows real GDP growth, the inflation rate, exchange rate variation and interest rates in Brazil as of and for the years ended December 31, 2015, 2014, 2013, 2012 and 2011.

Nominal exchange rate

(R$/US$)

Source: Itaú Unibanco Holding and Central Bank.

Central Bank exchange rate swaps

(total outstanding, US$ billions)

Source: Itaú Unibanco Holding and Central Bank.

  (%) 
  As of and for the Year Ended December 31, 
  2015  2014  2013  2012  2011 
Real GDP growth(1)  (3.8)  0.1   3.0   1.9   3.9 
Inflation rate - IGP-DI(2)  10.7   3.8   5.5   8.1   5.0 
Inflation rate - IPCA(3)  10.7   6.4   5.9   5.8   6.5 
Exchange rate variation (R$/US$)(4)  49.0   13.4   14.6   8.9   12.6 
TR (reference interest rate)(5)(6)  2.19   1.01   0.53   0.00   1.07 
CDI (interbank interest rate)(6)  14.14   11.51   9.78   6.94   10.87 
Selic (overnight interest rate)(6)  14.15   11.58   9.90   7.16   10.90 
Sovereign 5-year CDS(7)  505.0   203.0   192.0   107.5   160.5 
(1)Source:Instituto Brasileiro de Geografia e Estatística, or IBGE.
(2)Source: General Price Index – Internal Supply (Índice Geral de Preços – Disponibilidade Interna, or IGP-DI) published by theFundação Getulio Vargas.
(3)Source: Extended National Consumer Price Index (Índice de Preços ao Consumidor Amplo, or IPCA) published by IBGE.
(4)Source: Central Bank (cumulative rates for the period); positive numbers mean depreciation of the Brazilianreal.
(5)Source: Mortgage reference rate (Taxa Referencial, or TR) published by the Central Bank. Data presented in percentage per year, as of August, 2015.
(6)Source: Central Bank. Data presented in percentage per year.
(7)Source: Bloomberg (period-end). Sovereign credit default swaps or CDS is a measure of country risk (and is measured using basis points).

ContextA-07

Annual Report2015

Context of Itaú Unibanco Holding

Message from the Chairman of the Board of Directors

Dear Stockholders,

In the last years, our institution was able to generate consistent results at levels that increasingly outdid the performance of previous records. In addition to the quality of our teams, working in an environment driven by a unique corporate culture and based on meritocracy, this development may be explained by strategic decisions proven right to the point, such as strong technology investments, our adequate appetite for risk in increasingly challenging scenarios, diversified sources of income, focus on service provision and a strong-willed search for higher management efficiency. Accordingly, Itaú Unibanco’s net income reached R$12.6 billion in 2012, R$16.4 billion in 2013, R$21.6 billion in 2014, and R$25.7 billion in 2015, thus showing that the strategies adopted were adequate, even under rather volatile macro-economic circumstances.

In spite of a substantial reduction in Brazil’s GDP in 2015 and a new massive fall expected for this year, we continue to invest and carry out changes in our bank to make it increasingly simpler, easier to understand and able to serve clients with quality and whenever they need it most. Accordingly, we expanded the number of digital branches and developed new channels for our millions of clients, such as applications and communications tools for the most diverse interfaces. Noteworthy is the opening of our new Data Center in 2015, a more energy efficient center able to increase our processing capacity 25-fold.

We also carried out significant advancements in connection with our institution’s corporate culture by revisiting our Way of Making it Happen, with the purpose of reinforcing attitudes that will be defining in the present moment of our history and ought to guide the actions of all of us in face of new arising challenges. Among other things, the attitudes of our Way of Making it Happen seek to establish high standards we must adopt in our relationships with clients, employees, stockholders, competitors, suppliers, governments and society in general. These attitudes reflect the way we intend to proceed towards our vision: being the leading bank in sustainable performance and client satisfaction.

Early 2015 we announced a significant change in our management structure, which is now composed of three general directors and two vice-presidents. In addition to making the organization ready for the succession process of our CEO, Mr. Roberto Setubal, with this new governance, our decision making became more standardized and expeditious, and we could create more synergy among teams, as well as improve the internal dialogue.

In the international front, noteworthy is the merger of Itaú Chile with Corpbanca on April 1st, 2016, creating one of the most important financial institutions in Latin America. Itaú Corpbanca strengthens our credit portfolio in Chile from the 7th to the 4th position, and places us in the 5th position in Colombia.

In 2015, we expanded our repurchases of preferred shares in the capital markets – and, in line with this, we canceled 100 million treasury shares, assuring stockholders an increased stake in the institution’s earnings per share. These repurchases are also important to optimize the bank’s use of capital and make shares available for our executive’s long-term compensation programs.

I invite everyone to know more about Itaú Unibanco by reading this report. Here we talk about our history, we present details of operations, strategies, results and corporate governance practices, sustainability and risk management, among other matters.

I wish you all a good reading.

Cordially,

Pedro Moreira Salles

Chairman of the Board of Directors

ContextA-08

Annual Report2015

Message from the Chief Executive Officer

Dear reader,

The year 2015 was characterized by major challenges in the political and economic scenario. While we observed recovery movements in the economies of the United States and Euro Zone, the Brazilian GDP posted a reduction for the second consecutive year.

A few years ago we began to prepare for a less favorable scenario, adopting a strategy based on investments in technology, appetite for credit with lower risk profile, expansion of our capabilities as a provider of insurance, pension plan and premium bonds products and services, as well as discipline in the control over operating costs, and international expansion in Latin America.

These medium and long- term decisions enabled us to be a more efficient institution and less exposed to macroeconomic risks in Brazil. With discipline and focus on the implementation of this strategy, the trust of our clients and efforts of our employees, we were able to close another year with record results: our net income in 2015 reached R$25.7 billion, a 19.4% increase as compared to 2014. Our annualized recurring profitability on average stockholders’ equity was 24.8%. Earnings per share grew additionally 2.3% due to the repurchase, in 2015, of 1.9% of own shares issued.

Value added to the economy reached R$ 59.5 billion, a 7.6% increase in relation to the previous year, distributed among employees (30%), taxes (24%), reinvestment of profit (34%), stockholders (10%) and rents (2%). Our efficiency ratio, which represents the relation between the bank’s expenses and revenues, reached 44.0%, with improvement of 3 percentage points. The Basel ratio was 17.8%, above that required by the Central Bank of Brazil, showing soundness and capital availability. Our expanded total credit portfolio posted a 4.2% growth in 12 months, reaching R$ 548.5 billion.

The year 2015 was also characterized by our continuous work to become an increasingly Digital Bank, expanding the number of digital branches to 94, an addition of 63 in relation to 2014, and by the development of new channels for the client, such as applications and digital communication mechanisms. Last year, 67% of the transactions carried out in the bank, equivalent to 8.9 billion operations, originated from internet and mobile phones. In addition to this initiative, noteworthy are the opening of our new Data Center, more efficient in energy consumption, and that will increase by 25 times our processing capacity, and the reorganization of our Executive Committee, which expedited our decision making process.

In the international area, in the beginning of April of this year, we carried out the merger of Itaú Chile with Corpbanca, giving rise to Itaú Corpbanca. This operation significantly increases our presence in Latin America and represents an important step of our strategy to regionalize the bank. Currently, approximately 13.1% of our loans are made to clients in Latin America (excluding Brazil). During the next 2 to 3 years, we will be integrating these operations. The organization resulting from the merger will be one of the most robust financial institutions in Latin American, and it will be benefited by synergy gains, lower funding costs and a larger customer service network.

We expect once again a challenging scenario in 2016; thus, we will maintain our strategy of managing risks very carefully, keeping the high capitalization level of the bank, focusing on operations efficiency and services quality.

Good reading to you all.

Cordially,

Roberto Setubal 

Executive President & CEO

ContextA-09

Annual Report2015

A bank made for people and, above all, by people

We have 91 years of history, we are the largest private bank in Latin America in terms of total assets, and we are present in 19 countries. In spite of becoming increasingly international, our roots are yellow and green. We were started by five people who dared to dream big. Five visionaries who were committed to the business, the country and, above all, to people. From the very beginning, we have always sought to think ahead and to promote positive changes in the lives of people. Therefore, we place our structure and our intellectual and technology skills at their service.

Back in 1960, when no one could imagine that technology would one day be an integral part of our lives, we were guided by the vision that technology would be the only way to keep us going on in an ever-changing world. We started up from the principle that technology would not only make the banking activity easier, but also that it would be at its core. Therefore, in 1970, Itaú built up one of the four largest data processing centers in Brazil. Still back in the 1970s, Unibanco was the first bank to adopt the IBM 3600 processing system. And so, with this emphasis on innovation we have proceeded, to go along with the world as it progressed.

Over the years, we have thought about and revised our solutions, our branches, our customer service model, and the way we work. We progressed by bringing the client into the core of our operation, working to strengthen the bank’s availability and the client’s experience. For instance, in 1983, we implemented the first ATM in Brazil, and, in 1991 we created the “Banco 30 Horas”, pioneering a service that made the bank available to clients around the clock, for 30 hours, six hours at the branches and the other 24 hours on the phone.

This is the way we have carried on until now, by looking ahead and focused on people. In 2015, we opened the most state-of-the-art data center of the banking sector. This infrastructure provides for our ongoing growth towards the next decade, by expanding our capacity to serve clients with more quality, speed and security. This is the basis we have built upon for the future.

Today over 67% of our operations are conducted via digital channels (internet and mobile banking). We expect it to grow even more by the end of 2016. This is a reflection of people’s behaviors. We are also increasingly getting ready to serve this new customer profile with excellence – the same excellence that has characterized us over our whole history.

The world is increasingly changing, faster and faster. Continuing to be alert to changes is an assumption of ours; nevertheless, thinking ahead of our time is what will ensure our relevance to people. We have the ongoing challenge to be the driving force to change society, to be agile and to prize excellence in our services and experience wherever people are and want to be. It is an integral part of our culture. We believe that it is good for us only if it is good for the client. We are people serving people. We are over 90 thousand people building up this bank every day, people who go beyond, who build up an increasingly relevant and changing bank for all those who have a relationship with Itaú Unibanco.

Business Strategy

Our Board of Directors is the body responsible for establishing the general guidelines of our business. Strategic decisions taken by our board of directors are supported by the Strategy Committee, which provides data and information about critical strategic matters. The Strategy Committee’s activities and responsibilities range from evaluating investment opportunities and budget guidelines to issuing opinions and recommendations in order to support the decisions of the Board of Directors. The Economic Scenarios Sub-Committee supplies macroeconomic data to the Strategy Committee, supporting its discussions. Please refer to section Our Governance, item Management Structure, Committees of the Board of Directors, Strategy Committee for further information.

Expand our operations in Brazil and abroad

We continue to examine potential business operations which would create additional value to our stockholders, in Brazil and abroad. In line with our Latin America expansion strategy, and with a vision to create value and sustainable performance in 2015, the merger between Itaú Chile and CorpBanca was approved by the respective stockholders' meetings as well as by the regulatory authorities in Chile, Brazil, Colombia and Panama. As provided in the amendment to the Transaction Agreement dated of June 2, 2015, the merger of Itaú Chile with and into CorpBanca occurred on April 1, 2016.

In March 2015, we entered into an agreement with MasterCard Brasil Soluções de Pagamento Ltda. to establish an alliance for a 20-year term, in the payment solutions market in Brazil. This alliance will operate a new electronic payments network through a company controlled by MasterCard, in which we will have certain veto and approval rights. This alliance is subject to approval by regulatory authorities in Brazil.

In August 2014, reaffirming our commitment to the Chilean market and the vision of being the largest private bank in the Latin American market, in furtherance of the joint venture agreement entered into in 2011 with Munita, Cruzat & Claro S.A. Corredores de Bolsa, a brokerage house, we obtained 100% of the ownership interest in MCC Securities Inc., an investment advisory financial services firm based in Chile.

ContextA-10

Annual Report2015

In 2013, we carried out a series of transactions aimed at expanding our operations in Brazil. In December 2013, we concluded the acquisition of 100% of the shares of Banco Citicard S.A. and Citifinancial Promotora de Negócios S.A., for approximately R$2.8 billion in cash, including the “Credicard” brand. In Latin America, we acquired Citibank Uruguay on June 28, 2013, including both retail banking and credit card operations. In addition, in order to consolidate and expand our operations in Europe, in 2013 we completed the transfer of the central administration and registered offices of our corporate banking unit in Europe by means of a cross-border merger of Banco Itaú BBA International S.A., a bank headquartered in Portugal into Itau BBA International plc (formerly Itau BBA International Limited). Please refer to section Our Profile, item Our Business, Our International Business, Itau BBA International for further details about Itau BBA International’s business.

Focus on Non-Interest Income

We have continued to focus on the offer of new products and services which, we believe add value to our customers and, at the same time, allow us to increase our fee-based income. This increase is mainly due to an increased volume of account service packages and services. New subscriptions to current account service packages and the adjustment of services provided to our higher-income Uniclass clients and by our Itaú Empresas business unit also contributed to this growth.

In addition, we continue to focus on our insurance services by operating under the bancassurance model, with a focus on the sale of massive personal and property insurance services, largely provided through our retail banking. As part of this strategy, in October 2014 we announced the sale of our large risks operations to the ACE group and the early termination of operating agreements between Via Varejo S.A. and our subsidiary Itaú Seguros S.A. for the offer of extended warranty insurance in “Ponto Frio” and “Casas Bahia” stores.

Continue to improve efficiency

In 2010, we established an Efficiency Program aimed at identifying, implementing, and monitoring costs and revenues, in addition to promoting a strong culture of operational efficiency. In the years thereafter, we focused on increasing cost savings by reducing unnecessary costs, promoting the simplification and centralization of processes and job descriptions, promoting synergy gains and combining the management of certain business units.

In February 2015, we created the Technology and Operations executive area with the aim of optimizing our structure in order to sustain growth. This executive structure, will enable us to organize our operations in a simpler and more efficient manner. We are committed to improve processes, to streamline operations and to be more efficient in everything we do with the clear purpose of client satisfaction.

Throughout 2015, we increased the number of our digital branches in response to the profile of our customers, which includes an increasing demand for services through digital channels. The clients of our digital branches can be in contact with their relationship managers from 7:00 am to midnight, from Monday to Friday through a variety of digital channels. This allows us to strengthen our relationship with clients and improve the efficiency and profitability of our operations.

Maintain asset quality in our loan portfolio

We are constantly seeking to improve our models for risk management and our economic forecasts and scenario modeling. In the last three years, we focused on the improvement of our asset quality by increasing credit selectivity, by changing our loan portfolio mix, and prioritizing the offer of less risky products, such as real estate and payroll loans, reducing the origination of higher risk portfolios, such as vehicle loans.

Develop strong relationships with our clients based on client segmentation

We will continue to work on our client segmentation strategy in order to identify our clients’ needs and enhance our relationship with our client base, as well as to increase market penetration. We believe that our client segmentation tools and strategies provide us with an important competitive advantage developed over the course of more than 25 years. We aim to fulfill clients’ financial needs through a wide product portfolio by cross-selling banking and insurance products and making sales through a variety of channels. We are focused on delivering “best-in-class” client service, in order to maintain and increase client satisfaction and increase portfolio profitability.

In an effort to continuously improve our segmentation strategy, in 2015 we merged our Commercial Bank – Retail segment with our Consumer Credit – Retail segment and created the Retail Banking segment. We also migrated our Private Banking, Asset Management and Latin America Activities to our Wholesale segment. Please refer to section Performance, item Consolidated Financial Statements (IFRS), Note 34 – Segment Information, for further details.

Context of this report

This edition reflects structural and conceptual changes since our 2013 annual report, in a search for innovation, transparency, and efficiency in obtaining information and in the communication with the public of interest. This report unifies the content of our major annually released reports, such as the annual report on Form 20-F, the Annual Report, and the Offering Memorandum for the Medium-Term Note Program, or MTN Program. The annual report on Form 20-F, filed with the U.S. Securities and Exchange Commission, or SEC, has served as the reference for the content of this report.

ContextA-11

Annual Report2015

The annual report describes our strategy, structure, activities and operations, using plain and straightforward language to be clear to all audiences who may consult this annual report.

The information presented is aligned with Pronouncement 13 of the Market Information Disclosure Steering Committee (Comitê deOrientação para Divulgação de Informações ao Mercado, or CODIM), a Brazilian joint initiative ofentities representing the capital markets, focused on improving transparency and information reporting in the Brazilian capital markets.

This annual report contains data from January 1 to December 31, 2015, presenting our corporate and business structure, governance and financial performance, among other matters. It also includes information on all entities subject to the significant influence or control of Itaú Unibanco Holding. Any potential changes or impacts on the data collected as a result of certain transactions, the acquisition or sale of assets, or any important change for the business is indicated throughout this report. The annual report is divided into the following sections: (i) Context, (ii) Our profile, (iii) Our governance, (iv) Our risk management, (v) Performance, and (vi) Attachments.

The audit of our financial statements in International Financial Reporting Standards as adopted by the International Accounting Standards Board, or IASB, is carried out by PricewaterhouseCoopers Auditores Independentes, or PwC.

Documents on display

We are subject to the informational requirements under the U.S. Securities Exchange Act of 1934, as amended, for foreign private issuers. Accordingly, we are required to file reports and other information with the SEC, including annual reports on Form 20-F and reports on Form 6-K. You may inspect and copy reports and other information filed with the SEC at the public reference facilities maintained by the SEC at 100 F Street, N.W., Washington D.C. 20549. Copies of the materials may be obtained by mail from the Public Reference Room of the SEC at 100 F Street, N.W., Washington, D.C. 20549 at prescribed rates. The public may obtain information on the operation of the SEC’s Public Reference Room by calling the SEC in the United States at 1-800-SEC-0330. In addition, the SEC maintains an Internet website at www.sec.gov, from which you can electronically access those materials, including this annual report and the accompanying exhibits. We also file financial statements and other periodic reports with the CVM located at Rua Sete de Setembro, 111, Rio de Janeiro, Rio de Janeiro 20050-901, Brazil. The CVM maintains an Internet website at www.cvm.gov.br.

Copies of our annual report on Form 20-F will be available for inspection upon request to the Investor Relations department at our office at Praça Alfredo Egydio de Souza Aranha 100, Torre Conceição, 9º andar – São Paulo – SP – 04344-902 – Brazil.

Investors may receive a hard copy of this annual report, including our complete audited financial statements for the last fiscal year, free of charges, by requesting a copy from our Investor Relations department, by e-mail, at investor.relations@itau-unibanco.com.br, indicating their contact information and their complete mailing address. Comments and suggestions regarding this report may be sent to the same e-mail.

Reading this Report

In this report, the terms:

 

Itaú Unibanco Holding”, “Itaú Unibanco Group”, “we”, “us” or “our” refer to Itaú Unibanco Holding S.A. (previously Banco Itaú Holding Financeira S.A.) and all its consolidated subsidiaries and affiliates, except where specified or differently required by the context;
Itaú Unibanco” refers to Itaú Unibanco S.A. (previously Banco Itaú S.A.), together with its consolidated subsidiaries, except where specified or differently required by the context;
Itaú BBA” refers to Banco Itaú BBA S.A., with its consolidated subsidiaries, except where specified or differently required by the context;
Brazil” refers to the Federative Republic of Brazil;
Brazilian government” refers to the federal government of the Federative Republic of Brazil;
Central Bank” means the Central Bank of Brazil;
CMN” means the National Monetary Council;
CVM” means the Securities and Exchange Commission of Brazil;
Preferred shares” and “common shares” refer to authorized and outstanding preferred and common shares with no par value;
ADSs” refer to our American Depositary Shares (1 (one) ADS represents 1 (one) preferred share);
R$”, “reais” or “Brazilianreal” meanreal, the Brazilian official currency; and
US$”, “dollars” or “U.S. dollars” mean United States dollars.

 

Additionally, acronyms used repeatedly, technical terms and specific market expressions in this consolidated annual report will beare explained or detailed in the section Attachments, item Glossary, as well asare the full namenames of our main subsidiaries and other entities referenced in this consolidated annual report.

 

The reference date for the quantitative information for balances found in this consolidated annual report is as of December 31, 20152016 and the reference date for results is for the year ended December 31, 2015,2016, except where otherwise stated.

 

Our fiscal year ends on December 31 and, in this consolidated annual report, any mentionreference to any specific fiscal year refersis to the 12-month period ended on December 31 of that year.

 

The information found in this consolidated annual report is accurate only as of the date of such information or as of the date of this consolidated annual report, according to the situation.as applicable. Our activities, the situation of our finances and assets, the results of transactions and our prospects may have changed since that date.

ContextA-12

Annual Report2015

 

This document contains information, including statistical data, about certain markets and our competitive position. Except as otherwise indicated, this information is taken or derived from external sources. We indicate the name of the external source in each case where industry data isare presented in this consolidated annual report. We cannot guarantee the accuracy of information taken from external sources, or that, in respect of internal estimates, a third party using different methods would obtain the same estimates as the estimates we have.present in this report.


Information contained in or accessible through the websites mentioned in this consolidated annual report does not form part of this report unless we specifically state that it is incorporated by reference and forms part of this report. All references in this report to websites are inactive textual references and are for information only.

 

Forward-Looking InformationForward-looking information

This consolidated annual report contains statements that are or may constitute forward-looking statements within the meaning of Section 27A of the United States Securities Act of 1933, as amended, and Section 21E of the United States Securities Exchange Act of 1934, as amended. We have based these forward-looking statements largely on our current expectations and projections about future events and financial trends affecting our business. These forward-looking statements are subject to risks, uncertainties and assumptions including, among other risks:

 

General economic, political, and business conditions in Brazil and variations in inflation indexes, interest rates, foreign exchange rates, and the performance of financial markets;
General economic and political conditions, abroad and in particular in the countries where we operate;
Government regulations and tax laws and respective amendments;amendments to such regulations and laws;
Developments in high-profile investigations currently in progress and itstheir impact inon customers or on our tax exposures;
Disruptions and volatility in the global financial markets;
Increases in compulsory deposits and reserve requirements;
Regulation and liquidation of our business on a consolidated basis;
Obstacles for holders of our shares and ADSs to receive dividends;
Failure or hacking of our security and operational infrastructure or systems;
Strengthening of competition and industry consolidation;
Changes in our loan portfolio and changes in the value of our securities and derivatives;
Losses associated with counterparty exposure;
Our exposure to the Brazilian public debt;
Incorrect pricing methodologies for insurance, pension plan and premium bond products and inadequate reserves;
The effectiveness of our risk management policy;
Damage to our reputation;
The capacity of our controlling stockholder to conduct our business;
Difficulties during the integration of acquired or merged businesses;
Effects from socio-environmental issues; and
Other risk factors listed in the section Our Risk Management, item Risk Factors.

 

The words “believe”, “may”, “will”, “estimate”, “continue”, “anticipate”, “intend”, “expect” and similar words are intended to identify forward-looking statements, but are not the exclusive means of identifying such statements. We undertake no obligation to update publicly or revise any forward-looking statements because of new information, future events or otherwise. In light of these risks and uncertainties, the forward-looking information, events and circumstances discussed in this consolidated annual report might not occur. Our actual results and performance could differ substantially from those anticipated in such forward-looking statements.

 

About our financial information

Our consolidated financial statements, included elsewhere in this consolidated annual report, are prepared in accordance with the International Financial Reporting Standards, or IFRS, as issued by the IASB. All consolidated financial information related to the years 2016, 2015, 2014, 2013 2012 and 20112012 included in this report were prepared in accordance with IFRS.

 

We use accounting practices adopted in Brazil and applicable to institutions authorized to operate by the Brazilian Central Bank (“Brazilian GAAP”) for our reports to Brazilian stockholders, filings with the CVM, and calculation of payments of dividends and tax liabilities.

 

The CMN establishes that financial institutions meeting certain criteria, such as Itaú Unibanco Holding, are required to present consolidatedcomplete financial statements in accordance with IFRS.IFRS as issued by IASB, in addition to financial statements under Brazilian GAAP.

 

Please refer to section Performance, item ConsolidatedComplete Financial Statements (IFRS),in IFRS, Note 34 – Segment Information for further details about a discussion on the main differences between our management reporting systems and the consolidatedcomplete financial statements prepared according to IFRS.

 

Our consolidated financial statements as of December 31, 20152016 and 20142015 and for the twelve-month periodsthree years ended December 31, 2016, 2015 2014 and 20132014 were audited by PricewaterhouseCoopers Auditores Independentes, an independent audit firm,auditors, as stated in its report in section Performance, item Financial Performance in this report.

 

Please refer to section Performance, item ConsolidatedComplete Financial Statements (IFRS),in IFRS, Note 2 – Significant Accounting Policies for further details about the significant accounting policies applied in the preparation of our consolidatedcomplete financial statements according to IFRS.


Our profile

ContextA-13

 

Annual Report2015
Our profile

In numbers

 

Selected Financial Data – IFRS

The following selected financial data must be read in conjunction with the section Performance item Results and ConsolidatedComplete Financial Statements (IFRS)in IFRS included in this consolidated annual report.

 

The data presented in the tables below have been derived from our audited consolidatedcomplete financial statements for the years presented, which have been prepared in accordance with IFRS as issued by IASB, unless otherwise indicated.

 

           (In millions of R$, except percentages) 
  As of December 31,  Variation 
                 2015-     2014-     2013-     2012-    
Assets 2015  2014  2013  2012  2011  2014  %  2013  %  2012  %  2011  % 
                                        
Cash and deposits on demand  18,544   17,527   16,576   13,967   10,668   1,017   5.8   951   5.7   2,609   18.7   3,299   30.9 
Central Bank compulsory deposits  66,556   63,106   77,010   63,701   98,053   3,450   5.5   (13,904)  (18.1)  13,309   20.9   (34,352)  (35.0)
Interbank deposits  30,525   23,081   25,660   23,826   27,821   7,444   32.3   (2,579)  (10.1)  1,834   7.7   (3,995)  (14.4)
Securities purchased under agreements to resell  254,404   208,918   138,455   162,737   92,248   45,486   21.8   70,463   50.9   (24,282)  (14.9)  70,489   76.4 
Financial assets held for trading  164,311   132,944   148,860   145,516   121,889   31,367   23.6   (15,916)  (10.7)  3,344   2.3   23,627   19.4 
Financial assets designated at fair value through profit or loss  642   733   371   220   186   (91)  (12.4)  362   97.6   151   68.6   34   18.3 
Derivatives  26,755   14,156   11,366   11,597   8,754   12,599   89.0   2,790   24.5   (231)  (2.0)  2,843   32.5 
Available-for-sale financial assets  86,045   78,360   96,626   90,869   47,510   7,685   9.8   (18,266)  (18.9)  5,757   6.3   43,359   91.3 
Held-to-maturity financial assets  42,185   34,434   10,116   3,202   3,105   7,751   22.5   24,318   240.4   6,914   215.9   97   3.1 
Loan operations and lease operations portfolio, net  447,404   430,039   389,467   341,271   322,391   17,365   4.0   40,572   10.4   48,196   14.1   18,880   5.9 
Loan operations and lease operations portfolio  474,248   452,431   411,702   366,984   346,264   21,817   4.8   40,729   9.9   44,718   12.2   20,720   6.0 
(-) Allowance for loan and lease losses  (26,844)  (22,392)  (22,235)  (25,713)  (23,873)  (4,452)  19.9   (157)  0.7   3,478   (13.5)  (1,840)  7.7 
Other financial assets  53,506   53,649   47,592   44,492   40,254   (143)  (0.3)  6,057   12.7   3,100   7.0   4,238   10.5 
Investments in associates and joint ventures  4,399   4,090   3,931   3,005   2,544   309   7.6   159   4.0   926   30.8   461   18.1 
Goodwill  2,057   1,961   1,905   -   -   96   4.9   56   2.9   1,905   100.0   -   0,0 
Fixed assets, net  8,541   8,711   6,564   5,628   5,358   (170)  (2.0)  2,147   32.7   936   16.6   270   5.0 
Intangible assets, net  6,295   6,134   5,797   4,671   3,825   161   2.6   337   5.8   1,126   24.1   846   22.1 
Tax assets  52,149   35,243   34,742   32,412   26,088   16,906   48.0   501   1.4   2,330   7.2   6,324   24.2 
Assets held for sale  486   196   117   117   85   290   148.0   79   67.5   -   0.0   32   37.6 
Other assets  11,611   13,921   12,142   9,923   7,357   (2,310)  (16.6)  1,779   14.7   2,219   22.4   2,566   34.9 
Total assets  1,276,415   1,127,203   1,027,297   957,154   818,136   149,212   13.2   99,906   9.7   70,143   7.3   139,018   17.0 
Average interest-earning assets(1)  1,070,450   955,416   882,472   784,686   721,686   115,034   12.0   72,944   8.3   97,786   12.5   63,000   8.7 
Average non-interest-earning assets(1)  115,596   97,526   83,025   70,758   69,134   18,070   18.5   14,501   17.5   12,267   17.3   1,624   2.3 
Average total assets(1)  1,186,046   1,052,942   965,497   855,444   790,820   133,104   12.6   87,445   9.1   110,053   12.9   64,624   8.2 

  As of December 31,  Variation 
Assets 2016  2015  2014  2013  2012  2016-2015  %  2015-2014  %  2014-2013  %  2013-2012  % 
  (In millions of R$, except percentages) 
Cash and deposits on demand  18,542   18,544   17,527   16,576   13,967   (2)  (0.0)  1,017   5.8   951   5.7   2,609   18.7 
Central Bank compulsory deposits  85,700   66,556   63,106   77,010   63,701   19,144   28.8   3,450   5.5   (13,904)  (18.1)  13,309   20.9 
Interbank deposits  22,692   30,525   23,081   25,660   23,826   (7,833)  (25.7)  7,444   32.3   (2,579)  (10.1)  1,834   7.7 
Securities purchased under agreements to resell  265,051   254,404   208,918   138,455   162,737   10,647   4.2   45,486   21.8   70,463   50.9   (24,282)  (14.9)
Financial assets held for trading  204,648   164,311   132,944   148,860   145,516   40,337   24.5   31,367   23.6   (15,916)  (10.7)  3,344   2.3 
Financial assets designated at fair value through profit or loss  1,191   642   733   371   220   549   85.5   (91)  (12.4)  362   97.6   151   68.6 
Derivatives  24,231   26,755   14,156   11,366   11,597   (2,524)  (9.4)  12,599   89.0   2,790   24.5   (231)  (2.0)
Available-for-sale financial assets  88,277   86,045   78,360   96,626   90,869   2,232   2.6   7,685   9.8   (18,266)  (18.9)  5,757   6.3 
Held-to-maturity financial assets  40,495   42,185   34,434   10,116   3,202   (1,690)  (4.0)  7,751   22.5   24,318   240.4   6,914   215.9 
Loan operations and lease operations portfolio, net  463,394   447,404   430,039   389,467   341,271   15,990   3.6   17,365   4.0   40,572   10.4   48,196   14.1 
Loan operations and lease operations portfolio  490,366   474,248   452,431   411,702   366,984   16,118   3.4   21,817   4.8   40,729   9.9   44,718   12.2 
(-) Allowance for loan and lease losses  (26,972)  (26,844)  (22,392)  (22,235)  (25,713)  (128)  0.5   (4,452)  19.9   (157)  0.7   3,478   (13.5)
Other financial assets  53,917   53,506   53,649   47,592   44,492   411   0.8   (143)  (0.3)  6,057   12.7   3,100   7.0 
Investments in associates and joint ventures  5,073   4,399   4,090   3,931   3,005   674   15.3   309   7.6   159   4.0   926   30.8 
Goodwill  9,675   2,057   1,961   1,905   -   7,618   370.3   96   4.9   56   2.9   1,905   100.0 
Fixed assets, net  8,042   8,541   8,711   6,564   5,628   (499)  (5.8)  (170)  (2.0)  2,147   32.7   936   16.6 
Intangible assets, net  7,381   6,295   6,134   5,797   4,671   1,086   17.3   161   2.6   337   5.8   1,126   24.1 
Tax assets  44,274   52,149   35,243   34,742   32,412   (7,875)  (15.1)  16,906   48.0   501   1.4   2,330   7.2 
Assets held for sale  631   486   196   117   117   145   29.8   290   148.0   79   67.5   -   0.0 
Other assets  10,027   11,611   13,921   12,142   9,923   (1,584)  (13.6)  (2,310)  (16.6)  1,779   14.7   2,219   22.4 
Total assets  1,353,241   1,276,415   1,127,203   1,027,297   957,154   76,826   6.0   149,212   13.2   99,906   9.7   70,143   7.3 
Average interest-earning assets(1)  1,151,430   1,070,450   955,416   882,472   784,686   80,980   7.6   115,034   12.0   72,944   8.3   97,786   12.5 
Average non-interest-earning assets(1)  159,779   115,596   97,526   83,025   70,758   44,183   38.2   18,070   18.5   14,501   17.5   12,267   17.3 
Average total assets(1)  1,311,209   1,186,046   1,052,942   965,497   855,444   125,163   10.6   133,104   12.6   87,445   9.1   110,053   12.9 

(1) The average balances are calculated on a monthly basis. Please refer to section Attachments – Selected Statistical Information, item Average Balance Sheet for further details.

 

 (In millions of R$, except percentages) 
 As of December 31, Variation 
            2015-     2014-     2013-     2012-     As of December 31,  Variation 
Liabilities 2015  2014  2013  2012  2011  2014  %  2013  %  2012  %  2011  %  2016  2015  2014  2013  2012  2016-2015  %  2015-2014  %  2014-2013  %  2013-2012  % 
 (In millions of R$, except percentages) 
Deposits  292,610   294,773   274,383   243,200   242,636   (2,163)  (0.7)  20,390   7.4   31,183   12.8   564   0.2   329,414   292,610   294,773   274,383   243,200   36,804   12.6   (2,163)  (0.7)  20,390   7.4   31,183   12.8 
Securities sold under repurchase agreements  336,643   288,683   266,682   267,405   185,413   47,960   16.6   22,001   8.2   (723)  (0.3)  81,992   44.2   349,164   336,643   288,683   266,682   267,405   12,521   3.7   47,960   16.6   22,001   8.2   (723)  (0.3)
Financial liabilities held for trading  412   520   371   642   2,815   (108)  (20.8)  149   40.2   (271)  (42.2)  (2,173)  (77.2)  519   412   520   371   642   107   26.0   (108)  (20.8)  149   40.2   (271)  (42.2)
Derivatives  31,071   17,350   11,405   11,069   6,747   13,721   79.1   5,945   52.1   336   3.0   4,322   64.1   24,698   31,071   17,350   11,405   11,069   (6,373)  (20.5)  13,721   79.1   5,945   52.1   336   3.0 
Interbank market debt  156,886   122,586   111,376   97,073   90,498   34,300   28.0   11,210   10.1   14,303   14.7   6,575   7.3   135,483   156,886   122,586   111,376   97,073   (21,403)  (13.6)  34,300   28.0   11,210   10.1   14,303   14.7 
Institutional market debt  93,918   73,242   72,055   72,028   54,807   20,676   28.2   1,187   1.6   27   0.0   17,221   31.4   96,239   93,918   73,242   72,055   72,028   2,321   2.5   20,676   28.2   1,187   1.6   27   0.0 
Other financial liabilities  68,715   71,492   61,274   50,255   44,119   (2,777)  (3.9)  10,218   16.7   11,019   21.9   6,136   13.9   71,832   68,715   71,492   61,274   50,255   3,117   4.5   (2,777)  (3.9)  10,218   16.7   11,019   21.9 
Reserves for insurance and private pension  129,305   109,778   99,023   90,318   70,904   19,527   17.8   10,755   10.9   8,705   9.6   19,414   27.4   154,076   129,305   109,778   99,023   90,318   24,771   19.2   19,527   17.8   10,755   10.9   8,705   9.6 
Liabilities for capitalization plans  3,044   3,010   3,032   2,892   2,838   34   1.1   (22)  (0.7)  140   4.8   54   1.9   3,147   3,044   3,010   3,032   2,892   103   3.4   34   1.1   (22)  (0.7)  140   4.8 
Provisions  18,994   17,027   18,862   19,209   15,990   1,967   11.6   (1,835)  (9.7)  (347)  (1.8)  3,219   20.1   20,909   18,994   17,027   18,862   19,209   1,915   10.1   1,967   11.6   (1,835)  (9.7)  (347)  (1.8)
Tax liabilities  4,971   4,465   3,794   7,109   7,408   506   11.3   671   17.7   (3,315)  (46.6)  (299)  (4.0)  5,836   4,971   4,465   3,794   7,109   865   17.4   506   11.3   671   17.7   (3,315)  (46.6)
Other liabilities  25,787   23,660   20,848   19,956   18,625   2,127   9.0   2,812   13.5   892   4.5   1,331   7.1   27,110   25,787   23,660   20,848   19,956   1,323   5.1   2,127   9.0   2,812   13.5   892   4.5 
Total liabilities  1,162,356   1,026,586   943,105   881,156   742,800   135,770   13.2   83,481   8.9   61,949   7.0   138,356   18.6   1,218,427   1,162,356   1,026,586   943,105   881,156   56,071   4.8   135,770   13.2   83,481   8.9   61,949   7.0 
Capital  85,148   75,000   60,000   45,000   45,000   10,148   13.5   15,000   25.0   15,000   33.3   0   0.0   97,148   85,148   75,000   60,000   45,000   12,000   14.1   10,148   13.5   15,000   25.0   15,000   33.3 
Treasury shares  (4,353)  (1,328)  (1,854)  (1,523)  (1,663)  (3,025)  227.8   526   (28.4)  (331)  21.7   140   (8.4)  (1,882)  (4,353)  (1,328)  (1,854)  (1,523)  2,471   (56.8)  (3,025)  227.8   526   (28.4)  (331)  21.7 
Additional paid-in capital  1,733   1,508   984   888   738   225   14.9   524   53.3   96   10.8   150   20.3   1,785   1,733   1,508   984   888   52   3.0   225   14.9   524   53.3   96   10.8 
Appropriated reserves  10,067   8,210   13,468   22,423   24,279   1,857   22.6   (5,258)  (39.0)  (8,955)  (39.9)  (1,856)  (7.6)  3,443   10,067   8,210   13,468   22,423   (6,624)  (65.8)  1,857   22.6   (5,258)  (39.0)  (8,955)  (39.9)
Unappropriated reserves  20,947   16,301   12,138   7,379   5,561   4,646   28.5   4,163   34.3   4,759   64.5   1,818   32.7   25,362   20,947   16,301   12,138   7,379   4,415   21.1   4,646   28.5   4,163   34.3   4,759   64.5 
Cumulative other comprehensive income  (1,290)  (431)  (1,513)  1,735   26   (859)  199.3   1,082   (71.5)  (3,248)  (187.2)  1,709   6,573.1   (3,274)  (1,290)  (431)  (1,513)  1,735   (1,984)  153.8   (859)  199.3   1,082   (71.5)  (3,248)  (187.2)
Total stockholders’ equity attributed to the owners of the parent company  112,252   99,260   83,223   75,902   73,941   12,992   13.1   16,037   19.3   7,321   9.6   1,961   2.7   122,582   112,252   99,260   83,223   75,902   10,330   9.2   12,992   13.1   16,037   19.3   7,321   9.6 
Non-controlling interests  1,807   1,357   969   96   1,395   450   33.2   388   40.0   873   909.4   (1,299)  (93.1)  12,232   1,807   1,357   969   96   10,425   576.9   450   33.2   388   40.0   873   909.4 
Total stockholders' equity  114,059   100,617   84,192   75,998   75,336   13,442   13.4   16,425   19.5   8,194   10.8   662   0.9   134,814   114,059   100,617   84,192   75,998   20,755   18.2   13,442   13.4   16,425   19.5   8,194   10.8 
Total liabilities and stockholders’ equity  1,276,415   1,127,203   1,027,297   957,154   818,136   149,212   13.2   99,906   9.7   70,143   7.3   139,018   17.0   1,353,241   1,276,415   1,127,203   1,027,297   957,154   76,826   6.0   149,212   13.2   99,906   9.7   70,143   7.3 
Average interest-bearing liabilities(1)  875,904   793,069   738,535   649,026   572,622   82,835   10.4   54,534   7.4   89,509   13.8   76,404   13.3   969,461   875,904   793,069   738,535   649,026   93,557   10.7   82,835   10.4   54,534   7.4   89,509   13.8 
Average non-interest-bearing liabilities(1)  203,376   169,247   148,215   130,293   150,813   34,129   20.2   21,032   14.2   17,922   13.8   (20,520)  (13.6)  214,024   203,376   169,247   148,215   130,293   10,648   5.2   34,129   20.2   21,032   14.2   17,922   13.8 
Total average stockholders’ equity(1)  106,766   90,626   78,747   76,125   67,385   16,140   17.8   11,879   15.1   2,622   3.4   8,740   13.0   127,724   106,766   90,626   78,747   76,125   20,958   19.6   16,140   17.8   11,879   15.1   2,622   3.4 
Total average liabilities and stockholders’ equity(1)  1,186,046   1,052,942   965,497   855,444   790,820   133,104   12.6   87,445   9.1   110,053   12.9   64,624   8.2   1,311,209   1,186,046   1,052,942   965,497   855,444   125,163   10.6   133,104   12.6   87,445   9.1   110,053   12.9 

(1) The average balances are calculated on a monthly basis. Please refer to section Attachments – Selected Statistical Information, item Average Balance Sheet for further details.


  For the Ended December 31,  Variation 
Statement of Income 2016  2015  2014  2013  2012  2016-2015  %  2015-2014  %  2014-2013  %  2013-2012  % 
  (In millions of R$, except percentages) 
Banking Product  118,661   92,011   91,657   79,387   81,172   26,650   29.0   354   0.4   12,270   15.5   (1,785)  (2.2)
Losses on Loans and Claims  (22,122)  (21,335)  (15,801)  (14,870)  (21,354)  (787)  3.7   (5,534)  35.0   (931)  6.3   6,484   (30.4)
Banking Product Net of Losses on Loans and Claims  96,539   70,676   75,856   64,517   59,818   25,863   36.6   (5,180)  (6.8)  11,339   17.6   4,699   7.9 
General and Administrative Expenses  (50,904)  (47,626)  (42,550)  (39,914)  (38,080)  (3,278)  6.9   (5,076)  11.9   (2,636)  6.6   (1,834)  4.8 
Tax Expenses  (7,971)  (5,405)  (5,063)  (4,341)  (4,497)  (2,566)  47.5   (342)  6.8   (722)  16.6   156   (3.5)
Share of profit or (loss) in associates and joint ventures  528   620   565   603   175   (92)  (14.8)  55   9.7   (38)  (6.3)  428   244.6 
Current Income Tax and Social Contribution  (3,898)  (8,965)  (7,209)  (7,503)  (7,716)  5,067   (56.5)  (1,756)  24.4   294   (3.9)  213   (2.8)
Deferred Income Tax and Social Contribution  (10,712)  16,856   262   3,160   3,491   (27,568)  (163.6)  16,594   6,333.6   (2,898)  (91.7)  (331)  (9.5)
Net Income  23,582   26,156   21,861   16,522   13,191   (2,574)  (9.8)  4,295   19.6   5,339   32.3   3,331   25.3 
Net Income Attributable to Owners of the Parent Company  23,263   25,740   21,555   16,424   12,634   (2,477)  (9.6)  4,185   19.4   5,131   31.2   3,790   30.0 
Net Income Attributable to Non-Controlling Interests  319   416   306   98   557   (97)  (23.3)  110   35.9   208   212.2   (459)  (82.4)

 

Our profileA-15
  For the Year Ended December 31, 
Earnings and Dividends per Share 2016  2015  2014  2013  2012 
  (In R$, except number of shares) 
Basic earnings per share(1) (2)                    
Common  3.57   3.91   3.26   2.48   1.91 
Preferred  3.57   3.91   3.26   2.48   1.91 
Diluted earnings per share(1) (2)                    
Common  3.54   3.89   3.24   2.47   1.90 
Preferred  3.54   3.89   3.24   2.47   1.90 
Dividends and interest on stockholders’ equity per share(3)                    
Common  1.58   1.24   1.22   1.03   1.00 
Preferred  1.58   1.24   1.22   1.03   1.00 
Weighted average number of shares outstanding - basic(1)                    
Common  3,351,741,143   3,351,741,143   3,351,741,143   3,351,741,143   3,351,741,143 
Preferred  3,171,215,661   3,228,881,081   3,266,347,063   3,257,578,674   3,263,003,810 
Weighted average number of shares outstanding - diluted(1)                    
Common  3,351,741,143   3,351,741,143   3,351,741,143   3,351,741,143   3,351,741,143 
Preferred  3,216,235,372   3,270,734,307   3,305,545,129   3,289,183,380   3,295,238,153 

 

Annual Report2015

  (In millions of R$, except percentages) 
  For the Ended December 31,  Variation 
                 2015-     2014-     2013-     2012-    
Statement of Income 2015  2014  2013  2012  2011  2014  %  2013  %  2012  %  2011  % 
Banking Product  92,011   91,657   79,387   81,172   74,276   354   0.4   12,270   15.5   (1,785)  (2.2)  6,896   9.3 
Losses on Loans Claims  (21,335)  (15,801)  (14,870)  (21,354)  (16,072)  (5,534)  35.0   (931)  6.3   6,484   (30.4)  (5,282)  32.9 
Banking Product Net of Losses on Loans and Claims  70,676   75,856   64,517   59,818   58,204   (5,180)  (6.8)  11,339   17.6   4,699   7.9   1,614   2.8 
General and Administrative Expenses  (47,626)  (42,550)  (39,914)  (38,080)  (35,674)  (5,076)  11.9   (2,636)  6.6   (1,834)  4.8   (2,406)  6.7 
Tax Expenses  (5,405)  (5,063)  (4,341)  (4,497)  (4,166)  (342)  6.8   (722)  16.6   156   (3.5)  (331)  7.9 
Share of Profit or (Loss) of unconsolidated Companies  620   565   603   175   (113)  55   9.7   (38)  (6.3)  428   244.6   288   (254.9)
Current Income Tax and Social Contribution  (8,965)  (7,209)  (7,503)  (7,716)  (6,956)  (1,756)  24.4   294   (3.9)  213   (2.8)  (760)  10.9 
Deferred Income Tax and Social Contribution  16,856   262   3,160   3,491   3,315   16,594   6,333.6   (2,898)  (91.7)  (331)  (9.5)  176   5.3 
Net Income  26,156   21,861   16,522   13,191   14,610   4,295   19.6   5,339   32.3   3,331   25.3   (1,419)  (9.7)
Net Income Attributable to Owners of the Parent Company  25,740   21,555   16,424   12,634   13,837   4,185   19.4   5,131   31.2   3,790   30.0   (1,203)  (8.7)
Net Income Attributable to Non-Controlling Interests  416   306   98   557   773   110   35.9   208   212.2   (459)  (82.4)  (216)  (27.9)

  (In R$, except number of shares) 
  For the Year Ended December 31, 
Earnings and Dividends per Share 2015  2014  2013  2012  2011 
Basic earnings per share(1)(2)                    
Common  4.30   3.58   2.73   2.10   2.30 
Preferred  4.30   3.58   2.73   2.10   2.30 
Diluted earnings per share(1)(2)                    
Common  4.28   3.56   2.72   2.09   2.29 
Preferred  4.28   3.56   2.72   2.09   2.29 
Dividends and interest on stockholders’ equity per share(3)                    
Common  1.24   1.22   1.03   1.00   0.97 
Preferred  1.24   1.22   1.03   1.00   0.97 
Weighted average number of shares outstanding – basic(1)                    
Common  3,047,037,403   3,047,037,403   3,047,037,403   3,047,037,403   3,047,037,403 
Preferred  2,935,346,437   2,969,406,420   2,961,435,158   2,966,367,100   2,981,475,348 
Weighted average number of shares outstanding – dilute(1)                    
Common  3,047,037,403   3,047,037,403   3,047,037,403   3,047,037,403   3,047,037,403 
Preferred  2,969,647,577   3,001,704,485   2,986,498,093   2,990,932,862   3,009,859,433 
(1)Per share information relating to 2015, 2014, 2013 2012 and 20112012 have been retrospectively adjusted for the share bonus distribution which occurred in 2016, 2015, 2014 2013 and 20122013 as appropriate.

(2)Earnings per share have been computed following the “two class method” set forth by IAS 33 Earnings Per Share. Please refer to section Our Profile, item Our shares, Information for the Investor, Stockholders' Payment for further details of our two classes of stock. Please refer to section Performance, item Consolidated Financial Statements (IFRS), Note 28 - Earnings per Share for further details of calculation of earnings per share.

(3)Please refer to section Our Profile, item Our shares, Information for the Investor, Stockholders' Payment and section Our Risk Management, item Regulatory Enviroment for further details. Please refer to section Performance, item Consolidated Financial Statements (IFRS), Note 21b - Stockholders Equity - Dividends for further details.

 

 (In US$) 
 For the Year Ended December 31,  For the Year Ended December 31, 
Earnings and Dividends per Share 2015  2014(1)  2013(1)  2012(1)  2011(1)  2016  2015(1)  2014(1)  2013(1)  2012(1) 
Dividends and interest on stockholders’ equity per share(2)(3)                    
 (In US$) 
Dividends and interest on stockholders’ equity per share(2) (3)                    
Common  0.32   0.46   0.44   0.49   0.52   0.48   0.32   0.46   0.44   0.49 
Preferred  0.32   0.46   0.44   0.49   0.52   0.48   0.32   0.46   0.44   0.49 

(1)Per share information relating to 2015, 2014, 2013 2012 and 20112012 have been retrospectively adjusted for the share bonus distribution which occurred in 2016, 2015, 2014 2013 and 20122013 as appropriate.
(2)Under Brazilian Corporate Law, we are allowed to pay interest on stockholders’ equity as an alternative to paying dividends to our stockholders. Please refer to section Our Profile, item Our shares, Information for the Investor, Stockholders' Payment and section Our Risk Management, item Regulatory Enviroment for further details of interest on stockholders’ equity.
(3)Converted into US$ fromreais at the selling rate established by the Central Bank at the end of the year in which dividends or interest on stockholders’ equity were paid or declared, as the case may be.

 

Selected consolidated ratios

 

 (%) 
 As of the Year Ended December 31,  As of the Year Ended December 31, 
Liquidity and Capital 2015  2014  2013  2012  2011  2016  2015  2014  2013  2012 
 (%) 
Loans and leases as a percentage of total deposits(1)  162.1   153.5   150.0   150.9   142.7   148.9   162.1   153.5   150.0   150.9 
Total stockholders’ equity as a percentage of total assets(2)  8.9   8.9   8.2   7.9   9.2 
Total stockholders' equity as a percentage of total assets(2)  10.0   8.9   8.9   8.2   7.9 
(1)Loans and leases operations as of year-end divided by total deposits as of year-end.
(2)Total stockholders’stockholders' equity as of year-end divided by total assets as of year-end.

Our profileA-16

Annual Report2015

20152016 highlights

 

Corporate events and partnerships

 

Alliance with MasterCard in the payment solutions market in Brazil

On March 13, 2015, through our subsidiary Itaú Unibanco, we executed an agreement with MasterCard Brasil Soluções de Pagamento Ltda., or MasterCard,Changes to create an alliance in the payment solutions market in Brazil (the Strategic Alliance).

During the 20-year term of this Strategic Alliance, Itaú Unibanco and MasterCard will operate a new electronic payments network through a company controlled by MasterCard, in which Itaú Unibanco will have certain approval and veto rights. Such new electronic payments network will operate under a brand that will have domestic and international acceptance.

Our objectives with respect to the Strategic Alliance are (a) to access new payment solutions technologies, (b) to realize important gains of scale and efficiency, and (c) to capitalize on MasterCard’s expertise in the management of payment solutions brands.

The effectiveness of the Strategic Alliance is subject to the satisfaction of certain precedent conditions, including approvals by Brazilian regulators, such as the Administrative Council for Economic Defense (Conselho Administrativode Defesa Econômica, or CADE). On January 26,2016, the General Superintendency of CADE determined that the transaction includes market competition aspects that require a final decision by CADE’s Tribunal.

Itaú CorpBanca

On June 2, 2015, Itaú Unibanco Holding and its subsidiary, Banco Itaú Chile, executed an amendment to the Transaction Agreement dated January 29, 2014, under which they agreed, among other things, (i) to allow CorpBanca to distribute to its stockholders additional dividends corresponding to (a) CLP$239,860 million during the fiscal year of 2015 (equivalent to approximately US$395 million) and (b) an amount equivalent to UF 124,105 (unidades de fomento– a Chilean indexed unit of valueadjusted daily to reflect the previous month’s inflation in Chile) (equivalent to approximately US$5 million), at the same time that it distributes the profits generated during the fiscal year of 2015, and (ii) to reduce the amount of dividends to be paid to stockholders of Banco Itaú Chile with respect to distributable earnings for the year ended December 31, 2014 by CLP$ 16,399 million (equivalent to approximately US$27 million).

In the last week of June 2015, Banco Itaú Chile and CorpBanca held their stockholders meetings whereby stockholders representing more than two-thirds of each of the banks approved the merger of Banco Itaú Chile with and into CorpBanca, as well as the new dividend provisions agreed in the amendment to the Transaction Agreement. On September 4, 2015, the last pending regulatory approval, from the Chilean Superintendency of Banks and Financial Institutions (Superintendencia de Bancos e Instituciones Financieras), was obtained and the merger was consummated on April 1, 2016, with the surviving entity – Itaú CorpBanca – succeeding Banco Itaú Chile with respect to all of its assets, liabilities, rights, obligations and licenses.

Acquisition of ConectCar shares

On October 21, 2015, our subsidiary Redecard S.A., or REDE entered into an agreement for the purchase and sale of shares, by which it agreed to acquire 50% of the capital stock of ConectCar Soluções de Mobilidade Eletrônica S.A., or ConectCar, by paying R$170 million to Odebrecht Transport S.A. The remaining 50% of ConectCar’s capital stock is held by Ipiranga Produtos de Petróleo S.A., a company controlled by Ultrapar Participações S.A.

ConectCar is a company that provides intermediation services for the automatic payment of tolls, gas and parking fees. As of October 2015, it was ranked second among the largest companies in the sector.

 

On November 9, 2015, CADE approved2016 we disclosed the transaction without restrictions, as publishedsuccession of the current CEO, in accordance with theOfficial Gazette established transition process planned and on December 23, 2015announced to the transactionmarket over two years ago. We also announced a series of changes to our Executive Committee. Please refer to section Our Governance, item Our Directors and Executive Officers for further details about the changes to our management.

10% Share bonus of Itaú Unibanco

In October 2016, our stockholders were granted one new share for each ten shares of the same class. The unit cost of R$20.05 was approved byassigned to these shares, impacting the Central Bank.average price for our stockholders. For the fourth consecutive year, we granted our stockholders a 10% bonus in shares and a monthly dividend which remained at R$0.015 per share. Therefore, taking into account the last four share bonuses which we granted in the last four years, there would be a 46% increase in the monthly amounts granted to stockholders.

Share buyback program

In 2016, we acquired 31,439,000 of our non-voting shares for R$947.4 million at an average price of R$30.13 per share. The amount of shares acquired and the average price were adjusted in accordance with the 10% share bonus in October 2016. This average price also includes settlement and brokerage fees.

 

The closingshare buyback process is aimed at (i) maximizing the capital allocation through the efficient application of available funds, (ii) arranging for the delivery of shares to our employees and members of our management and that of our subsidiaries under the scope of remuneration models and long-term incentive plans; and (iii) using the shares acquired if business opportunities arise in the future.

Cancellation of treasury shares

In June 2016, after obtaining regulatory approvals, we cancelled 100 million of our non-voting treasury shares, with no change to our capital stock.

The acquisition of our shares, with their subsequent cancellation increases the stockholder's interest percentage in our capital and, should the net income and the distribution of earnings percentage be maintained, it will enable a higher return on dividends and interest on capital to remaining shareholders.

The balance of treasury shares reached 69,604,462 non-voting shares in December 2016, equivalent to 2.2% of the transaction occurred onfree float of the same type. Additionally, in January 29, 2016, after the fulfillment of certain precedent conditions usual in similar transactions. As a result, REDE and Ipiranga Produtos de Petróleo S.A. assumed joint control over ConectCar.2017, we repurchased 6.35 million non-voting shares.

 

RecoveryPayment of dividends

On August 1, 2016, our Board of Directors declared interest on capital, in the amount of R$0.39900 per share (or R$0.33915 per share, net of taxes) which was paid out on August 25, 2016 to all stockholders of record as of the close of trading on August 12, 2016.

 

On December 31, 2015, through9, 2016, our subsidiary Itaú Unibanco, we entered into a Sale and Purchase Agreement and Other Covenants with Banco BTG Pactual S.A., or BTG, pursuant to which Itaú Unibanco agreed to acquire, directly or indirectly, BTG’s entire stakeBoard of Directors declared interest on capital in Recovery do Brasil Consultoria S.A., or Recovery, equivalent to 81.94% of the company’s equity stock. Itaú Unibanco will pay BTG the amount of R$640 million for its equity stake in Recovery.0.47140 per share (or R$0.40069 per share, net of taxes) which was paid out on March 3, 2017 (as our Board of Directors declared on February 6, 2017) to all stockholders of record as of the close of trading on December 22, 2016.

 

The agreement also contemplatedOn February 6, 2017, our Board of Directors changed the acquisition bypayment of dividends and interest on own capital of Itaú Unibanco, directly or indirectly,which will be in a range from 35% to 45% of approximately 70% of a portfolio of R$38 billionthe recurring consolidated net income in credit rights associated with recovery activities held by BTG. Itaú Unibanco will pay BTGthe next years. In this context, it was approved interest on capital in the amount of R$570 million for such0.77540 per share (or R$0.65909 per share, net of taxes) which was paid out on March 3, 2017 to all stockholders of record as of the portfolio.close of trading on February 20, 2017. It is important to note that the net payout range is subject to changes due to mergers and acquisitions, changes in tax regulation, regulatory changes and significant changes in risk-weighted assets (RWA). Events that may change the net payout described above are not exhaustive, that is, they are examples of situations that may affect payout. The net payout range is subject to changes, but always considers the minimum distribution provided for in our Bylaws.

 

Founded in Argentina in 2000 and present in Brazil since 2006, Recovery is a market leader inAccordingly, the management and administrationtotal interest on own capital paid on March 3, 2017, net of non-performing credit portfolio. Recovery’s activities consist in prospecting and evaluating portfolios, structuring operations, and conducting operational management, with presence in every segment, from individuals to corporate credit, with financial and non-financial institutions, offering a distinctive competitive edge to its customers.income tax, was R$ 1.05978 per share.

 

Recovery’sAdding the amounts distributed during the fiscal year 2016 to the amount that was distributed on March 3, 2017, our shareholders received R$1.5789 per share (net of income tax), totaling R$10.0 billion in dividends and its management team’s expertiseinterest on own capital, an amount which equals 45% of the recurring consolidated net income for 2016, an increase of 36.9% compared to the fiscal year 2015. If we consider the consolidated net income, the payout was increased from 31.3% in the provision of non-performing credit recovery services will optimize our operations, which, together with the continued provision of services2015 to third parties, will result46.2% in increased growth potential for Recovery’s activities.

2016.

Our profileA-17

Annual Report2015

On March 31, 2016, Itaú Unibanco concluded the acquisition of an 89.08% stake in the capital stock of Recovery, being 81.94% from BTGMergers, acquisitions and 7.14% from other shareholders, and the acquisition of approximately 70% of a portfolio of R$38 billion (face value) in credit rights owned by BTG.partnerships

 

Awards and Recognition

In 2015, we received a series of awards and acknowledgements helping to strengthen our reputation. A few of our most significant awards and acknowledgements are listed below:Credit Intelligence Bureau

 

Latin American 9th Excellence in Best Practices Awards(Frost & Sullivan) – In January 2015, Frost &Sullivan, an international market intelligence consulting company, elect us as the winners in the “Brazilian Competitive Strategy Innovation and Leadership Award The Future of Mobility” category. In its ninth edition, this award acknowledges the most outstanding companies in the Latin American market for their performance and excellence in areas such as leadership, technology innovation, client service and products development.

Brill Awards for Efficient IT(Uptime Institute) – InFebruary 2015, our Transforming Data Center – Virtualization project was elected as the winner in the “IT Efficiency – Latin America” category in the second edition of the Brill Awards for Efficient IT. This award is granted by the Uptime Institute, a pool of companies focused on the fields of education, advisory, conferences, seminars and issue of certificates related to the data center industry.

BeyondBanking Awards (Inter-American Investment Corporation – IIC)– In March 2015, our 2013 IntegratedReport was one of the winners in the fifth edition of the beyondBanking Awards, organized by the Inter-American Investment Bank (IDB). We were acknowledged in the “clearBanking” category, which envisages successful practices adopted by Latin American and Caribbean financial institutions in the risk management, transparency and corporate governance areas.

Brazilian Consumer Satisfaction Index(ACSI –American Customer Satisfaction Index) – In April 2015, the Communications and Arts Faculty of the University of São Paulo (USP) disclosed the outcome of the 2014 Brazilian Consumer Satisfaction Index (BCSI) survey. In the consumers’ opinion, we were the most reputable bank Among retail banks. This assessment was conducted based on the ACSI (American Customer Satisfaction Index) method, used in the U.S. for over 21 years, which is applied in over 15 countries.

Efinance(Executivos Financeiros Magazine) – In June 2015, we received the Efinance award in the “Mainframe” category, with the “Credit Quality” case. This award highlights the most innovative solutions, implementations and applications in the IT and Telecom area of financial institutions.

ABEMD Award(ABEMD, the Brazilian Direct MarketingAssociation) – In June 2015 we won the gold trophy in the “BtoE – Program” category, with the “Campeonato Craques Itaú Unibanco” (Itaú Unibanco talent championship) case. In its 21st edition, the ABEMD award acknowledges the Best direct marketing initiatives in terms of Creation, Strategy and Results.

Conciliar é Legal” award(Brazilian Justice Council – CNJ) – In May 2015, we won the “Conciliar é Legal” (conciliation is legally cool) from the Brazilian Justice Council, in the Civil Society category. This initiative is in its 5th year, acknowledging the good practices of companies, government bodies and universities to adopt alternative methods to settle judicial conflicts throughout Brazil. Our project consisted of a new litigation management model, designed by our Legal department, focused on reducing the number of lawsuits and strengthening the dialogue with consumers.

Global 2000(Forbes Magazine)– In May 2015, the Global2000 ranking, which convenes the 2,000 most valuable companies in the world, according to theForbes magazine, listed us as the largest company in Brazil and the 42nd largest in the world. Among regional banks, we are mentioned as the 5th largest one. In its 13th edition, this survey assesses revenue, profit, assets and market value to list the most valuable stock exchange listed companies.

Prêmio Inovação Brasil 2015(2015 Brazil InnovationAward – Valor Econômico Newspaper)– In July 2015, wewere elected the most innovative company in Brazil in the “Financial Services” segment. We were also in the 9th position in the general study, which had the participation of 130 Brazilian companies with revenues exceeding R$750 million and interest of private capital of at least 5%. This ranking was prepared together with Strategy & consulting firm, which has published surveys on the topic for over ten years.

Our profileA-18

Annual Report2015

Melhores e Maiores da Exame (Exame Best and LargestExame Magazine) – In July 2015, we were ranked first among the 200 largest corporate groups in Brazil. This survey also ranks us as the largest bank in terms of equity in Brazil and Latin America. With over 40 years of tradition, this is considered one of the most comprehensive and respected rankings on business environment.

Época Negócios 360º(Época Business 360º –ÉpocaNegóciosMagazine ) – In August 2015, we were thegreatest winner of the 4th edition of theÉpoca Negócios360ºyearbook. We were elected company of the yearand also granted the top award in the Banking sector category. This guide is carried out in partnershipwithFundação Dom Cabral, which conducted a complete assessment of the largest companies in Brazil, considering financial performance, corporate governance, human resources practices, innovation, vision of future and social, environmental and responsibility dimensions.

Prêmio CONAREC(CONAREC Award – National Congressof Company-Client Relationships) – In August 2015, we were the winners in the Banks category of the CONAREC (National Congress of Company Client Relationship) award, which acknowledges the best customer service operation centers, technology vendors and sector’s professionals.

The Most Sustainable Company– In September 2015,we were recognized as the Most Sustainable Company of the Year at the Época 360° Awards, organized byÉpoca Negócios magazine, which assesses the sustainable performance management of companies in Brazil. Also in September 2015, we were one of the highlights among the companies recognized at Euromoney Awards, one of the most important awards in Europe, organized by Euromoney magazine, as a role model for corporate and social responsibility (CSR) in Latin America.

Marcas Mais(More Brands –O Estado de S. PauloNewspaper and Troiano Branding) – In September 2015, we were ranked 1st among banks in theMarcas Mais study, a new publication of theEstado de São Paulo newspaper in partnership with Troiano Branding. The survey, which was responded by 2,500 interviewees, conducts an in-depth assessment of consumers’ engagement with brands.

Valor 1000(Valor EconômicoNewspaper) – We assumedthe leadership in the following rankings of the Yearly Edition: “20 largest companies in net equity”, “20 largest companies in net income” and “20 companies with the best operating income without equity in earnings” in August 2015. In its 15th edition, theAnuário Valor 1000 (Valor 1000 Yearly Edition) shows the ranking of the 1,000 largest companies by net revenue, based on the IFRS balance sheet for the previous year.

As Empresas Mais Admiradas do Brasil(most admiredcompanies of Brazil) – In October 2015, we ranked first in the “Retail Bank” segment in the 18th edition of the survey conducted byCarta Capital Magazine. In the overall ranking (irrespective of industry sectors) we ranked fifth.

Caboré 2015– In November 2015, we were awarded theCaboré Award for Advertiser of the Year for the fifth time, maintaining our position as the most awarded company in this category. Created in 1980 byMeio & Mensagem newspaper, the Caboré Award is regarded as the most important award in the Brazilian advertising segment, acknowledging the professionals and companies who contributed to the development of the communications sector in Brazil.

Prêmio Aberje 2015– In November 2015, we wona number of prizes at the 2015 edition of the Aberje Award, both at the regional and national levels. The winning projects were “90 years of Itaú Unibanco” in the “Historical responsibility and corporate heritage” category and "Urban mobility in Itaú: a cause beyond our little orange bikes” in the “Communication and relationship with government organizations” category. At the regional level, the highlight was the case named "The comics of memories – the history of 90 years of Itaú Unibanco told in comics”.

DataCenterDynamics Awards Brazil 2015– InNovember 2015, we won the “Best Transformation Project in Data Center” award with “Itaú Unibanco: Transforming a data center into a power density environment”. In its 5th edition in Brazil, the DatacenterDynamics Awards recognizes innovation, leadership and original thinking in the Brazilian data center industry.

Our profileA-19

Annual Report2015

Cash Management Survey 2015– In November 2015,we were selected byEuromoney magazine as the winner of the “Best cash manager in Brazil” award. The survey includes large, middle and small financial institutions in over 60 countries.

Company Reporting IFRS Annual Report Benchmarking– In 2015, we received the top rankingin the study “Company Reporting IFRS Annual Report Benchmarking”, for the third consecutive year. The study analyzes, on an independent, technical and detailed basis, the financial information disclosed by companies and their competitors. The report highlighted the fact that our financial information is consistently presented in line with regulatory requirements, and considered the quality of our financial information superior to that of our domestic and international peers.

IR Magazine Awards Brazil 2015– Promoted byIRMagazineand the Brazilian Institute of Investor Relations(IBRI), the awards select the Brazilian companies with the best practices in Investor Relations, by means of an independent survey of portfolio managers and investment analysts, organized by the Getulio Vargas Foundation (FGV). This year, we have been acknowledged in three categories:

Best Investor Relations in the Financial Sector;
Best Use of Technology (largecap); and
Best Annual Report.

2015 Latin America Executive Team Rankings– Organized byInstitutional Investor magazine, we were acknowledged in 9 out of 11 categories:

Best Investor Relations by the buy-side and sell-side;
Best CEO by the buy-side and sell-side;
Best CFO by the buy-side;
Best Investor Relations Professional: 1st place for one of our Investor Relations professionals by the buy-side and sell-side and 2nd place for one of our Investor Relations professionals by the buy-side; and
Best Investor Relations Meetings.

Recent Developments

Credit Intelligence Bureau

On January 21, 2016, we announced that our subsidiary Itaú Unibanco S.A. entered into a non-binding memorandum of understanding (MoU) with Banco Bradesco S.A., Banco do Brasil S.A., Banco Santander (Brasil) S.A. and Caixa Econômica Federal in order to create a credit intelligence bureau, or CIB. The CIB will be structured as a Brazilian corporation (sociedade por ações) and the parties to the MoU will share its control, with each of them holding a 20% equity ownership. TheIts board of directors will be comprised of members appointed by the parties to the MoU and its executives will be exclusively dedicated to the business,CIB’s businesses, preserving the independent nature of CIB’s management. Themanagement. CIB’s technical implementation of the CIBand analytical platform will be performed togetherdeveloped and implemented through a services agreement with LexisNexis® Risk Solutions FL Inc.,

In November 2016, CADE approved CIB’s incorporation with certain restrictions. Therefore, all the technical partner selected to develop and implement the technical and analytical platform of the CIB, through a service rendering agreement.required regulatory approvals have been obtained. CIB’s incorporation is subject to the execution of definitive agreements,agreements.

Acquisition of Recovery do Brasil Consultoria S.A.

In March 2016, after obtaining regulatory authorization, we consummated the acquisition of (i) 89.08% interest in the capital stock of Recovery do Brasil Consultoria S.A., of which we purchased 81.94% from Banco BTG Pactual S.A. (BTG) and 7.14% from other shareholders, as well as (ii) approximately 70% of a portfolio of R$38 billion in credit rights held by BTG.

Itaú CorpBanca

In April 2016, we closed the merger of Banco Itaú Chile with and into CorpBanca and, as a result, acquired control of the resulting entity – Itaú CorpBanca. On that same date, we entered into the Shareholders’ Agreement of Itaú CorpBanca (“Itaú CorpBanca’s Shareholders’ Agreement”), which entitles us to appoint, together with Corp Group, former controlling shareholder of CorpBanca, the majority of the members of Itaú CorpBanca’s board of directors. Such members are appointed according to the ownership interest of each of such parties, and we have the right to elect the majority of the members elected by this block. Also on that same date, Itaú Unibanco consolidated Itaú CorpBanca in its financial statements, adding approximately R$114 billion of assets to its balance sheet.

In October 2016, we acquired 10.9 billion shares of Itaú CorpBanca for approximately R$288.1 million, as set forth in Itaú CorpBanca’s Shareholders’ Agreement, and increased from 33.58% to 35.71%, without changing the governance of Itaú CorpBanca.

In January 2017, we executed an amendment to the transaction agreement, which provided for (i) the postponement of the date of acquisition of the shares held by Corp Group in Banco CorpBanca Colombia S.A. (“CorpBanca Colombia”) from January 29, 2017 to January 28, 2022, subject to receipt of applicable regulatory approvals; (ii) the modification of the previously defined structure for the combination of the operations of Itaú Unibanco and Itaú CorpBanca in Colombia, which will be implemented through a sale and purchase of assets and liabilities; and (iii) the replacement of the obligation to consummate an initial public offering (IPO) of CorpBanca Colombia for the obligation to register CorpBanca Colombia as a public company and list its shares on the Colombian stock exchange

Alliance with MasterCard in the payment solutions market in Brazil

In May 2016, the Court of CADE approved, with certain restrictions, a sevenyear term agreement between our subsidiary Itaú Unibanco S.A. and MasterCard Brasil Soluções de Pagamento Ltda., or MasterCard, to create an alliance in the payment solutions market in Brazil (the Strategic Alliance), to operate, through a company controlled by MasterCard, a new electronic payment network under a brand with domestic and international acceptance.

Sale of group life insurance business

In September 2016, we entered into an agreement for the sale of our group life insurance operations to Prudential do Brasil Seguros de Vida S.A. The transfer of shares and the financial settlement of this transaction will take place after compliance with certain conditions provided for in the agreement. This transaction reinforces our strategy, which has already been disclosed, to focus on mass-market insurance products that are typically related to retail banking.

Acquisition of Citibank retail business in Brazil

In October 2016, we entered into an Equity Interest Purchase Agreement with Citibank for the acquisition of its retail business in Brazil, including loans, deposits, credit cards, branches, on-shore wealth management and insurance brokerage, as well as the satisfactionequity investments held by Citibank in TECBAN – Tecnologia Bancária S.A. and in CIBRASEC – Companhia Brasileira de Securitização.

Citibank’s retail business in Brazil (which includes 71 branches) had, as of the date of execution of the Equity InterestPurchase Agreement, approximately 315,000 retail bank clients, approximately 1.1 million credit cards and a credit portfolio


of approximately R$6 billion and, as of December 31, 2015, approximately R$35 billion in deposits and assets under management. We estimate that the impact on our principal capital (Tier I) resulting from this transaction would be approximately 40 basis points (utilizing the Basel III methodologies).

The completion of this transaction is subject to compliance with certain conditions, precedent, including obtaining approvals from the approvalCentral Bank of Brazil and CADE.

Acquisition of Itaú BMG Consignado shares

In December 2016, after obtaining the required regulatory authorizations and fulfilling conditions, we consummated the acquisition of the totality of the equity interest held by applicable regulatory authoritiesBMG in Banco Itaú BMG Consignado S.A., corresponding to 40% of Itaú BMG Consignado’s total share capital. We paid R$1.46 billion and are now the holders of 100% of the total capital.

We have maintained our position as the leading institution among privately-held banks in this segment. At December 31, 2016, our payroll loan portfolio amounted to R$44.6 billion, including Itaú BMG Consignado’s operations.

Awards and recognition

In 2016, we received a series of awards and acknowledgements helping to strengthen our reputation. A few of our most significant awards and acknowledgements are listed below:

Latin American Excellence Awards (Communication Director magazine – January 2016) -Itaú was granted this awardin the CSR Report category, with its 2014 Integrated Report. The Latin American Excellence Awards recognizes Public Relations and Communications achievements among the companies from Latin America applying for the award. It is organized by Communication Director magazine, a European quarterly publication, headquartered in Germany, targeting global decision makers in the areas of corporate communications, public relations and public affairs. Its international coverage reaches all five continents.

Company Award 2016 (Trade Finance - January 2016) -Itaú BBA won the Company Award 2016 in the category Besttrade bank in Brazil. This award is organized by Trade Finance, the financial news and operation analysis service unit of Euromoney.

IF Design Award (International Forum Design GmbH – January 2016) -The International Forum Design has over 60years of existence and is considered one of the highest acknowledgments in the world. The winners receive the IF quality seal, a symbol acknowledged globally as the apex of excellence in the market. Itaú's awarded project was Cubo, in the Communication discipline, and category 3.05 Brand Identity.

International Visual Identity Awards (Left Bank - February 2016) -Itaú won the award in the Financial Servicescategory. The International Visual Identity Awards is an independent competition, not related to any media large company or corporation. It was designed by people with a passion for good design and has a partnership with Left Bank. This was the third edition of the award.

Deals of the Year (The Banker – April 2016) -Itaú BBA was acknowledged in the 'Americas - Equities' category, with thefollow-on for Telefônica company, a transaction that raised R$16.1 billion.

2016 'Valor' Executive (Valor Econômico magazine – May 2016) -In the 16th edition of this award, Roberto Setubal wasthe executive elected in the "Banks and Financial Services" sector.

Efinance Award (Financial Executives – May 2016) -Itaú BBA was acknowledged in the Process Management category.Itaú Unibanco was acknowledged in the FinTech category, with the 'Cubo' case. Rede was acknowledged in the B2B channels category.

The Best of São Paulo – Services (Folha de S. Paulo newspaper – May 2016) -For the second consecutive year, ItaúUnibanco was the winner in the Internet Banking category.

The Most Valuable Brands (O Estado de S. Paulo – June 2016)- Itaú ranked first in the "Banks" category, second in the"Savings" category, and third in the "Insurance companies" category.

Exame's Best and Largest Companies (Exame magazine – June 2016)- In the 43rdedition of this award, Itaú Unibancowas the number one in the “200 largest groups" and “50 Largest Banks" rankings. At the “100 Largest Publicly-Held Companies" ranking, it ranked 2nd. At the "Mergers and Acquisitions" ranking, Itaú BBA/Itaú was ranked 2nd. At the “50 Largest Insurance Companies", Itaú Seguros ranked 10th; Itaú Auto e Residência ranked 17th; and Itaú Vida ranked 28th.


Valor Inovação Brasil 2016 (Valor Innovation Brazil 2016) Award (Valor Econômico magazine – July 2016)- ItaúUnibanco ranked first in the Financial Services sector.

Top 1000 World Banks 2016 (The Banker – July 2016) -Itaú Unibanco was the winner in the Top 25–Latin Americaand the Caribbean ranking.

Project & Infrastructure Finance Awards (Latin Finance - July 2016)- Itaú BBA was recognized in the BestInfrastructure Bank Brazil category.

Anuário Época Negócios 360º (Época Negócios Directory 360º) (Época Negócios magazine – August 2016)- ItaúUnibanco was presented as the winner in the Banking sector in this directory. Additionally, Itaú Seguros ranked among the 60 top companies in the global ranking of the best 300 in the 5th edition of the directory.

Mais Valor Produzido (MVP) – Bancos 2016 (More Created Value – Banks 2016) Ranking (Dom Strategy Partners – August 2016) -Itaú Unibanco was chosen as the bank with the highest perception of value by its stakeholders for the thirdconsecutive year.

As Melhores da Dinheiro 2016 (The Best of Dinheiro 2016) (Isto É Dinheiro magazine – September 2016)- In the 14thedition of this award, Itaú Unibanco was chosen as the Company of the Year and also The Best Bank.

Prêmio Ouvidorias Brasil 2016 (Brazil Ombudsman Offices Award) ABRAREC (Brazilian Association of Customer-Company Relations) and Grupo Padrão – September 2016 -Itaú Unibanco received this award with the Solução Perto deVocê (Close to you solution) case.

Empresa Pró-Ética (Companies Promoting Ethics) (Ministry of Transparency, Inspection and General Controllership of the Federal Government – November 2016) -Itaú Unibanco was among the 25 companies awarded for taking part in thepromotion of a fairer and more ethical and transparent corporate environment in Brazil.

 

Our profileA-20

Empresas Líderes em Transparência (Leading Companies in Transparency) (CDP Latin America – December 2016)-For the third consecutive year, Itaú Unibanco was recognized among the leading companies in terms of transparency.

Annual Report2015

 

Our historyBank of the Year (The Banker – December 2016) -Itaú Unibanco was named the "Bank of the Year - Brazil" by TheBanker magazine.

 

TimelineAs Marcas Brasileiras Mais Valiosas (Brazilian Most Valuable Brands) (Interbrands – December 2016) - For the 13thtime, Itaú Unibanco ranked top on the list of the most valuable brands in Brazil, valued at R$ 26.6 billion, up 8% compared to 2015.

 

Subsequent events

On April 19, 2017, the following changes in the composition of the Board of Directors were proposed and approved at the Annual and Extraordinary General Meeting:

•       Candido Bracher, who becomes Chief Executive Officer replacing Roberto Setubal, is no longer a Board member but continues to attend the Board’s meeting as an invited member. In order to fulfill his vacancy in the Board of Directors, was elected Marco Bonomi, the General Retail Manager until late 2016, who has reached the limit age for performing executive functions after 22 years in the Company.

•       João Moreira Salles, officer of Brasil Warrant Administração de Bens e Empresas, was elected to one of the vacancies to represent the controlling stockholders in the Board of Directors, pursuant to the provisions of the Company’s Stockholders’ Agreement, replacing Demosthenes Madureira de Pinho Neto, who leaves the Board.

•       Alfredo Villela has informed the Board that he leaves his management position in the Company. Geraldo Carbone, who had been a Board member from 2006 to 2008 and Executive Vice-President from 2008 to 2011, was elected for his position for the next term of office, pursuant to the provisions of the Company’s Stockholders’ Agreement.

•       Nildemar Secches has informed the Board that he leaves his management position in the Company. To fill this vacancy, Amos Genish, one of the founders and a former CEO of GVT and a former CEO of Telefônica Brasil, was elected as an independent member.

•       Alfredo Setubal, Fábio Colletti Barbosa, Gustavo Loyola, José Galló, Pedro Bodin, Pedro Moreira Salles, Ricardo Villela Marino, and Roberto Setubal were reelected.

•       Pedro Moreira Salles and Roberto Setubal will serve as co-chairman of the Board of Directors.

*The elections and reelections mentioned above are pending of approval by the Brazilian Central Bank.

 

Our profileA-21

A-20

 

Annual Report2015

 

Our history begins back in 1924, when Casa Moreira Salles, founded by João Moreira Salles in Poços de Caldas, Minas Gerais, received the letter patent issued by the nationalBrazilian Government, which allowed it to operate as a banking section, i.e., as a correspondent of the state mainstream banks. This entity eventually became Unibanco.


On the other hand, Itaú was established about two decades later, in 1945, when Alfredo Egydio de Souza Aranha, a businessman in the textile industry, and his partner Aloysio Ramalho Foz founded Banco Central de Crédito S.A., which was located in downtown São Paulo.

 

Gradually João Moreira Salles passed the management of Casa Moreira Salles to his son Walther Moreira Salles, who took over in 1933 while he was still a law student. In 1959, Alfredo Egydio transferred the management to his nephew Olavo Setubal, who counted on the support of the founder's son-in-law, Eudoro Villela, in this new venture.

 

During their separate histories, Itaú and Unibanco exhibited a number of common attributes such as their concern for ethics and transparency in doing business, adherence to the law and appreciation of their employees. The two organizations also shared the same proximity toclose relationship with their clients by understanding their needs and their economic setting,circumstances, thereby allowing the institutions to support businesses expansion by means of innovative services.

 

Pioneering in the dissemination of the use of technology to process banking transactions and services offered to clients, theythe two institutions made heavy investments in automation and support of modern operational centers. Moreover, the expansion on the basis of mergers, acquisitions and incorporations is another constant characteristic seen inof the evolution of both banks.

 

Another element common to the two institutions was the support of arts and culture and the social and environmental responsibility that are manifested in Institute Moreira Salles and Instituto Itaú Cultural and, in the social realm, in Fundação Itaú Social and Instituto Unibanco.

 

After nine decades of history, we continue to follow the principles and values of those who laid the foundations of what we are and, like them, we remain focused on the future to build a better world for future generations. For this reason, sustainability is a concept that permeates our organization and is widespread in our culture.

 

Today we are one of the largest banks in the world with international operations and strong basesdeep roots in Latin America. Our commitment to Brazil leads us to serve as an agent of transformation of the society by working for great causes, such as culture, education, sports and urban mobility, continuously seeking the common good and contributing to the country's development.

 

Our Visionvision, Our culture

Driven by the change in the context of our businesses, by customer requirements and the transformation in the organization, in 2015, we saw the need to underscore a series of attitudes in our culture known as Our objective isWay (Nosso Jeito).

Since then, Our Way has evolved into seven attitudes, comprising the means whereby we intend to achieve our vision: To be the leading bank in sustainable performance and customer satisfaction. For us, sustainable performance means creating shared values for employees, customers, stockholders and society so as to ensure the longevity of our business.

 

Our Culture

One of the greatest challenges of the merger of Itaú and Unibanco was to disseminate a new corporate culture, both distinctive and unique, which respected the history of the two institutions.

Since the merger, we have succeeded in developing a solid corporate culture,Nosso Jeito de Fazer (Our Way of Making it Happen), which having been put into practice, has been instrumental in the achievement of significant results and has established our distinctiveness in the market. Today, after five years, we have moved on to another level where it is important to emphasize certain attitudes.Nosso Jeito(Our Way), made up of seven attitudes, encapsulates ourculture and their practice is what we believe will make us a leading bank in sustainable performance and customer satisfaction.

OUR WAY_

Way_ 

1_it’s only good for us if it’s good for the client_

2_we’re passionate about performance_

3_people mean everything to us_

4_the best argument is the one that matters_

5_simple. always_

6_we think and act like owners_

7_ethics are non-negotiable_

 

Several initiatives reinforce the practiceThe launch of these attitudes by our employees. These include (i) events related to corporate culture, which include the annual meeting with managersEncontro entre Líderes (Meeting among Leaders) and our Walther Moreira Salles Award; (ii) the behavioral attitudes incorporated into our employee performance evaluation, which are direct derivatives and the palpable result ofNosso Jeito attitudes; and (iii) campaigns conducted through our channels of communication.

In 2015,Our Way took place at the Meeting among Leaders, was heldwhich year after year constitutes one of the principal initiatives we use for reinforcing our culture.

Meeting among Leaders

Held annually since 2010, the objective of this event is to align the leadership of the organization with our strategy, ensuring the commitment and continuous engagement of our employees. In 2016, the event had an onsite audience of more than 5,700720 leaders and as its core theme, Digital Culture.

In addition to the Meeting, other initiatives were adopted for disseminating our culture:

Walther Moreira Salles Award: an annual event for enhancing the organizational culture by highlighting exceptional projects and practices on the part of Itaú Unibanco Holding’s leaders in addition to another 3,700 via telepresence, where Pedro Moreira SallesUnibanco’s employees. In 2016, there were five award categories (leadership, innovation, efficiency, risk management and Roberto Setubal presented information regarding our results, the current economic context and our businesses, in addition to covering how we are preparing to meet new challenges. Our culture served as a backdrop to the entire presentation, embodying all that we have already achievedcustomer satisfaction) with 40 winners.

 

Our profileA-22

Annual Report2015

and whereAlignment to Our Way Survey: a survey designed to evaluate the degree of alignment of the employees with the attitudes of our culture. In 2016, we want to go. Afterlaunched the survey following the announcement of Our Way at the Meeting among Leaders, leaders who participated were delegatedLeaders. We had a total of 40,078 respondents out of the task of disseminating the key messages in alignment with our vision and our corporate culture.85,622 employees invited to take part.

 

The meeting has taken place annually since 2010, representing a means of maintaining the organization’s leadership aligned with our strategy in what is an increasingly demanding market, and ensuring the continued commitment and engagement of all our employees.Employees

 

Employees

The number of employees within the Itaú Unibanco Group decreasedincreased from 93,175 in 2014 to 90,320 in 2015. The decrease2015 to 94,779 in 2016, mainly due to the numberconsolidation of employees is a reflectionItaú CorpBanca as from the second quarter of our natural turnover. 2016.


The tables below show the total number of employees for the years ended December 31, 2016, 2015 2014 and 2013,2014, segmented by region (Brazil and abroad) and operating unit:

 

Employees As of December 31, Variation  As of December 31,  Variation 
(Brazil and
abroad)
 2015 2014 2013 2015-2014 2014-2013  2016  2015  2014  2016-2015  2015-2014 
In Brazil  83,481   86,192   88,783   (2,711)  (3.1)%  (2,591)  (2.9)%  80,871   83,481   86,192   (2,610)  (3.1)%  (2,711)  (3.1)%
Abroad  6,839   6,983   6,913   (144)  (2.1)%  70   1.0%  13,908   6,839   6,983   7,069   103.4%  (144)  (2.1)%
Argentina  1,607   1,679   1,696   (72)  (4.3)%  (17)  (1.0)%  1,647   1,607   1,679   40   2.5%  (72)  (4.3)%
Chile  2,539   2,563   2,542   (24)  (0.9)%  21   0.8%  5,919   2,539   2,563   3,380   133.1%  (24)  (0.9)%
Colombia  3,754   -   -   3,754   -   -   - 
Uruguay  1,170   1,176   1,180   (6)  (0.5)%  (4)  (0.3)%  1,134   1,170   1,176   (36)  (3.1)%  (6)  (0.5)%
Paraguay  799   789   731   10   1.3%  58   7.9%  806   799   789   7   0.9%  10   1.3%
Europe  216   233   256   (17)  (7.3)%  (23)  (9.0)%  200   216   233   (16)  (7.4)%  (17)  (7.3)%
Other  508   543   508   (35)  (6.4)%  35   6.9%  448   508   543   (60)  (11.8)%  (35)  (6.4)%
Total  90,320   93,175   95,696   (2,855)  (3.1)%  (2,521)  (2.6)%  94,779   90,320   93,175   4,459   4.9%  (2,855)  (3.1)%
                            
Employees As of December 31, Variation 
(by operating unit) 2015 2014 2013 2015-2014 2014-2013 
Retail banking  72,815   75,143   77,881   (2,328)  (3.1)%  (2,738)  (3.5)%
Wholesale banking  16,468   16,940   16,705   (472)  (2.8)%  235   1.4%
Activities with the market and corporation  1,037   1,092   1,110   (55)  (5.0)%  (18)  (1.6)%
Total  90,320   93,175   95,696   (2,855)  (3.1)%  (2,521)  (2.6)%

Employees As of December 31,  Variation 
(by operating unit) 2016  2015  2014  2016-2015  2015-2014 
Retail banking  71,159   72,815   75,143   (1,656)  (2.3)%  (2,328)  (3.1)%
Wholesale banking  22,909   16,468   16,940   6,441   39.1%  (472)  (2.8)%
Activities with the market and corporation  711   1,037   1,092   (326)  (31.4)%  (55)  (5.0)%
Total  94,779   90,320   93,175   4,459   4.9%  (2,855)  (3.1)%

 

The Turnover Rate is the ratio of employees hired to employees terminated (either voluntarily or not)involuntarily) in a given period. We monitor this rate on a monthly basis and submit it to the Executive Committee (the criteria used do not include employees outside of Brazil, and those of Rede, or apprentices, expatriates, disability retirees, officers and interns).

 

Turnover Rate =Total terminations
(Total employees at the beginning of the period + Total employees at the end of the period)/2

Our Turnover Rate for the year ended on December 31, 2015 was 10.6%. We invested in an employee redeployment program, which is intended to create in-house opportunities taking into account the availability of open positions and the professional profile of internal candidates.Rate¹

 

¹Turnover Rate = Total terminations / (Total employees at the beginning of the period + Total employees at the end of the period) / 2. The total employees at the end of the period considers employees at the beginning of the period plus the hiring of employees minus the employee terminations.

 

The Relocation Center receivesConnecting Opportunities Program

The Connecting Opportunities Program has evolved from the revamping of the Reallocation Center. The Program’s objective is to retain employees in times of career transition and those coming from areas undergoing restructuring, among others. The process consists in monitoring the employees that were indicated, accomplishing dynamic group or individual interviews, and connecting the employeesaligned with the opportunities availableorganization’s culture but for whom temporarily there is no room to grow in all companiestheir current posts. The initial approach to such a situation is based on the reception of the Group. Asemployee and the mapping of the employee’s profile in readiness for future appointments to positions in Itaú Unibanco. Following discussions, the employee will participate in a resultcareer initiative process covering such aspects as preparing a résumé, interviewing postures and activating networking. In this way, the employee is given the support to ensure best performance during the process. In addition, the employee receives a guide with information, roles and responsibilities during the Connecting Opportunities Program. The selection team works jointly with the managers responsible for the vacancy in which the employee is interested. This work has produced positive results, with 56% of this work, 309the nominated employees at various levels of position were appointedhaving found new positions in which to grow within the Relocation Center in 2015, of whom 185 won new opportunities internally.organization.

 

In 2015,2016, most of the employee terminations occurred in the age group between 30 and 50 years old and the hiring of employees in the age group below 30 years old.


Compensation and Benefitsbenefits

We have adopted market parameters and compensation strategies, which vary according to the business area of each employee. We periodically verify these parameters through the commissioning of salary surveys conducted by specialized consultants, participation in surveys conducted by other banks, as well as participation in specialized forums on compensation matters.

 

Fixed compensation under our compensation strategy takes into account the complexity of an individual’s work duties and such individual’s performance with respect to such duties. Employees' fixed compensation changes according to the policy on promotion and merit, which takes into consideration the seniority of the employees and their performance when carrying out their duties.

 

The variable compensation, in turn, acknowledges the level of dedication, the results achieved and the short-term, medium-term and long-term sustainability of such results.

 

Our profileA-23

Annual Report2015

In addition, employees are entitled to receive salary adjustments and are entitled to profit sharing, pursuant to the collective bargaining agreements applicable in the relevant jurisdictions.

 

Our share-based profit sharingprofit-sharing plan, specifically designed for managers and senior managers, acknowledges those who stood out during the relevant year. The profit sharing plan includes grants ofconsists on granting preferred shares (ITUB4) or equivalent instruments, subject to the limits established by the Compensation Committee.Committee, to 10% of managers and 30% of senior managers. Of such instruments, one third are deliveredthe total granted, one-third vests each year over a period of three years.years after the award, which is made in the coming year immediately after the performance year to which it relates. The number of preferred shares or share basedshare-based instruments granted is determined by the financial results of the organization/area as well as individual performance. The preferred shares or share basedshare-based instruments are delivered on the same date as the final portion of the profit sharingprofit-sharing payment, as determined in the relevant collective bargaining agreements. Compensation based on shares is not proportional to working time. The preferred share price is calculated on the seventh working day prior to the award, using the average price of ITUB4 on BM&FBovespa&FBOVESPA in the preceding thirty days.days from calculation.

 

We also have an institutional program called the Partners Program, (Programa de Sócios), comprised of members of management and employees, in each case approved by our Personnel Committee, havingwho had outstanding contributions and performance. Eligible employees are entitled to use part or their total annual variable compensation to purchase our preferred shares, or shares(Own Shares.Shares). If they hold the ownership of these Own Shares for 3-three- and 5-yearfive-year terms as from the initial investment, free of any liens or encumbrances and of other suspension conditions set forth in the program regulation, the return on investment will be made through the receipt of our preferred shares, or shares(Partners Shares,Shares), also for 3-three- and 5-yearfive-year terms. These Partners Shares will subsequently remain unavailable for 5-five- and 8-yeareight-year terms as from the initial investment in Own Shares. The Partners Program may also consider other instruments derived from shares as opposed to actual shares.

 

We provide several benefits established in the relevant collective bargaining agreements with unions, which represent many categories of employees. The conditions of such benefits are set forth in the relevant collective bargaining agreements (allowances(such as allowances for meals, nursery/nanny care for children, transportation, etc.). There are also additional benefits, such as: (i) medical and dental care plans,plans; (ii) private pension plans,plans; (iii) group life insurance,insurance; (iv) psychosocial services,services; and (v) personalized treatment in the use of banking products and services. The granting of these benefits may vary according to the category of employees and/or market or regulatory considerations with respect to the relevant jurisdictions applicable to a particular employee.

 

Labor Relationsrelations

 

We maintain an ongoinghave a permanent channel for dialog with the labor unions representing all our employees in differentvarious professional categories. Among ourRespect, transparency and a direct relationship are among the principles utilizedinvolved in our relationsdealings with labor unionsthese entities. These activities are respect, transparency and direct interaction. Our priority is to find creativeexecuted with a focus on innovative and negotiated solutions to minimize possible differences and pointsareas of conflict involving our employees.

 

We guarantee our employees the right toof free association with labor unions and recognize the rights and privileges of those that may be elected to executive positions in thelabor unions in complianceaccordance with prevailing Brazilian lawlegislation and the current collective labor agreements offor each professional category to which we are a party. In addition, we allowpermit labor unions to run unionization campaigns and whenhold membership campaigns. When requested, we hold meetings between unions,the entities, our managers and/or employees.

 

We maintain our commitment to prioritize collective negotiations and a permanent agenda of issuesmatters to be discussed with thelabor unions. ThisSuch an agenda allows us to resolve conflicts more efficiently and reinforcesunderscores our commitment to maintaining an ongoinga permanent and direct relationship with labor entities.the entities representing the employees.

 

All our employees in Brazil enjoy the support of collective labor agreements thatwhich guarantee rights in addition toover and above those provided under applicablethe labor laws as well aslegislation in addition to other benefits that may be granted to our employees onof a non-recurring basisnature and in accordanceline with our policies.

 

DuringIn the collective bargaining negotiations involving bankwith the bank’s employees in 2015,during 2016, the financial sector was subject to a 14suffered 22 business day strike, affectingdays of strikes with an average impact on our branches of 37.7% of our branches.(the same percentage as in 2015). As within previous years, these work stoppages did not result in losses for Itaú Unibanco, given thataffected Brazilian banks generally since the movement was widespread, affectinglabor action took place across the entire Braziliandomestic financial system. Further, since a growing volume of operations are conducted through electronic channels, the impact of shutdowns on our operations was minimal, allowing our customers to use alternative channels to execute their operations with the bank.

 

During the 2015 collective bargaining negotiations ofwith the bank employees in 2014, our branches were subject to strikes for 5 business days, resulting in approximatelyemployee unions, the financial sector experienced a 14-business day strike with an average impact of 25.4% of branches being closed during the period.37.7% on our branch network.

 

During the collectivebank employee wage negotiations with bank employees in 2013,2014, strike action lasted five business days, impacting our branches were subject to strikes for 18 business days, resulting in approximately 31.6%on an average of our branches being closed25.4% during this period.

 

All such proteststhese labor manifestations and strikes which affectaffecting our branches have only had a partial impact only on our business since at least some of the branches are able to reopenopen during the course of the day and therethe entire network is never brought to a complete halt. In this context, it


is worth pointing out that, in the past few years, we have seen a growing volume of operations which are transacted through our digital channels. This has never beenmade a total shutdown insignificant contribution to minimizing the effects of strike action on our branch network.operations.

 

Our profileA-24

Brand

 

Annual Report2015

Brand

Our brand aims to promote positive changes in the lives of people and in society. We deliver products and services – focused on our client’sclients’ needs – that reflect our continuous efforts to provide the best experience for everyone who interacts with us, every day. Our efforts to foster financial education permeate our entire organization and encourage people to have a more balanced relationship with their money by choosing the best type of credit and by planning their investments more efficiently. Our responsibility for the development of the nation is at the very heart of our brand, which is why, in addition to the transformation that is inherent toin our core business, we also invest in projects related to education, culture, sports and urban mobility.

 

In 2015,2016, we were once again ranked at the top of the Interbrand ranking of most valuable Brazilian brands with an estimated value of R$24.5 billion. 26.611 million. This is the twelfth13th consecutive year in which we have been at the top of this ranking. The analysis is based on our brand’s ability to generate financial results, influence the client selection process and ensure long-term demand.

 

The #issomudaomundo#issomudaomundo (#thischangestheworld) platform, which guides our causes and our investments in various projects, continues to illustrate our institutional campaigns. This year, with theLeia para uma criança(Read (Read to a child) campaign, we reached an impressive milestone: over 453 million books were donated.offered, including braille books. This shows that we continue to mobilize clients and non-clients to make a difference in children’s lives.

 

Our capacity to inspire and engage people can also be seen on social media. We publish a series of articles and videos that express our point of view and tell stories that encourage people to implement positive changes in their lives. In 2015,2016, we reached 192over 129 million views, which means we remain the largest Brazilian brand channel onYouTube and the largest in the world from the financial sector.

 

Social media is increasingly important to our strategy. This year, we reached 7.6achieved over 8 million fans on Facebook.Facebook. We have the largestFacebook community of any bank in the world and one of the 15 largest fan bases of any Brazilian brand, according to Socialbakers. OurTwitter profile has over 594607 thousand followers, making us number one in the country’s financial sector.

We also have 64.7approximately 169 thousand followers on Instagram.Instagram.

 

We continue to monitor all of our social media profiles 24 hours a day, 7seven days a week. We have a specific structure to interact with the public on all matters related to Itaú: questions, suggestions, comments and complaints. We have received more than 549675 thousand mentions on social media 74%from January 2016 to December 2016, 67% of which were positive and neutral comments, according to Gauge, a consulting agency that assists us in the analysis of social media data.

 

20152016 was a special year for Itaú. We reinforced our positioning as a digital bank by combiningmeans of the Digitau platform, highlighting in our communication and advertising campaigns the new technological solutions Itaú Unibanco presents to the market, such as apps and digital branches. Combining our innovative technology with our vision of making people’s daily lives easier throughwe create increasingly simpler financial transactions. We have started using emoticons in our communications to make the bank more relatable to people in their daily lives.solutions.

 

Patents

We are the owners of patents and patent applications in Brazil and abroad for a method for generating a virtual keyboard for entry of a security code or user PIN number. Applications related to this patent are still pending analysis in Brazil, Uruguay and Venezuela. We are the owners of a patent for suchthis method in Germany, Argentina, Austria, Belgium, Chile, Denmark, Spain, Finland, France, Greece, the Netherlands, Ireland, Italy, Luxembourg, Peru, Portugal, the United Kingdom, Sweden and Switzerland. Additionally, we are the owners of patent applications for a method for identifying a financial institution’s access PIN and for a method, user device and system to submit financial transaction information, which are still pending analysis in Brazil.

 

In Brazil, the effective term for protection of invention patents is 20 years from the date when the patent application is made. The effective terms and requirements for extension of patents outside of Brazil depend on the laws of each country or region where a patent is registered.

 

Main Stockholdersstockholders

We are controlled by IUPAR, which is jointly controlled by Itaúsa and Cia. E. Johnston. Itaúsa is controlled by members of the Egydio de Souza Aranha family, and Cia. E. Johnston is controlled by members of the Moreira Salles family.

 

Except for the shares indirectly owned by our controlling stockholders (through their participation in IUPAR and Itaúsa), the members of our Board of Directors and our Board of Officers, on an individual basis and as a group, beneficially ownowned less than 1% of our common shares and less than 1% of our preferred shares.

 

According to Brazilian regulation and as approved by the Central Bank, foreign investors may have a maximum of 30% of our common shares.

 

Our profileA-25

Annual Report2015

The following table below presents information on the persons that, to our knowledge, held over 5% of our common or preferred shares as of March 31, 2016:2017:

 Common Shares  Preferred Shares  Total  Common Shares   Preferred Shares   Total  
 Total Number     Total Number     Total Number    Total Number of     Total Number of     Total Number of    
Stockholders  of Shares % of Total of Shares % of Total of Shares % of Total  Shares  % of Total  Shares  % of Total  Shares  % of Total 
             
IUPAR – Itaú Unibanco Participacões S.A.  1,553,990,549   51.0   -   -   1,553,990,549   25.5   1,709,389,603   51.00   -   -   1,709,389,603   25.96 
Itaúsa – Investimentos Itaú S.A.  1,178,125,199   38.7   102,620   -   1,178,227,819   19.4   1,295,937,718   38.66   112,882   -   1,296,050,600   19.69 
BlackRock(1)  -   -   212,075,817   7.0   212,075,817   3.5   -   -   233,283,398   7.22   233,283,398   3.54 
Dodge & Cox(1)  -   -   152,102,489   5.0   152,102,489   2.5 
Others  314,921,655   10.3   2,517,366,116   82.4   2,832,287,771   46.3   346,413,822   10.34   2,939,466,713   90.99   3,285,880,535   49.93 
Subtotal  3,047,037,403   100.0   2,881,647,042   94.4   5,928,684,445   97.2   3,351,741,143   100.00   3,172,862,993   98.21   6,524,604,136   99.12 
Treasury stock  2,795   0.0   155,228,709   5.6   155,231,504   2.8   3,074   0.00   57,700,333   1.79   57,703,407   0.88 
Total  3,047,040,198   100.0   3,036,875,751   100.0   6,083,915,949   100.0   3,351,744,217   100.00   3,230,563,326   100.00   6,582,307,543   100.00 

(1) Share ownership information provided by stockholder.

Date: 03/31/2017


As of March 31, 2016, 12,647,969 common shares and 1,932,291,275 preferred shares were held by non-Brazilian investors (calculated based on the investors’ addresses indicated in our records related to the shares that are in our custody), representing 0.4% and 67.1%, respectively, of the total of each class outstanding.

Ownership Structure

 

The following chart is an overview of the ownership structure of theItaú Unibanco group as of March 31, 2016,2017, which includes our controlling stockholdersshareholders and some of our main subsidiaries:

 

 

(1) Excludes shares held in treasury and by our controlling stockholders.shareholders.

 

Please refer to section Performance, item Consolidated Financial Statementsfinancial statements (IFRS), Note 2.4 a I - Summary of main accounting practices for further information about our subsidiaries.

Our profileA-26

Annual Report2015

IUPAR stockholders’ agreement

 

Itaúsa and Cia. E. Johnston have a stockholders’ agreement that governs their relationship as controlling stockholders of IUPAR and, indirectly, as our controlling stockholders and as controlling stockholders of our subsidiaries. Please refer towww.itau.com.br/_arquivosestaticos/RI/pdf/IUPARingles.pdf, for further details. ItsThe main terms and conditions of the agreement are described below.

 

The Board of Directors and the Board of Officers of IUPAR are composed of four members each: two members are nominated by Itaúsa and two members by Cia. E. Johnston for each one of these bodies. Pursuant to the IUPAR stockholders’ agreement, IUPAR shares held by Itaúsa and Cia. E. Johnston cannot be transferred to third parties until November 3, 2018. After this period, if any stockholder party to the IUPAR stockholders’ agreement decides to transfer its IUPAR shares to a third party, the other stockholders will have right of first refusal or tag-along rights. If both Itaúsa and Cia. E. Johnston decide to transfer all of their shares held in IUPAR or the total shares held by IUPAR in Itaú Unibanco Holding to third parties, Itaúsa may exercise its tag-along rights, so as to include in the sale all or part of the shares directly held by it in Itaú Unibanco Holding. All shares held directly by Itaúsa in Itaú Unibanco Holding may be freely transferred.

 

The IUPAR stockholders’ agreement is effective for a 20-year period from January 27, 2009, and may be automatically extended for successive 10-year periods, except if otherwise indicated.

 

Transfer of control and increase of interest in the share capital

 

Subject to the provisions of the IUPAR stockholders’ agreement, our Bylaws do not contain any provision that is intended to delay, defer or prevent a change in our shareholding control or that would operate only with respect to a merger, acquisition or corporate restructuring of theour Company or its subsidiaries. However, according to Brazilian regulation all such transactions must be carried out in accordance with procedures established by CMN and be previously approved by the Central Bank.

 

Brazilian legislation provides that acquisition of control of a publicly held company triggers the requirement for the acquiring party to make a tender offer for all outstanding common shares, at a price equivalent to at least 80% of the price per share paid to the controlling stockholders. Additionally, our Bylaws establish the same price rule for the holders of our preferred shares.

 

Such legislation also requires our controlling stockholders to make a tender offer for all of our shares if they increase their interest in our share capital to a level that materially and negatively affects the liquidity of our shares.

 

Distribution Channelschannels

We provide integrated financial services and products to our clients through a variety of distribution channels. In addition to our traditional portfolio of banking products, we offer products such as insurance, investments, foreign exchange and brokerage. Our portfolio of corporate products suitedsuitable for large companies is managed by our wholesale banking segment.

Our distribution network is divided into (i) standard channels, which includechannels: branches, Customer Site Branches (which are banking-CBSs (banking service centers located at certain corporate clients), or CSBs, Automatic Teller Machines, or ATMs, and telephones,telephones; and (ii) digital channels, such aschannels: internet, bankingmobile and mobileSMS banking. The volume of banking transactions carried out through internet and mobile channels has grown significantly in recent years.

 

 

Standard Channelschannels (branches, CSBs and ATMs)

 

Our branch network serves as a distribution network for all of the products and services we offer to our clients. As of December 31, 2016 our standard branch network reach 3,910reached 3,653 branches. We have 2545 branches in Brazil, especially refurbished for shopping malls, with a new visual identity and service proposal. The spaces present a new concept of client service, with a differentiated layout inspired by the design of a retail store. Focusing on the relationship with the client as a way to strengthen contact with the public, these branches are open from 12 p.m. to 8 p.m., Furthermore, we have reached 135 digital branches as of December 2016, which aligns with exclusive service to our clients from 5 p.m. on. We intend to extend this concept in the next few years.Digital Channels strategy.


Similarly, we also implemented changes in service hours for certain branches located in commercial hubs, which now open at 8 a.m. or 9 a.m. and close at 6 p.m. or 8 p.m. This initiative was designed to adapt our services to the routineroutines of our clients. We intend to extend this model to other malls and trade centers in Brazil in the next few years.

The range of services provided at CSBs may be the same as those provided at a full service branch, or more limited according to the size of a particular corporate client and its needs. CSBs represent a low-cost

Our profileA-27

Annual Report2015

alternative to opening full service branches. In addition, we believe CSBs provide us with an opportunity to target new retail clients while servicing corporate clients and personnel.

 

ATMs are low-cost alternatives to employee-based services and give us points of service at significantly lower costs than branches. Our clients may conduct almost all account-related transactions through ATMs.

 

WeIn addition to all our channels for serving clients (branches, CSBs and ATMs), we also have arrangementsa partnership with other“TecBan" ATM network, operators, such as the brands “Cirrus” and “Maestro”, to allow ourcomposed with more than 19,000 ATMs, which provide clients to use limited services through their networks.– primarily cash withdrawal services.

 

Since 2012, we have made differentiated services available to certain registered clients. In addition to services available to our clients in general, these registered clients are able to withdraw funds and check current account balances and statements just by using biometric technology. Biometrics enables these registered clients to carry out transactions with fingerprint identification, without typing a password or using a card, providing more security and convenience for our clients. To be able to use biometrics, clients simply register with any Itaú Unibanco branch.

 

Digital Channelschannels (internet and mobile banking)

As

In a resultdigital and wireless world, technology is now part of our strategy to be a “digital bank” based on the profileeveryday life. With over 73% of our clients, ourall banking transactions throughin 2016 already taking place in digital channels, have already reached 67% ofwe, as a bank, are challenged daily with delivering an increasingly improved multi-channel and end-to-end experience to our total client transactions in 2015, followed by new features that have been made available through this channel throughout the year.customers.

 

The internet banking channel became important in recent years given the continuous growth in demand for online transactions. In a traditional bank, the customer goes to the bank, while inOver 49% of all clients used a digital bankchannel in December 2016. Mobile is the bank goesfastest growing channel, rapidly becoming the most relevant one for individuals. With respect to small and middle-market companies, desktop internet still remains the customer. Since 1998,most used channel. In face of these challenges, we have continuously been transforming the experience of our customers digital experience, offering convenience through services and products to our individual and corporate clients, such as money transfers, payments, credit, investments, insurance and others.

 

Mobile bankingOur focus is our fastest growing channelto provide more and became onemore completion of the main channels for the bank, representing 59.7% of our customer base of digital channels in December 2015. One of our most important recent technological innovations has beenservices in mobile banking applications, which allow clients to access their accounts(just like the services we provide for internet banking) and perform banking transactions using smartphones or tablets through applications designed with a focus on innovation, transaction effectiveness and high-levelkeep improving user experience for the customer. In the fourth quarter of 2015, we had a significant increase of 32.2% in users in our mobile banking applications when compareddigital channels to the fourth quarter of 2014. Accordingly, we are investing in our mobile banking channel across multiple applications, or apps. With the launchmake them even more intuitive and updates, mobile phones have become increasingly better tools to meet the needs of our customers in a safe and practical environment. Recently, we launched the Itaú Pagcontas app, a unique application for the payment of bills, providing more convenienceaccessible to our customers.

 

For our operations in Latin America, we also implemented the Itaú tokpag app for individual clients in Paraguay, an application that allows transfers of money using the mobile phone number quickly and safely.

The table below shows our branches, CSBs and ATMs network broken down by types of services provided and geographic distribution, as of December 31, 2015, 2014 and 2013:

 Branches(1)  CSBs  ATMs 
Standard channels Branches(1)  CSBs  ATMs  2016(2)  2015  2014  2016  2015  2014  2016  2015  2014 
 2015(2) 2014 2013 2015 2014 2013 2015 2014 2013 
                   
Brazil  3,910   3,967   3,913   824   852   863   25,802   27,309   27,313   3,780   3,910   3,967   766   824   852   25,079   25,802   27,309 
Abroad  228   229   227   23   22   22   610   607   587   531   228   229   26   23   22   1,228   610   607 
Argentina  72   72   73   17   17   18   178   186   189   72   72   72   15   17   17   178   178   186 
Chile  96   99   96   -   -   -   70   70   72   223   96   99   2   -   -   502   70   70 
Colombia  174   -   -   -   -   -   178   -   - 
Paraguay  32   30   28   5   4   3   307   297   283   31   32   30   8   5   4   311   307   297 
Uruguay  23 �� 23   25   1   1   1   55   54   43   23   23   23   1   1   1   59   55   54 
Other  5   5   5   -   -   -   -   -   -   8   5   5   -   -   -   -   -   - 
Total in Brazil and abroad  4,138   4,196   4,140   847   874   885   26,412   27,916   27,900   4,311   4,138   4,196   792   847   874   26,307   26,412   27,916 

 

(1)Since December 31, 2014, total branches include digital branches and business branches, which are considered points of service by the CMN Resolution No. 4,072/2012.

(2)79.2%79.3% of our branches were located in the states of São Paulo, Rio de Janeiro and Minas Gerais in the southeast of Brazil, Paraná in the south of Brazil, and Goiás in the center-west of Brazil.

 

Our business

 

Overview

In 2015, we changed our organizational structure. The previous four segments (Commercial bank – Retail, Consumer Credit – Retail, Wholesale bank and Activities with

We report the Market and Corporation) were reorganized and now consist of threefollowing segments: (i) Retail Banking, (ii) Wholesale Banking, and (iii) Activities with the Market and Corporation. The Retail Banking segment now covers the former segments Commercial Banking – Retail and Consumer Credit – Retail, with the transfer of operations from Private Banking and Latam to the Wholesale Banking segment.

Our profileA-28

Annual Report2015

Through these new operational segments, we continue to provide a broad range of banking services to a diverse client base that includes individuals and corporate clients, on an integrated basis as follows:

 

TheRetail Banking segment offers services to a diversified base of account holders and non-account holders, individuals and companies. The segment includes retail clients, high net worthhigh-income clients (Itaú Uniclass and Personnalité) and the corporate segment (veryvery small and small companies). This segment comprisescompanies. Revenues from Retail Banking come from the offer of banking products and services to retail and high-income clients and very small and small companies, in addition to financial products and services offered to our non-account holder clients, including vehicle financing and lending activities carried out in units other thancredit cards offered outside the branch network, and offering of credit cards, in addition to operations with Itaú BMG Consignado.Consignado operations. The Retail Banking segment represents an important funding source for our operations and generates significant financial income and banking fees.

 

TheWholesale Banking segment is responsible for our private banking clients, the activities of Latin America units, our middle-market banking business, and the activities of Itaú BBA, which is the unit in charge of corporate and investment


banking activities. Our wholesale banking management model is based on building close relationships with our clients by obtaining an in-depth understanding of clients’ needs and offering customized solutions. Corporate activities include providing banking services to large corporations and investment banking activities include offering funding resources to the corporate sector, including through fixed and variable income instruments.

 

TheActivities with the Market andCorporationsegment manages interestincomeinterest income associated with our capital surplus, subordinated debt surplus and the net balance of tax credits and debits, as well as net interest income from the trading of financial instruments through proprietary positions, management of currency interest rate gaps and other risk factors, arbitrage opportunities in the foreign and Brazilian domestic markets, and mark-to-market of financial instruments. This segment also includes our interest in Porto Seguro.

 

We carry out a wide range of operations outside of Brazil with units strategically located in the Americas, Europe and Asia. Our international presence creates significant synergies in foreign trade finance, in the placement of Eurobonds and in the offering of more sophisticated financial transactions to our clients.

 

Please refer to section Performance, item Financial Performance,performance, Results, and section Performance, item ConsolidatedComplete Financial Statements (IFRS), Note 34 – Segment Information,information, for further information about our segments.

 

The diversification of our business is reflected in the changing composition of our loan portfolio over the last few years, focusing onin origination inon lower risk segments with increased guarantees. We are constantly seeking to implement and focus on the offer of new products and services that add value to our clients and diversify our sources of income, allowing for growth of our non-financial income arising mainly from banking service fees, income from bank charges and from insurance, pension plan and capitalization operations. Some details of our loan portfolio and services are presented as follows:

 

Credit Cardscards and Commercial Agreementsagreements

Itaú Unibanco is the market leader in Brazilian credit cards. Through proprietary and partnership operations with major retailers, telephone carriers, automakers and airline companies established in Brazil, we offer a wide range of credit and debit cards to more than 60.355.0 million currentaccount holders and non-current accountnon-account holders (in number of accounts as ofin December 31, 2015)2016).

 

Our main goals in the credit card businessWe are focusing our efforts to continually grow our credit cards portfolio, improve its profitability, manage theour asset quality of our assets and pursue the total satisfaction of our clients. To this end,Accordingly, our credit card division focuses on the development of new products, the assessment of our partnerships, and the control of the credit quality of our portfolio and on a more efficient cost management.

The In 2012 we pioneered the launch of an alternative model in Brazil that made credit cheaper for our consumers by developing Itaucard 2.0, isa similar model to the only credit cardone used in Brazil consistent with the standard international interest model, which charges the revolving interest rates from the date of purchase instead of the invoice due date, allowing lower interest rates. A total of 6.7U.S. and European countries. Since its launch, we have issued more than 6.6 million cards have been issued since its launch in August 2012.under Itaucard 2.0.

 

In September 2014,May 2016, we launchedsigned a partnership with Netshoes to develop theTudoAzul NCARD Itaucard, co-branded which is offered 100% digitally through the partner website. The sale process for the card was developed in partnership with Azul Linhas Aéreas,Netshoes with instant customer evaluation technology and segmented product offering. In addition to a 100% digital experience with instant evaluation of card proposals, the process allows approved customers to immediately make their purchases on the site without having to wait for the plastic card, enabling them to take advantage of the benefits and discounts provided to cardholders.

In July 2016, we entered into an agreement with Multiplus, one of the main airlines in Brazil. This action is aligned with our goal of offering a diversified portfolio, providing the best suited product to our clients. In February 2015, theTudoAzul Itaucard received an award from Flightglobal Magazine, one of the world’s leading commercial aviation publications, with respect to its loyalty awards. In selecting the winner of the award, Flightglobal took into consideration various aspects for this recognition, such as airplane tickets purchase and travel convenience, plus the traditional benefits already presentlargest companies in the Itaucard platform.

In November 2015, Itaucardrewards and Netshoes, Brazil’s largest online providerloyalty programs, for the launch of sports apparel, reached an agreement to launch a co-branded credit card, that will offer benefits and exclusive discounts, inwith the proposal being the best option for accumulating market points. In addition to a complete digital experience.the benefits offered by Multiplus, cardholders will also be able to use the traditional advantages of the Itaucard platform, such as payment of half the value of movie tickets, theater, shows and discounts at partner establishments.

 

Itaucard has made innovations in the way it interacts with its Facebook followers by using more informal language, even using references to classic "memes"“memes”. A new campaign uses "emoticons" to recreate popular videos from the Internet, aimed at disseminating the Digital Statement and the Itaucard chat application. The videos have been watched by over 4 million people, between June 2015 (launch of the campaign) and December 2015.

 

The Itaucard appapplication has made strides in transformingtransformed the usercustomer experience with respect to its credit card. Withby constantly bringing new functionalities, it now hassuch as the Virtual Card, that simplifies and offers more security for online shopping. Timeline is another feature of this application, which generates a unique creditvirtual card number to be

Our profileA-29

Annual Report2015

usedfor each purchase on the internet, in an online transaction, bringing more security and practicality in the internet. Another new feature of the app is the Timeline, in which the purchases and transactions can be seenviewed in real time. Live representatives are available

With regard to communicatecustomer service, we provide an application that can be used by app chatour customers 24 hours per daya day. By December 2016 we had more than 5.7 million downloads of this application.

In 2016, maintaining the indicators of default and are available for clients to ask questions and get the answers any time and anywhere they may be. The app was broadly marketed through a number of media platforms, between the end of October and beginning of November 2015, after which thererisk was a 33% increasechallenge for our credit card area in face of all the app downloads untildeterioration of the Brazilian economy and the high level of unemployment in Brazil. We managed to evolve the default indicator above 90 days from 8.08% in December 2015.2015 to 6.95% in December 2016. We adopted stricter criteria to collect from our clients impacted by the crisis. To continue to grow our portfolio, we also focused on maintaining partnerships with our high-income customers and retailers.


The following table below shows the market position and information about competitors for the business listed below:

 

Product/Service Market Position Additional Information and Main Competitors
Credit Cards We are theleaders in terms of transaction purchase volume of cards in Brazil, with a 37.1% market share in the period from January to December 2015.2016. The Brazilian credit card market is highly competitive, growing 13.2%on average 10.0% from January to December 2015 over the last four years, according to the Brazilian Association of Credit Card Companies and Services (Associação Brasileira dasEmpresas de Cartões de Crédito e Serviços, or ABECS).

Our main competitors in this business are Banco do Brasil S.A., Banco Bradesco S.A., Banco Santander Brasil S.A. and Caixa Econômica Federal.

Source: Itaú Unibanco Holding and ABECS.

 

Payroll Loansloans

 

A payroll loan is a loan with fixed installments that is directly deducted from the borrower’s payroll to the bank’s account without being recorded in the debtor’s account. Our strategy is to expand our activities in businesses with historically lower risk, achieving a leading position in the offering, distribution and sale of payroll loans in Brazil.

 

To expand this business and complement our strategy, on July 9, 2012 we entered into an association agreement with Banco BMG S.A. to offer, distribute and market payroll loans originated by that financial institution. Banco Itaú BMG Consignado, the entity used for purposes of this joint venture, began operations in December 2012 and is present throughout the Brazilian territory. This association was designed with the purpose of diversifying our loan portfolio, supplementingcomplementing our payroll loan strategy, and improving the risk profile of our portfolio of loans to individuals. Banco Itaú BMG Consignado also enables us to expand our business in the payroll loan sector in line with our values and transparency principles, following best management practices and policies.

 

Please refer to section Our profile, 2016 highlights, item Mergers, acquisitions and partnerships, Acquisition of Itaú BMG Consignado shares for further information.

In December 2016, after obtaining the required regulatory authorizations and meeting conditions precedent, we completed the acquisition of the total equity investment held by Banco BMG in Banco Itaú BMG Consignado. This investment corresponds to 40% of the capital of Banco Itaú BMG Consignado, meaning that we are now the holders of 100% of this institution’s total capital. This acquisition assured we kept the leadership among private banks in this segment.

Also, our strategy of higher growth in the National Social Security Institute (Instituto Nacional do Seguro Social, or INSS) beneficiaries sector, combined with certain credit policies we adopted, allowed our portfolio evolution to be followed by a decrease in delinquency levels.

 

This increase in payroll loans resulted in a higher share of payroll loans within the personal loan portfolio, from 21.8% as of December 2014 to 24.3% as of December 2015.

The following table below shows the market position and information about competitors for the business listed below:

 

Product/Service Market Position AdditionalInformationandMain Competitors
Payroll Loans In December 2015,2016, we obtained a market share of 16.6%15.5% in terms of payroll loans, positioning us as thethird largestbank in this segment in Brazil. Our main competitors in this business are Banco do Brasil S.A., Caixa Econômica Federal, Banco Bradesco S.A. and Banco Santander Brasil S.A.

Source: Itaú Unibanco Holding and the Central Bank.

 

Vehicle Financingfinancing

 

As of December 31, 2015,2016, our portfolio of vehicle financing to individuals amounted to R $20.1 billion.R$15.4 billion, a 23.1 % decrease from the same period of the previous year. The average loan to value ratio of our vehicle portfolio (the ratio of a loan to the value of an asset purchased) was 70.8% in68.1% on December 2015,31, 2016, following a downward trend since the previous year, when the loan to value ratio reached 73.7%70.8% as of December 31, 2014.2015. Since 2012, we have reduced our risk exposure in this sector and focused on clients with better risk profiles, which has allowed us to improve the credit quality of our vehicle loan portfolio.

 

From January to December 2015,2016, the average term of vehicle financing was 40 months, and half of the transactions were carried out with terms of up to 36 months.

 

We developed a series of new products and services that were launched in the market in 2016. Some of these products are:

Digital Platform–direct channel for origination, service and formalization of payments, bringing more agility and autonomyto the more than 10,000 participating stores and associated car dealers.

A-31

Customer Risk based pricing- an innovative solution in the Brazilian market that takes into account a customer’s creditrisk profile, as well as transaction data (term, entry and year of the vehicle) to offer lower interest rates to customers with low default risk.

Icarros- As one of the pillars of Itaú Unibanco’s digitization strategy for searching for, selecting and financing the acquisitionof new and used vehicles, iCarros, which has more than 15 million page views per month, has invested in process intelligence and automation to make customer experience even more complete and convenient. The portal uses new technology for credit simulation and pre-analysis, including presenting risk-adjusted financing rates to the customer. Currently 15% of our vehicle financing is initiated through this portal.

The following table below shows the market position and information about competitors for the business listed below:

 

Product/Service Market Position Additional Information and Main Competitors
Vehicles In December 2015,2016, we reached a market share of 11.8%10.3% in terms of loans to individuals among banks, positioning us as fourth in Brazil in this segment. Our main bank competitors in this business are Banco Santander (Brasil) S.A, Banco do Brasil S.A. and Banco Bradesco S.A.

Source: Itaú Unibanco Holding and the Central Bank.

 

Our profileA-30

Annual Report2015

Real Estate Financingestate financing and Mortgagesmortgages

 

Our mortgage business is dedicated to:

 

·Creatingcreating loyalty – the relationships established in this sector are typically long-term;

·Contributingcontributing to the social and financial development of our clients; and

·Beingbeing aligned with our strategy of investing in lower risk businesses.portfolios.

 

We have been leaders in mortgage loans to individuals among Brazilian private banks from 2008 to 2015,2016, which reflects our focus on this business aligned with our strategy of migrating to lower risk portfolios.

 

We offer products through our network of branches and brokers, as well as through our partnership with RE/MAX and our joint venture with LPS Brasil Consultoria de Imóveis S.A. (Lopes), called “Credipronto”. These two long-term agreements provide us with exclusive real estate financing origination at a greater number of locations throughout Brazil.

 

One competitive advantage we have is the speed of our credit approval process and in the formalization of the relevant loan documentation. As of December 31, 20152016 the average time between finalizing a financing and our receipt of the requisite documentation was 13 days,10 workdays, which we believe is a significantly shorter time period than those of our competitors.

 

During the third quarter of 2015, we had the first fully digital mortgage contract process in which the customer uploaded the relevant documents and was able to monitor all steps of the process via the internet. This tool is available for use by account holders, which provides more agility and overall convenience in monitoring the process.

The number of mortgages we provided directly to individuals in 20152016 was 34.127.3 thousand, for an aggregate value of R$8.2 billion in the period, compared to R$ 10.5 billion in 2015. The average Loan to Value (LTV) ratio of the period.portfolio in 2016 was 41.8%, compared to 43.7% in 2015. In commercial loans, we financed 20.08.1 thousand new real estate units during 2015,2016, for an aggregate value of R$3.4 1.4 billion.

 

Since 2007, real estate and mortgage transactions in the Brazilian market have been carried out mainly through first mortgages and a system of mortgage liens (alienação fiduciária), pursuant to which the buyer becomes the owner of the property after all payments have been made, making it easier for the bank (lender) to recover the property in case of default. This system resulted in lower legal and credit risks compared to other types of guarantees.

 

Another positive feature of the Brazilian market is the constant amortization system pursuant to which decreasing installments provide faster amortization of a contract, reducing our loan-to-value indicator at a faster rate than other amortization systems.

 

As of December 31, 2015, our outstanding loans to individuals were granted in the form of first mortgages and 99.6% were guaranteed by mortgage liens. In 2015, our entire credit origination was based on the constant amortization system and this portfolio loan to value ratio was 43.7% compared to 42.4% in 2014.

Euromoney’s Real Estate Survey– In September 2015, we were rankedfirst in three categories for Latin America and three categories for Brazil. This survey acknowledges the best companies operating in the real estate sector worldwide.

The following table below shows the market position and information about competitors for the business listed below:

 

Product/Service Market Position Additional Information and Main Competitors
Real Estate Financing and Mortgages In the period from January to December, 2015,2016 we were theleadersin new loans to individuals among Brazilian private banks, with 38.7%41.9% market share and,second placein terms of new loans to individuals, among all Brazilian banks, with a 19.2%22.8% market share. The main player in the Brazilian real estate market is Caixa Econômica Federal (CEF), a government owned bank. CEF is focused on real estate financing and, is the leader in this market. Other competitors include Banco do Brasil S.A., Banco Santander Brasil S.A. and Banco Bradesco S.A.

Source: Itaú Unibanco Holding and ABECIP.

 

A-32

Microcredit

 

Our microcredit unit offers to low-income entrepreneurs who do not have the necessary attributes to participate in the traditional financial system the chance to expand and develop their businesses. Itaú Microcrédito’s loan officers reach out tosolicit new and existing clients, offering loans (coupled with free loan-protection microinsurance), and point of sale, or POS machines. Loan officers are also responsible for disseminating information regarding financial concepts related to the responsible use of money.

 

A major benefit arising from this initiative is that micro-entrepreneurs start to develop a relationship with the formal financial system. Our microcredit activities are split into two levels:

 

·§1stTier Lending: includes working capital loans, or loans for upgrades and fixed assets provided to formal and informal business people engaged in small business activities. Any granting of loans requires the presence of a trained microcredit loan officer; and

·§2ndTier Lending: loans to micro-entrepreneurs through partner civil society organizations registered with the National Productive Microcredit Program. We are committed to promoting microfinance best practices and trading experiences with partner organizations.

 

Our investment in microcredit is part ofconsolidates our strategy to act as agentsan agent of transformation in society. Microcredit is also important as it reinforces our vision of sustainability and increases our ability to spread our knowledge

Our profileA-31

Annual Report2015

in financial education. The end goal is to create a virtuous cycle in which our bank stimulates the social and economic development of Brazil’s low-income population.

 

Consortia

 

A consortium is a self-financing system created in Brazil with a view to fosterfostering savings for the purchase of vehicles and other assets, such as real estate. Pursuant to consortium agreements, participants are pooled according to the specific asset they elect to purchase (e.g.,(such as a vehicle of a particular manufacturer and model), which will be paid for in installments.

Payments made by the participants of a given consortium are used to create a “pool” of funds, which are used by one or more members of the consortium at a time to acquire the assets elected by the participants, e.g., once a month, and such members continue to make payments as scheduled. Generally, participants may receive the asset, (i) during the course of the consortium agreement (before all installments are paid), if the participant pays an amount (in addition to the regularly scheduled installment due) that is higher than such an additional amount offered by any other consortium member for that period, or (ii) during the course of the consortium agreement (before all installments are paid), if the participant is selected by random drawing, organized by the bank, to receive the asset, while continuing to pay for the remaining installments as scheduled.

 

As consortia are regarded as a provision of services under Brazilian law, the management of consortia does not give rise to default risk or regulatory capital requirements for us.

 

Since consortia do not charge interest rates, our revenues come mainly from the administration fee charged to clients.

Given these characteristics, this business is strategic to us, contributing to revenue diversification and to a more complete product portfolio offering to our clients. InAs of December 2015,2016, we reached the following results:

 

·415.0395.5 thousand in active contracts, with a growth of 3.3% whendecreasing 4.7% compared to December 2014;2015;

·R$11.810.7 billion in balance of installments receivables, with a growth of 8.0% whendecreasing 8.9% compared to December 2014;2015; and

·R$683.7675.0 million in administration fees from January to December 2015, with a growth of 12.0% when2016, decreasing 1.3% compared to the same period of 2014.2015.

 

The following table below shows the market position and information about competitors for the business listed below:

 

Product/ServiceSerqvice Market Position Additional Information and Main Competitors
Consortia Services Fees In the period from January to September, 2015,December, 2016, we had a market share of 10.1%8.4% in total consortia services  fees.  Considering  only banks, we are thesecond largest provider of such services in terms of fees in Brazil. Considering only banks, our main competitors in the Brazilian consortia  market  are Bradesco Adm. Consortia and BB Consortia.

Source: Central Bank.

 

A-33

Merchant Acquireracquirer

REDE

Rede (formerly Redecard) is one of the two largest multi-brand acquirers of credit, debit and benefit card transactions in Brazil. REDE’sRede’s activities include merchant acquiring, capturing, transmission, processing and settlement of credit and debit card transactions, prepayment of receivables to merchants (resulting from sales made with credit cards), rental of point-of-salePOS terminals, or POS, check verification through POS terminals, and the capturecapturing and transmission of transactions using coupons, and loyalty programs.

 

Our goal is to be the main partner for merchants that are seeking higher business potential with a focus on IT investments, infrastructure and POS modernization. For those partners, REDERede offers a series of products that follow the market’s latest trends. Among these products we highlight Mobile REDE,Rede, which captures the transaction using a device attached to the smartphone or tablet. It allows card reading and input of purchase data for client’s signature, reinforcing our position in new payments solutions for freelancers and micro entrepreneurs. Through e-REDEe-Rede we intensified and improved the quality of our electronic payments platform, offering not only the acquisition service, but also an antifraud gateway. We offer a single platform for efficient, fast and complete solutions for online payments using a robust antifraud system.

 

We have experienced significant growthare continuously investing in the e-commerce facets of our merchant acquiring business.loyalty by focusing on retail and offering a wide product portfolio and innovative merchant acquirer and banking solutions. In September 2014,2016, we acquired maxiPago!,launched Smart Rede, a Brazilian electronic payment means company focused on e-commerce, for purposesnew generation of improving account safetysmart terminals with an innovative design and conveniencean App Store that enables merchants to our customers, as well as otherwise maintaining our strong digital platform.choose and download solutions that assist in controlling and managing businesses. By November 2016, we made Control Rede available to merchants, a reconciliation solution that facilitates financial control of the merchant’s receivables.

 

In October 2015,order to make banking as simple as possible for our clients, in 2016, we acquired 50%also developed Rede Pay, our digital wallet solution, which brings to our online merchants the chance to increase their sales by accessing thousands of the capital stock of ConectCar,customers in a company which operates in the payment services businesssimple and safe way and Preço Único (One Price), a solution that provides intermediation servicessimplifies billing for the automatic payment of tolls, gasmerchants by charging a single fee that includes merchant discount rate and parking fees. The acquisition is in line with REDE’s strategy of developing innovative electronic payment channels with high growth potential in the Brazilian market, underscoring our commitment to quality in the services provided to our clients.equipment rental (POS).

 

Our profileA-32

Annual Report2015

In 2016, we received R$ 387 billion in transactions with respect to credit and debit cards, an increase of 1.1% compared to 2015. As of December 31, 2016, Rede was present in almost all municipalities in Brazil having electric power and telecommunications networks and had 1.5 million installed POS terminals throughout Brazil. The following table sets forth the financial volume of transactions and the amount of transactions of credit and debit cards processed by us in 2016, 2015 2014 and 2013:2014:

 

  (In billions of R$)  (In billions) 
       
  Financial Volume  Transactions 
  2015  2014  2013  2015  2014  2013 
                   
Credit cards  249.7   231.6   208.8   2.0   1.9   1.8 
Debit cards  133.4   125.9   113.8   2.0   2.0   1.9 
Total  383.1   357.5   322.6   4.0   3.9   3.7 

Prêmio Época ReclameAQUI 2015(2015 Época ReclameAQUI Award) – In 2015, we were elected the company of the yearin the “Electronic Means of Payment” organized byÉpoca magazine and the Reclame Aqui consumer website. Also in 2015, REDE was selected as one of the 25 most valued brands in Brazil at the 2015 Brazilian Most Valued Brands survey conducted by Interbrand.

  (In billions of R$)  (In billions) 
  Financial Volume  Transactions 
  2016  2015  2014  2016  2015  2014 
Credit cards  252   250   232   2.0   2.0   1.9 
Debit cards  135   133   126   2.0   2.0   2.0 
Total  387   383   358   4.0   4.0   3.9 

 

The following table below shows the market position and information about competitors for the business listed below:

 

Product/Service Market Position Additional Information and Main Competitors
Merchant Acquirer In the period from January to September, 2015,December, 2016 we reached a market share of 36.5%34.6% in terms of total transaction volume (credit and debit) generated by the acquiring services,  positioning  us  as  thesecond  largestplayer  in  this segment in Brazil. Our main competitors in this business are Cielo S.A.,  Getnet  Tecnologia em  Captura e Processamento de Transações H.U.A.H. S.A. (GetNet) and Banco Bankpar S.A. (American Express).

Source: Itaú Unibanco Holding and ABECS.

 

Other products and services portfolio

 

Insurance

Our insurance business provides a wide range of life and personal accident products, automobile and property insurance, credit insurance and travel insurance. Our insurance core activities, which include our 30% stake in Porto Seguro, consist of mass-market insurance products related to life, property and credit. These products are offered in synergy with retail channels – our branch network, partnership with retailers, credit card clients, real estate and vehicle financing, personal and payroll loans – and the wholesale channel. These products have characteristics such as a low loss ratio, low volatility in results and less use of capital, making them strategic and increasingly relevant in the diversification of the conglomerate’s revenues.


Other insurance activities correspond toencompass extended warranty, health insurance, our stake in IRB – Brasil Resseguros S.A. and other activities.operations.

In May 2016, we were granted the “Consumidor Moderno de Excelência em Serviços ao Cliente” (Modern Consumer – excellence in services to clients) Award, promoted by Consumidor Moderno magazine and CIP, the Standard Intelligence Center, in the Banks and Insurance, Pension Plan and Capitalization categories. This award is granted as a recognition by the client relationship sector in Brazil.

 

The following table below shows the market position and information about competitors for the business listed below:

 

Product/Service Market Position Additional Information and Main
Competitors
Insurance Giving effect toConsidering our 30% ownership interest in Porto Seguro S.A., we reached 11.1%9.9% of share in total insurance market based on earned premiums, excluding VGBL (Redeemable Life Insurance), from January to December, 2015,2016, positioning us as thethird fourthlargest insurance provider in this segment in Brazil. Considering only our insurance core activities, our market  share  in  these  specific markets reached 14.3% of this market12.6% in the same period. 

The Brazilian insurance market is highly competitive. Our main competitors in this sector, excluding health insurance providers, are affiliated with large commercialommercial banks, such as Banco Bradesco S.A. and Banco do Brasil S. A.

Although there is a great concentration of Brazilian banks, this market is still dispersed, especially with players acting in specific niches. As of November 2015,December 2016 this industry consisted of approximately 154 insurance companies of various sizes, including 4139 conglomerates and 4847 independent companies. We believe that our alliance with Porto Seguro S.A. resulted in gains in scale and efficiency for us.

Source: SUSEP.SUSEP – Superintendência de Seguros Privados. Insurance core activities include: Personal Insurance (Life, Personal Accidents, Credit Insurance, Educational, Travel, Unemployment, Funeral Allowance, Serious Diseases, Random Events), Housing, Multiple Peril and Domestic Credit – Individuals. Health Insurance and VGBL - Redeemable Life Insurance products are not included.

 

Private Pension Planspension plans

We offer private pension plans to our clients as an option for wealth and inheritance planning and income tax purposes (these products are tax-deferred). We provide our clients with a solution to ensure the maintenance of their quality of life, as a supplement to government plans, through long-term investments.

 

The contributions reached R$17.323.4 billion from January to December 2015,2016, mainly due to the increase in our VGBL product, and technical provisions, which increased 19.9% in the same period,20.4% from January to December, totaling R$124.6148.7 billion on December 31, 2015.2016.

Our profileA-33

Annual Report2015

 

The following table below shows the market position and information about competitors for the business listed below:

 

Product/Service Market Position Additional Information and Main
Competitors
Pension plans In December 2015,2016, our balance of provisions represented 23.4%22.8% of the market share for pension plans, positioning us as thethird largest pension provider in Brazil. Our main competitors in private retirement plan  products  are  controlled  by  large commercial banks, such as Banco Bradesco S.A. and Banco do Brasil S.A., which, like us, take advantage of their branch network to gain access to the retail market.

Source: FENAPREVI (Balance of provisions - Pension Plans for Individuals and Companies).

 

Premium Bondsbonds (títulos de capitalização, or capitalization plans)

Premium bonds are fixed deposits products pursuant to which a client makes a one-time deposit or monthly deposits of a fixed sum that will be returned at the end of a designated term. Ownership inof premium bonds automatically qualifies a customer to participate in periodic raffles, each time with the opportunity to win a significant cash prize. In 2015,2016, we distributed R$61.258.3 million in raffle prizes for 3,1282,361 clients.

 

We currently market our premium bonds portfolio of products through our branch network, electronic channels and ATMs, and we are currently developing new technologies for channel diversification. Revenues from capitalization plans increased 5.2%4.8% in 2015 when2016 compared to 2014.2015.


Focusing inon corporate responsibility principles, since August 2014 we maintainhave maintained a partnership withInstituto Ayrton Senna, a non-profit organization which focuses on promoting quality of public education in Brazil. A portion of the revenues upon purchase of PIC, our bank'sbank’s premium bonds, is provided to theInstituto Ayrton Senna’sSenna’s education projects.

 

The following table below shows the market position and information about competitors for the business listed below:

 

Product/Service Market Position Additional Information and Main Competitors
Premium Bonds In the period from January to December, 2015,2016, we had a market share of 12.9%13.8% in terms of revenues from sales of premium bonds, positioning us as thethird largest provider of such products in this segment in Brazil. Our main competitors in premium bonds are controlled by large commercial banks, such as Banco Bradesco S.A. and Banco do Brasil S.A., which, like us, take advantage of their branch network to gain access to the retail market. Our profitability (measured by net profits over revenues from sales) is the highest among our main competitors.

Source: SUSEP.

 

Retail Banking

We have a large and diverse portfolio of products, such as credit and investments, and services to address our clients'clients’ needs. Our retail banking business is segregated according to customer profiles, which allows us to be closer and understand our customer'scustomer’s needs, enabling us to better offer the most suitable products to meet their demands.

 

Itaú Retail Banking (individuals)

 

Our core business is retail banking and through our retail operation we offer a dedicated service structure to consumer clients throughout Brazil. Our client service structure is targeted to offer the best solutions for each client profile. We classify our retail clients as individuals with a monthly income up to R$4,000.

 

Our Itaú Uniclass services are available at every branch for clients who earn more than R$4,000 and below R$10,000 per month, depending on the region, an innovation for Brazil's banking sector.month. We offer exclusive services to our Itaú Uniclass clients, including investment advisory services, exclusive cashiers, special telephone service and higher credit limits and a large team of dedicated relationship managers.

 

Our retail network is focused on building lasting, transparentlong term relationships with our clients.

 

The following table below shows our market position and information about competitors for the business listed below:

 

Product/Service Market Position Additional InformationandMain Competitors

Retail Banking

(Including (Including Itaú Personnalité)

 In December 2015,2016, we reached a market share of 12.4%11.7% based on total outstanding loan balance inreais, positioning us as thethird largest bank in this segment in Brazil. Itaú Unibanco Holding has a leading position in many sectors of the Brazilian domestic financial market. Based on Central Bank data and publicly available financial information, our main competitors are Caixa Econômica Federal,  Banco  do  Brasil  S.A.,  Banco Bradesco S.A. and Banco Santander Brasil S.A.

Source: Itaú Unibanco Holding and the Central Bank.

 

Our profileA-34

Annual Report2015

Itaú Personnalité (banking for high-income individuals)

We began providing customized services to high-income individuals in 1996 with the creation of Itaú Personnalité, which currently serves individuals who earn more than R$10,000 per month or have investments in excess of R$100,000.

 

Itaú Personnalité is focused on providing (i) financial advisory services by managers who understand the specific needs of our higher-income clients, (ii) a large portfolio of exclusive products and services and (iii) special benefits based on the type and length of relationship with the client, including discounts on various products and services. Itaú Personnalité services its clients through a dedicated network comprised of 288275 branches, located in the main Brazilian cities. Itaú Personnalité clients also have access to our retail banking network of branches and ATMs throughout the country, as well as through services by internet, telephone and mobile banking. For clients who prefer remote services, Itaú Personnalité provides a "digital“digital bank platform"platform” where relationship managers service clients through telephone, email, SMS and videoconference from 7 a.m. to midnight on business days.

 

A-36

Itaú Empresas (very small and small companies)

To meet the needs of our corporate clientscustomers, we offer customized solutions and provide detailed advice on all products and services to:for:

 

Very small companies: a client base comprised of companies with annual revenues up to R$1.2 million served by 2,153 banking branches with 2,417 managers as of December 31, 2015; and
Small companies: a client base comprised of companies with annual revenues from R$1.2 million to R$30 million served by 360 business offices with 1,772 managers as of December 31, 2015.
·microenterprises: customer base consisting of companies with annual revenues of up to R$ 1.2 million, served by 3,617 bank branches and 2,257 relationship managers on December 31, 2016; and

·small businesses: customer base consisting of companies with annual revenues between R$ 1.2 million and R$ 30 million, served by 361 offices and 1,747 relationship managers on December 31, 2016.

 

All our managers are certified by theThe Brazilian Financial and Capital Markets Association (ANBIMA), and throughout the year they receive training certifies all of our relationship managers, who are trained to offer the best solutions forbanking solution to each client profile.client. Our clientscustomers rely on our ability to provide products, terms and rates customizedtailored to their needs.

 

Our strategy is to capture market opportunities, by meeting the needs of thesethe companies we serve and of their owners, particularly with respect to the management of cash flow management, credit facilities, investment needsinvestments, and services.banking.

 

As it was the case in 2014,2015, improving our credit portfolio and reducing our overduethe volume of non-performing loans volume remained our goal in 2015;2016. During this period, we improved processes, credit processes, policies and tools, were enhanced and we intensified our revenue collection.collection and credit recovery efforts.

 

FocusedFocusing on meeting our clients'customers’ needs, we expanded "Conta Certa," for more than 90% of our customers. "Conta Certa" provides an account plan with customizable service bundles,have launched a brand-new mobile application, offering greater ease, speed and we extended our offerings in electronic channels enabling clientsconvenience to borrow and purchase a wide range of services without having to go to one of our branches. In 2015, more customers joined the "Flex" plan. With this plan, our customers in their day-to-day interaction with the bank. We have a different commercial regime,expanded the acquiring services we offer to our clients though Rede, and increased the number of customers who have purchased our “Flex” offer, which allows themmerchants to receive their credit card sales proceeds within 48 hours after sale. In addition, wetwo business days. We have also improved our integrated pricing loans, cashability to attract qualified customers with product offerings and services and acquiring services.suitable to their needs.

 

ImprovingFinally, we have continued our efforts to digitalize products and simplifyingservices, as well as develop the tools used by our operationalsales and commercial processes were also inrelationship teams. In 2017, we expect to capture the benefits of such investments, as measured by increased business productivity and greater proximity to our agenda as we worked on simplifying time-consuming processes such as current account opening and organized our operational and commercial units to function and report in a more standardized manner, resembling a franchise model.customers.

 

Public Sectorsector

Our public sector business operates in all divisions of the public sector, including the federal, state and municipal governments (in the Executive, Legislative and Judicial branches).

 

To service public sector clients, we use platforms that are separate from our retail banking branches, with teams of specially trained managers who offer customized solutions in tax collection, foreign exchange services, administration of public assets, payments to suppliers, payroll for civil and military servants and retirement. Based on these platforms, we have a significant amount of business with public sector clients, particularly in those Brazilian states where we acquired previously state-owned financial institutions. In December 2015,2016, we had 4,9835,330 public sector clients and 12 offices in Brazil.

 

Wholesale BankBanking

Wholesale BankBanking is the segment responsible for banking operations of large (annualcompanies (those with annual revenues over R$300 million) and middle-market companies (annual(those with annual revenues from R$30 million to R$300 million) and investment banking activities.services. It offers a wide range of products and services to the largest economic groups of Brazil and of other countries in Latin America.Brazil.

 

Our activities in this business range from typical operations of a commercial bank to capital markets transactionsoperations and advisory services for mergers and acquisitions. These activities are fully integrated, which enables us to achieve a performance tailored to our clients'clients’ needs.

 

One of the most important features of our Wholesale Bank is the set of initiatives linked to improving efficiency in our operations. These continuousongoing actions, which are expected to continue to grow in the coming years, are designed to increase revenues, improve processes and reduce costs, based on a high-quality service to our clients.costs.

 

Investment Banking

Our investment banking business carried out through Itaú BBA, assists companies raising capital through fixed income and equity instruments in public and private capital markets, and provides advisory services in mergers and acquisitions. We advise companies, private equity

Our profileA-35

Annual Report2015

funds and investors in the structuring of variable income products and in mergers and acquisitions. From research to execution, we believe we offer a wide portfolio of investment banking services with respect to Brazilian and other Latin American companies.

 

In investment banking, the fixed income department acts as bookrunner or manager in the issuance of debentures, promissory notes and securitization transactions.

The Banker's Investment Banking Awards 2015- Promoted byThe Banker magazine, Itaú BBA was recognized as the "Most Innovative Investment Bank in LatAm 2015".

World's Best Investment Banks 2015- Organized by Global Finance, we were selected as the "Best Investment Bank in Latin America', "Best Investment Bank in Brazil', "Best Investment Bank in Argentina', "Best M&A Bank in Latin America" and "Best Equity Bank in Latin America".


The following table below shows the market position and information about competitors for the business listed below:

 

Product/Service Market Position Additional Information and Main Competitors
Investment Banking In the period from January to December 2015,2016, Itaú BBA rankedfirst in mergers and acquisitions(1). From January to December 2015,2016, we rankedfirstsecondin origination andsecond in distribution in debt capital markets transactions(2). In investment banking, Itaú BBA’s main competitors include Banco Santander, Banco de Investimentos Credit Suisse (Brasil) S.A., Banco Merrill Lynch de Investimentos S.A., Banco Morgan Stanley S.A., Banco JP Morgan S.A., Bradesco BBI and Banco BTG Pactual S.A.

Source: (1) Thomson ranking by number of deals.Dealogic. (2) ANBIMA ranking in terms of volume

 

Itaú Private Bank

With a full global wealth management platform, we are the market leaders in Brazil with a market share exceeding 26%27% and one of the main players in Latin America. Our multidisciplinary team, of more than 650 professionals, which is comprised of 110 private bankers, as of December 31, 2015, supported by a team of investment advisers and product experts, provide comprehensive financial services to clients, understanding and addressing their needs from our eight offices in Brazil and in our offices located in Zurich, Miami, New York, Santiago, Asuncion and Nassau.

 

Our clients have access to a complete portfolio of products and services, ranging from investment management to wealth planning, credit and banking solutions. In addition to our in-house customized products and services, we offer our clients access to an open architecture of alternatives from third-party providers.

 

Aligned with our missionvision to be the leading companybank in client satisfaction and sustainable performance and customer satisfaction, we decided to focus our strategic priorities, and we intend to continue to do so during the next year, on the following Itaú Private Bank initiatives::

 

Being the Private Bank leader in client satisfaction;
Adding value to client and stockholders with a complete offering and long term proactive advisory services;
Continuing to invest in our international platforms to enhance Brazilian clients' experience and expand our operations in Latin America;
Increased operational efficiency of our platform through continuous investments in our IT platforms; and
Maintaining a focus on risk management and regulatory considerations.
·being the leading private bank in terms of client satisfaction;

·adding value to client and stockholders with a complete offering and long-term proactive advisory services;

·continuing to invest in our international platforms to enhance Brazilian clients’ experience and expand our operations in Latin America;

·increased operational efficiency of our platform through continuous investments in our IT platforms; and

·maintaining a focus on risk management and regulatory considerations.

 

Global Private Banking Awards 2015- SponsoredWe were recognized by theProfessional Wealth Management andThe Banker magazines in October 2015, we were acknowledged for main publications of the fifth time as the "Best Private Bank in Brazil".global private bank market:

 

25th GlobalPrivate Wealth Summit & Awards- In October 2015, we were chosen for the fifth time as the "Outstanding GlobalManagement/The Banker

·Best Private Bank in Latin America', in the award promoted by Private Banker International.America (2016)

The World's ·Best Private Banks 2015- Organized byGlobal Financemagazine, we were recognized as the "Best Private Bank in Brazil" and "BestBrazil (2016)

Private Banker International

·Outstanding Private Bank in- Latin America".America (2016)

·Most Effective Investment Service Offering (2016)

 

Private Banking Survey 2015- Promoted byEuromoney magazine, we were recognized for the seventh time in the "Best

· Best Private Banking Services Overall in Brazil".Brazil (2016)

 

The table below shows the market position and information about competitorsGlobal Finance

·Best Private Bank in Emerging Markets for the business listed below:2017

·Best Private Bank in Brazil for 2017

Product/ServiceMarket PositionAdditional Information and Main Competitors
Private BankIn September 2015, our market share exceeded 26% in terms of assets under management, positioning us as thelargest private bank in Brazil.According to ANBIMA, the Private Bank industry in Brazil held assets totaling R$702 billion as of September 2015, with competition concentrated among large and well-established banks. Our main competitors in the private banking funds are BTG Pactual, Credit Suisse Hedging Griffo and Banco Bradesco S.A.

Source: Itaú Unibanco Holding and ANBIMA.

Our profileA-36

Annual Report2015

 

Itaú Asset Management

Itaú Asset Management is responsible for managing clients'client’s assets. ItWith almost 60 years of experience in managing resources and 270 professionals, it has positioned itself as the largest privatea leading asset manager in Brazil, and one of the leading institutions of its kind in Latin America, by having over R$473.1 billion, according to ANBIMA, inwith assets under management more than 260 professionals presentof over R$527.0 billion, in 8 countries, and over 50 years of experience in managing resources.December 2016 according to ANBIMA.

 

Furthermore, itItaú Asset Management has one of the biggest research teams in Latin America, which is composed of professionals focused on specific industries and investment strategies. The consistent investment in market research allows us to analyze investment opportunities in detail, under multiple perspectives. Through flagship strategies, weWe offer a range of customized products and solutions, tailored to the uniqueness of each client segment, considering different investment objectives and risk profiles. Besides, weWe have a committed risk management team that is responsible for the support of the operation.

In July 2016, Itaú Asset Management received from Valor Investe the “Top Gestão 2016” award prepared by Standard & Poor´s as the best manager of hedge funds with three 5 star funds. In December 2016, Itaú Asset Management was elected


for the eighth time, being the fourth consecutive time the Best Manager of Funds by Exame magazine, and was the winner in eight out of nine categories of the award.

 

Kinea, an alternative investments management company of Itaú Unibanco, held R$6.911.5 billion in managed assets at the end of 2015.2016.

 

The following table below shows the market position and information about competitors for the business listed below:

 

Product/Service Market Position Additional Information and Main Competitors
Asset Management In December 2015,2016, we had a market share of 15.9%15.1% in terms of assets under management, positioning us as thesecondthird asset management in Brazil. 

According to ANBIMA, the asset management industry in Brazil held assets totaling R$2,983 3,480 billion as of December 2015,2016, with competitionompetition concentrated among large and well-established retail banks.

Our main competitors are Banco do Brasil S.A. and Banco Bradesco S.A.

Source: ANBIMA.

 

Securities Services

Itaú Securities Services business units provideprovide:

(i) local custody and fiduciary services,services; 

(ii) international custody services,services; and

(iii) corporate solutions that act as transfer agent and stockholder servicer for Brazilian companies issuing equity, debentures, promissory and bank credit notes. We also work as guarantor in transactions for project finance, escrow accounts and loan and financing contracts.

 

Our focus is to be a full service provider for institutional clients by offering integrated solutions and an exclusive channel with specialized professionals. To be efficient, these businesses have theprofessionals and with technology as a foundation.

 

Pension funds, insurance companies, asset managers, international institutional investors and equity and debt issuers are our primary clients in these businesses, representing approximately 3,4293,317 clients in 22 countries that reached R$2.32.6 trillion of assets under service as of December 31, 2015,2016, which includes investment funds, underwriting, pension funds, trustee and brokerage services.

 

The following table below shows the market position and information about competitors for the business listed below:

 

Product/Service Market Position Additional InformationandMain Competitors
Local Custody In December 2015,2016, we had a market share of 26.6%27.3% based on total assets under local custody, positioning us as  thesecond  largestlargest local custodian.  Local Custodian. 

According to ANBIMA, the local custodycustdy in Brazil held assets totaling R$3,4054,035 billion as of December 2015.2016.

Our main competitors are Banco Bradesco S.A. and Banco do Brasil S.A.

International Custody Services Our market share in December 20152016 was 13.0%14.1% in terms of total assets under international custody, positioning us as thethird largestlargest international custodian. International Custodian. 

Based on ANBIMA, the international custody servicesrvice in Brazil totaled R$1,0381,235 billion of assets as of December 2015.2016.

Our main competitors are Banco Citibank S.A., JP Morgan'sMorgan’s Securities Services and Banco Bradesco S.A.

Corporate Solutions 

In December 2015,2016, we had aleadingpositionas a provider of agent and registrar servicesprovider to 222217 companies listed on BM&FBovespa, which represents 61.8%62.2% of companies listed on that exchange.

Moreover,  we  wereleaderas transfer agent with 492416 debentures offerings in the Brazilian market, representing 51.6%46.7% of the debentures market in Brazil.

 

Our main competitors in the equities market are Banco Bradesco S.A. and Banco do Brasil S.A.

Our main competitor in debentures is Banco Bradesco S.A.

Source: Itaú Unibanco Holding, ANBIMA and BM&FBovespa.

 

A-39

Itaú Corretora (Brokerage)

Itaú Corretora has been providing brokerage services in BM&FBovespa since 1965. We provide retail brokerage services in Brazil to over 97130 thousand clients with positions in the equity and fixed income markets, accounting for approximately R$2940 billion in trading volume.volume in 2016. The brokerage services are also provided to international clients through our broker-dealer in New York.

 

Our profileA-37

Annual Report2015

The following table below shows the market position and information about competitors for the business listed below:

 

Product/Service Market Position Additional InformationandMain Competitors
Retail Brokerage Services(1) Rankedthirdfourthin Retail Brokerage Services  by trading volume  in December 2015.2016. Main competitors: XP Investimentos, Ágora Corretora de Títulos e Valores Mobiliários S.A., Rico Corretora de Títulos e Valores Mobiliários S.A. and BB Gestão de Recursos Distribuidora de Títulos e Valores Mobiliários S.A.
Cash Equities(1) Rankedsixthin Cash Equities by trading  volume  in  the  period between January and December 2015.2016. Main competitors: Credit Suisse Hedging-Griffo Corretora de Valores S.A., UBS Brasil Corretora, XP Investimentos, Morgan Stanley Corretora de Títulos e Valores Mobiliários S.A., XP InvestimentosCredit Suisse Hedging-Griffo Corretora de Valores S.A. and Merrill Lynch S.A. Corretora de Títulos e Valores Mobiliários.
Futures and Derivatives(1) Rankedsixthin Derivatives and Futures  by  number  of  traded contracts in the period between January and December 2015.2016. Main competitors: UBS Brasil Corretora, BTG Pactual  Corretora  de  Títulos e  Valores Mobiliários S.A., ICAP do Brasil Corretora de Títulos e Valores Mobiliários Ltda. and Tullett Prebon Brasil S.A. Corretora de Valores e Câmbio,  BGC  Liquidez Distribuidora  de Títulos e Valores Mobiliários Ltda.
Research(2) RankedfirstResearch House in Latin America. Main competitors (local and global players): J.P. Morgan Corretora de Câmbio e Valores Mobiliários S.A., BTG Pactual Corretora de Títulos e Valores Mobiliários S.A., Credit Suisse Hedging-Griffo Corretora de Valores S.A. and Bank of America Merrill Lynch S.A. Corretora de Títulos e Valores Mobiliários.

Source: (1) CBLCnet, (2) Institutional Investor Magazine.magazine.

 

A-40

Our International Business

 

Itaú Unibanco Holding'sHolding’s Global Footprint

 

 

 

In Argentina, Chile, Paraguay and Uruguay, we offer commercial banking (retail) and wholesale banking with the main focus on commercial banking. In Peru, we have an Itaú BBA representation office and in Colombia we are gradually intensifying our presence through our corporate and investment banking operations.

Our profileA-38

Annual Report2015

Additionally, we have operations in Europe (France, Germany, Portugal, United Kingdom, Spain, and Switzerland), in the United States (Miami and New York), in the Caribbean (Cayman Islands and the Bahamas), in the Middle East (Dubai), and in Asia (Hong Kong, Shanghai and Tokyo). These are operations that mainly serve institutional, corporate and private banking clients.

Please refer to section Our Profile, item Employees, for further details about our number of employees abroad.

Please refer to section Performance, item Financial Performance, Results, Revenues from Operations in Brazil and Abroad, for further information.

Latin America

Latin America is a priority in our international expansion strategy due to the geographic and cultural proximity to Brazil. Our purpose is to be recognized as the "Latin“Latin American Bank"Bank”, becoming a reference in the region for all financial services provided to individuals and companies. We have expanded our business in the region in a sustainable manner over

Over the past years, andwe consolidated our priority now is to gain economies of scale, maintain a strong presence in Argentina, Chile, Paraguay and Uruguay, with a principal focus on commercial banking and, with the local retail marketsrecent merger between Banco Itaú Chile and strengthenCorpBanca, which strengthened our relationships with local companies.presence in Colombia and Panama, we further expanded even more our operations in the region. In Peru, we operate in the corporate segment through a representative office.

 

In order to support our more than 1.9 million clients, asAs of December 31, 20152016 we had a network of 246549 branches and client service branches (CSBs) in Latin America (ex-Brazil)(excluding-Brazil). In Paraguay, we had 4550 non-bank correspondents,correspondent locations, which are points of service with a simplified structure, strategically located in supermarkets to provide services to our clients in that country. As of December 31, 2015,2016, we also had 3635 points of service through OCA S.A., our credit card operator in Uruguay. Please refer to section Our Profile,profile, item Distribution Channels,channels, for further details about our distribution network in Latin America.

 

Banco Itaú Argentina

We operatehave operated since 1979 in Argentina, since 1979, where we began with a focus on large companies with business ties to Brazil. In 1994, we initiated our retail operations in Buenos Aires. In 1998, we increased our presence through the acquisition of Buen Ayre Bank, subsequently renamed Banco Itaú Argentina.


Through Banco Itaú Argentina we offer products and services in corporate banking, small and middle-market companies and retail banking. Our corporate banking business focuses on large and institutional clients, providing lending, structured finance, investment and cash management services. Our small and middle-market operations provide credit for working capital and investments in production capacity increases. Our retail banking business focuses on middle and upper-income clients, and our services offerings include current and savings accounts, personal loans and credit cards.

 

The table below shows our market position and information about competitors for the business listed below:

 

Product/Service Market Position Additional InformationandMain Competitors

Total Loan Portfolio

(includes (includes privately-owned banks only)

 In December 2015,2016, we had a market share of 2.5%2.2% in terms of total outstanding loan balance inArgentine pesos,, positioning us as thethirteenth largest private bank in Argentina. Our main competitors are Banco Santander Río S.A., Banco de Galicia y Buenos Aires S.A., BBVA Banco Frances S.A. and Banco Macro S.A.

Source: Central Bank of Argentina.

 

Banco Itaú Chile

Our business in Chile is mainly focused on retail and high-income clients, but we also operate with middle-market and large corporate clients. We started our activities in Chile in 2007, after Bank of America Corporation transferred the operations of BankBoston Chile and BankBoston Uruguay to us. In August 2014 we extended our agreement signed in 2011 obtaining a 100% interest in Munita, Cruzat & Claro, a leader in wealth management in Chile. The integration, through Itaú Private Bank, will be focused on the continuity of the relationship with clients. Accordingly, we reaffirm our commitment to the Chilean market and the aim to be the largest private bank in the Latin American market.CorpBanca

 

Itaú CorpBanca

In 2015, the last pending regulatory approval required for the merger of Itaú Chile with and into CorpBanca was approvedgranted by the Superintendency of Banks and Financial Institutions, or SBIF(Superintendencia (Superintendencia de Bancos e Instituciones Financieras),in Chile. As a result,This completed the set of regulatory approvals we have obtained allrequired to consummate the required regulatory authorizationsmerger in Brazil, Chile, Colombia and Panama to complete thePanama.

The merger which occuredwas consummated on April 1, 2016. 2016 and, we acquired control of the resulting bank (Itaú CorpBanca). Since the second quarter of 2016, Itaú CorpBanca’s financial results are consolidated with our results. We expect the technological and operational integration of the banks to be completed at the end of 2017 and synergies to become more evident in 2018.

In October 2016, we acquired from Corp Group 10.9 billion additional shares of Itaú CorpBanca for approximately R$288.1 million, pursuant to the terms of the shareholders’ agreement we entered into on the merger date. As a result, our interest in Itaú CorpBanca increased from 33.58% to 35.71%, without changing the governance of Itaú CorpBanca.

In January 2017, the agreement which sets out the terms and conditions of the merger was amended to reflect, among other things, changes to the terms of the transaction relating to operations in Colombia. Please refer to section Our profile, item 2016 highlights, Mergers, acquisitions and partnerships, Itaú CorpBanca.

This operation represents an important step in our strategy to expand our presence in Latin America, placing the bank in, what we believe to be, an outstanding position in Chile and Colombia, as well as diversifying our operations in the region. We now rank fourth, from a previous seventh place, among the largest private banks in Chile in terms of loans and we have entered the financial retail market in Colombia through Banco CorpBanca Colombia S.A., the fifth largest bank in terms of loans, which will also operate under the Itaú brand. We now also operate in Panama.

 

The following table below shows the market position and information about competitors for the business listed below:

 

Product/Service Market Position Additional Information and Main Competitors

Total Loan Portfolio

(includes (includes privately-owned banks only)

 In December 2015,2016, our market share was 5.6%13.1% based on total outstanding loan balance inChileanpesos, positioning us as theseventhfourthlargestprivate bank in Chile. Our main competitors are Banco Santander-Chile S.A., Banco de Chile S.A., Banco de Crédito e Inversiones S.A. and Banco Bilbao Vizcaya Argentaria Chile S.A.

Source: Superintendency of Banks and Financial Institutions.

 

Our profileA-39

Annual Report2015

Banco Itaú Paraguay

Our operations in Paraguay began in 1978 and comprise retail and wholesale banking, through Interbanco, which was acquired in 1995 by Unibanco. In 2010, the Itaú brand was introduced and our bank'sbank’s name was changed to Banco Itaú Paraguay. Banco Itaú Paraguay distributes products and services to small and middle market companies, agribusiness, large companies, institutional clients and consumer clients. Banco Itaú Paraguay'sParaguay’s main sources of income are consumer banking products, primarily credit cards. The retail segment also focuses on payroll clients. Under corporate banking, Banco Itaú Paraguay has a well-established presence in the agribusiness sector. We hold the leading position among banks in Paraguay in terms of results and deposits (data provided by the Central Bank of Paraguay, December 2015)2016).

 

Banco Itaú Paraguay was the regional winner in the World’s Best Emerging Markets Banks in the Latin America 2016 category, according to Global Finance magazine. It also won in the “Best Bank in Paraguay” category of the Euromoney Awards for Excellence 2016.


The following table below shows the market position and information about competitors for the business listed below:

 

Product/Service Market Position Additional Information and Main Competitors

Total Loan Portfolio

(includes (includes privately-owned banks only)

 In December 2015,2016, we had a market share of 15.6%14.8% in terms of total outstanding loan balance inguaranis,, positioning us as thethird largest private bank in Paraguay. Our  main  competitors  are  Banco  Continental S.A.E.C.A., Banco Regional S.A.E.C.A. and Banco Bilbao Viscaya Argentaria Paraguay S.A.

Source: Central Bank of Paraguay.

 

Banco Itaú Uruguay

Our banking operations in Uruguay include Banco Itaú Uruguay, OCA (the largest credit card issuer in Uruguay)Uruguay, in accordance with data from Uruguay’s Central Bank) and the pension fund management company Unión Capital. Our strategy in Uruguay is to serve a broad range of clients through customized banking solutions.

 

Our retail banking business is focused on individuals and small business clients. Retail products and services focus on the middle and upper-income segments, and also include current and savings accounts, payroll payment, self-service areas and ATMs in all branches, and phone and internet banking. The wholesale banking division is focused on multinational companies, financial institutions, large and middle market companies and the public sector, providing lending, cash management, treasury, trade and investment services.

 

The following table below shows the market position and information about competitors for the business listed below:

 

Product/Service Market Position Additional Information and Main Competitors

Total Loan Portfolio

(includes (includes privately-owned banks only)

 In December 2015,2016, we had a market share of 19.4%20.5% based on total outstanding loan balance inUruguayan pesos,, positioning us as thethird largest private bank in Uruguay. Our main competitors are Banco Santander S.A, Banco Bilbao Vizcaya Argentaria  Uruguay  S.A.  and Scotiabank Uruguay S.A.

Source: Central Bank of Uruguay.

 

Colombia

In Colombia, our wholesale and investment bank has been operating since the end of 2012. Our target market in Colombia consists of institutional investors and large Brazilian companies operating in Colombia as well as Colombian companies operating in Brazil. The product portfolio includes loan operations, foreign trade financing, foreign exchange and derivatives and investment bank activities, such as advising on mergers and acquisitions and accessing the capital markets.Peru

 

Our presence in Colombia is growing and now will be part of a larger operation as a result of the merger with Corpbanca.

Please refer to section Our Profile, item 2015 Highlights, Recent Developments, for further information about the merger of Banco Itaú Chile with CorpBanca.

Peru

In Peru, we have a representative office and we are considering increasingto increase our activities in the corporate and investment banking segments, following the same strategy as in Colombia, in order to take advantage of the country's strong growth.segments.

 

Mexico

As part of a restructuring process of our activities in Latin America, the sale of our broker business in Mexico was approved by the local regulatory agency and completed on October 01, 2016. We will continue our presence in Mexico with an office dedicated to equity research on local companies.with respect to Mexican issuers.

 

ItaúItau BBA International

Our banking activities carried out under the corporate structure of ItaúItau BBA International are mainly focused on two business lines:

 

Corporate and Investment Banking: headquartered in the United Kingdom, but with business platforms in several cities in Europe, we meet the financial needs of companies with international presence and operations, focusing on transactions related to financing and investment relationships between companies in Latin America and Europe. The services offered include the origination of structured financing, hedging, trade financing and advisory to both European companies investing in Latin America and Latin American companies investing overseas.

Private Banking: under the corporate structure of ItaúItau BBA International, we manage private banking activities in Miami and Switzerland, offering specialized financial products and services to high net worth Latin American clients.

Our profileA-40

Annual Report2015

 

Other International Operationsinternational operations

 

To support our clients in cross-border financial transactions and services, our international units are active in providing our clients with a variety of financial products, such as trade financing, loans from multilateral credit agencies, off-shoreoffshore loans, international cash management services, foreign exchange, letters of credit, guarantees required in international bidding processes, derivatives for hedging

A-43

or proprietary trading purposes, structured transactions and international capital markets offerings. These services are offered mainly through our branches in the Bahamas, New York and the Cayman Islands, as well as through our other international operations.

 

We manage proprietary portfolios and raise funds through the issuance of securities in the international market. Fund raising through the issuance of securities, certificates of deposit, commercial paper and trade notes can be conducted by our branches located in the Cayman Islands, the Bahamas and New York, as well as through Itaú Bank Ltd., a banking subsidiary incorporated in the Cayman Islands. Our proprietary portfolios are mainly held by Itaú Bank and our Nassau and Cayman Islands branches. These offices also enhance our ability to manage our international liquidity.

 

Through our international operations, we establish and monitor trade-related lines of credit from foreign banks, maintain correspondent banking relationships with money centers and regional banks throughout the world and oversee our other foreign currency-raising activities.

 

Additionally, Itaú BBA participates in the international capital markets as a dealer, as it has equity and fixed income sales and trading teams in São Paulo, New York, Santiago, London and Hong Kong. We provide extensive research coverage of over 206207 listed companies in Brazil, Mexico, Chile, Colombia, Peru, Panama and Argentina. Our international fixed income and equity teams are activeboth act in offerings and trading and offeringof Brazilian and Latin American securities to institutional investors.

 

Competitive strengths

We believe the following strengths provide us with significant competitive advantages and distinguish us from our competitors.

 

Premier banking brand in Brazil

We believe that our brands are very strong and very well recognized in Brazil and that they have been associated with quality, reliability, and with our large portfolio of products, which help us maintain a low client turnover rate, especially among clients in the high-income segment. In 2015,2016, we reinforced our positioning as a digital bank combining innovative technology with our vision of making people’s daily lives easier through increasingly simpler financial transactions. Also in 2016, our brand was elected by consulting firm Interbrand as “the most valuable brand” in Brazil for the twelfth13th consecutive time. Please refer to section Our Profile,profile, item Brand for further information.

 

Large branch network in geographic areas with high economic activities

Our Brazilian branch network, while national in scope, is strategically concentrated in the southeast region of Brazil, which is the most developed and industrialized region in Brazil. Our branch network in other Latin American countries of the Southern Cone (Argentina, Chile, Colombia, Paraguay, Panama, Peru and Uruguay) is also positioned in regions with high levels of economic activity. Having our branch network in key economic areas gives us a strong presence and a competitive advantage to offer our services to a broad range of clients and benefit from selective market opportunities. Our exclusive ATM network allows us to offer a wide range of products and services to our clients, which we see as one of our competitive strengths.

 

Additionally, we have refurbished branches, especially in shopping malls. These branches have a new visual identity and service proposition, offering a new concept of client service and a differentiated layout inspired by the design of a retail store. Shopping mall branches have extended hours, which offers added convenience for our clients. We have an extensive network, including branches, client site branches and ATMs in Brazil and abroad. Please refer to section Our Profile,profile, item Distribution Channelschannels for further information.

 

Diversified line of products and services

We are a multi-service bank offering a diverse line of products and services designed to address the needs of various types of clients, including corporate clients, very small and small companies, retail clients, high-income individuals, private bank clients, non-accountholders and credit card users. We believe that this business model creates opportunities to improve our relationship with clients and thereby increases our market share.share and our fee-based income. We expect to maintain our leading presence by capturing a solid and increasing number of transactions across various business segments.

 

Technology and electronic distribution channels as drivers for sales

Our intensive use of technology and electronic distribution channels, which has contributed significantly to an increase in sales of products and services, is one of our most important competitive advantages. We invest in technology because we believe that it is how we will be able to improve the environment for our employees and clients. We focus our efforts on the development of platforms and services that use the best of technology, with the purpose of streamlining and making easier the lives of everybody who relate with the bank, with a focus on mobility and convenience.

 

Our sophisticated technology supports certain remote banking capabilities (such as call centers, mobile applications and internet banking) and offers clients the ability to buy services, verify statements and perform transactions online or over the phone.telephone. In addition, our sales teams can access client credit scores with ease and credit proposals can be sent over the internet by any broker registered with our systems.

Our profileA-41


Annual Report2015

OnThrough our digital branches we expanded our client relationship model offering personalized customer services from 7 a.m. to midnight, from Monday through Friday allowing our clients to manage their accounts remotely, simplifying their lives and making us more efficient. In December 31,2016, we had 135 digital branches, compared to 94 in 2015, an increase that is a result of good acceptance from our users. We are also investing in other digital means of communication such as Itaú Pagcontas, Itaú Tokpag, Itaucard and Itaú Empresas applications. In 2016, we developed Itaú Abreconta, an app which offers to clients the possibility to open new bank accounts from their mobile phones. Additionally, in 2015, we completed our IT investments planned for the period from 2012 to 2015, financed by internal funds. These investments were made in data processing systems, purchase of software, system development and inconcluded our new Data Centerdata center built in the State of São Paulo. Our Data Center,Paulo, which is one of the largest in Latin America, had its construction concluded as planned and the configurations of the environmental infrastructure were successfully established. The new data center will support our growth up to 2050, ensuring the high performance and availability of our operations.

 

Additionally, through our online platforms Uniclass and Personnalité Digital we expanded our client relationship model by allowing the relationship managers to offer personalized customer services from 7 a.m. to midnight, from Monday through Friday. We have also redesigned and are offering to our clients other digital channels such as our Itaucard and Itaú Empresas applications. Please refer to section Our Profile,profile, item Distribution Channels,channels, for further information about Personnalité Digital and other digital channels.

 

Technological entrepreneurship

By improving and simplifying our client’s experience, applying technology to new business models and working with agility, startups have been challenging traditional industries to review their way of working. Technology companies have also started to offer financial services, impacting the banking sector. To reinvent itself and lead this transformation, Itaú created Cubo in partnership with Redpoint to connect itself with the technological entrepreneurship universe and, consequently, find opportunities to generate competitive advantage and evolve as a digital bank.

Cubo is a non-profit organization that promotes transformation to technological entrepreneurship through a variety of initiatives. In addition to offering a co-working space for digital startups, the resident startups can count on the support mentors who are specialized in a wide range of topics and on a platform of events that includes workshops, speeches, among others, aimed at entrepreneurs and others.

By the end of 2016, Cubo had 54 resident startups that have already generated more than 650 jobs. Every day, Cubo receives investors, students, entrepreneurs and executives from big companies that come to learn about the ecosystem. Between 2015 and 2016, the startups under Cubo have received around R$ 104 million in investments from companies that believe in their business models. Employees of Itaú have already taken part in activities such as workshops, corporate events and lectures at Cubo, including employees from the international units.

Risk-based pricing model as a tool to manage risk while exploring opportunities

Our risk-based pricing model, as applied to our products, is an important competitive advantage as it gives us a more precise dimension of risk-return in various scenarios. This is an essential tool to explore commercial opportunities and simultaneously manage risk. Depending on the product, each contract is individually priced using risk adjusted return on capital models that give us a better assessment of the relevant market.

 

Competition

The last several years have been characterized by increased competition and consolidation in the financial services industry in Brazil. As of September 30, 2015,December 31, 2016, there were 132 multiple-service banks, 25138 conglomerates, commercial banks and numerous savingsmultiple-service banks, development banks and loan, brokerage, leasing and other financialCaixa Econômica Federal, among a total of 1,454 institutions in Brazil.

 

We, together with Banco Bradesco S.A. and Banco Santander Brasil S.A., are the leaders in the privately-owned multiple-services banking sector. As of September 30, 2015,December 31, 2016, these banks accounted for 34.5%37.8% of the Brazilian banking sector'ssector’s total assets. We also face competition from state-owned banks, which has increased.banks. As of September 30, 2015,December 31, 2016, Banco do Brasil S.A., Caixa Econômica Federal, and BNDESBanco Nacional de Desenvolvimento Econômico e Social (BNDES) accounted for 42.6%43.2% of the banking system'ssystem’s total assets.

 

The following table sets forthout the total assets of the 10 main banks in Brazil, classified according to their interest in the total assets of the Brazilian banking sector:


Position Banks by total assets(1) Control Type As of December 31, 
      2016  % of Total 
      (In billions of R$)  (%) 
1st Banco do Brasil S.A.(2) state-owned  1,436.8   17.4 
2nd Itaú Unibanco Holding S.A. privately-owned  1,331.8   16.2 
3rd Caixa Econômica Federal state-owned  1,256.2   15.2 
4th Banco Bradesco S.A.(3) privately-owned  1,081.4   13.1 
5th Banco Nacional de Desenvolvimento Econômico e Social (BNDES) state-owned  867.6   10.5 
6th Banco Santander Brasil S.A. privately-owned  705.1   8.6 
7th Banco Safra S.A. privately-owned  148.4   1.8 
8th Banco BTG Pactual S.A. privately-owned  132.0   1.6 
9th Banco Citibank S.A. privately-owned  72.0   0.9 
10th Banco do Estado do Rio Grande do Sul S.A. (Banrisul) state-owned  68.2   0.8 
n.a. Others n.a.  1,139.9   13.8 
  Total    8,239.4   100.0 

 

Position Banks by total assets(1) Control Type (In billions of R$)
2015
  

(%)

As of December 31,

% of Total

 
1st Banco do Brasil S.A.(2) state-owned  1.439,0   17,4 
2nd Itaú Unibanco Holding S.A. privately-owned  1.285,4   15,6 
3rd Caixa Econômica Federal state-owned  1.203,8   14,6 
4th Banco Nacional de Desenvolvimento Econômico e Social state-owned  925,9   11,2 
5th Banco Bradesco S.A. privately-owned  905,1   11,0 
6th Banco Santander Brasil S.A. privately-owned  681,7   8,3 
7th Banco BTG Pactual S.A. privately-owned  241,7   2,9 
8th HSBC Bank Brasil S.A. privately-owned  175,1   2,1 
9th Banco Safra S.A. privately-owned  147,6   1,8 
10th Banco Citibank S.A. privately-owned  76,0   0,9 
n.a. Others n.a.  1.181,1   14,3 
  Total    8.262,3   100,0 

(1) Based on banking services, except insurance and pension funds.

(2) Includes the consolidation of 50.0% do Banco Votorantim S.A. based on Banco do Brasil'sBrasil’s shareholding stake and excludes these 50.0% of National Financial System.

(3) Includes the consolidation of HSBC Bank Brasil S.A.

Source: Central Bank (Top 50 Banks in Brazil)(IF.data).

 

Our shares

 

   SymbolSYMBOL CorporateCORPORATE
 Stock Exchange Common Share Preferred Share Governance LevelGOVERNANCE
STOCK EXCHANGECommon SharePreferred ShareLEVEL
        
 Securities, Commodities and Futures Exchange (BM&FBOVESPA) ITUB3 ITUB4 Level 1
        
 New York Stock Exchange (NYSE) - ITUB(1) Level 2

Buenos Aires Stock Exchange (BCBA)-ITUB4(2)-

(1) American Depositary Shares, or ADSs.

(2) Argentine Certificates of Deposits, or CEDEARs.

Our profileA-42

Annual Report2015

 

Common shares entitle the holder to one vote at our general stockholders'stockholders’ meetings. The voting rights of our controlling stockholders do not differ from the voting rights of other holders of common shares.

Preferred shares are nonvoting but entitle the holder to:

 

priority to receive mandatory dividends, in the amount of R$0.022 per share, non-cumulative with minimum dividend; and

tag-along rights in the event of sale of a controlling stake, assuring a price equal to 80% of the amount paid for the controlling stockholders'stockholders’ common shares.

 

Brazilian Corporate Law sets forthprovides that preferred stockholders may vote when the company does not pay fixed or minimum dividends to which they are entitled for the period established in the company'scompany’s Bylaws, which may never exceed three consecutive fiscal years. The preferred stockholders maintain such right until the payment is made if these dividends are not cumulativenoncumulative or until cumulative dividends are paid.

 

The creation of a new class of shares with priority over preferred shares, as well as any change in preference or in rights associated with preferred shares, must be approved by at least 50% of common shares and also approved by stockholders representing the majority of preferred shares in a special general meeting. Please refer to section Our Governance,governance, item Management Structure,structure, Annual General Stockholders'Stockholders’ Meeting, for further information about the procedures for calling general and special stockholders meetings.

The following table sets forth the high and low market closing prices for the preferred shares for the periods indicated:


  (In R$)  (In US$)  (In US$) 
 Per Preferred Share (ITUB4)(1)  Per Preferred Share (ITUB4)  Per ADS (ITUB)(1) 
Preferred share closing price High  Low  High  Low  High  Low 
2016 (through April 27, 2016)  31.71   23.07   9.52   5.56   9.64   5.49 
January  25.34   23.07   6.32   5.56   6.29   5.49 
February  25.47   23.25   6.37   5.82   6.43   5.77 
March  33.20   26.58   9.16   6.66   9.14   6.70 
April (through April 27, 2016)  33.71   29.50   9.52   8.03   9.64   8.02 
2015  35.57   25.81   15.21   7.23   12.30   6.32 
October  29.75   26.00   7.72   11.66   7.77   6.68 
November  29.35   27.42   7.92   7.23   8.12   7.08 
December  29.15   26.33   8.36   6.74   7.76   6.49 
First quarter  33.54   29.77   13.33   9.51   12.30   9.45 
Second quarter  35.57   29.82   15.21   9.62   12.07   9.51 
Third quarter  31.84   25.81   10.20   7.30   10.18   6.32 
Fourth quarter  29.75   26.00   7.72   11.66   8.12   6.49 
2014  37.49   24.18   16.65   10.02   16.65   9.88 
First quarter  28.02   24.18   12.38   10.02   12.28   9.88 
Second quarter  31.35   28.14   14.05   12.64   14.01   12.39 
Third quarter  37.49   28.69   16.65   12.96   16.65   12.62 
Fourth quarter  36.35   29.09   14.31   11.48   14.65   10.86 
2013  28.60   22.15   13.12   9.78   14.31   9.66 
2012  29.00   20.32   16.10   10.18   16.35   9.84 
2011  30.50   19.20   18.25   12.00   18.44   11.04 

 Per Preferred Share (ITUB4)(1)  Per ADS (ITUB)(1) 
Preferred share price High  Low  High  Low 
  (In R$)  (In R$)  (In US$)  (In US$) 
2017  41.68   33.53   13.52   10.70 
January  38.25   33.53   12.15   10.70 
February  41.68   37.51   13.52   11.96 
March  40.26   37.77   12.88   12.07 
April (through April 18, 2017)  38.78   37.12   12.49   11.78 
2016  38.40   20.97   11.98   4.99 
First quarter  30.18   20.97   8.31   4.99 
Second quarter  30.65   25.44   8.76   7.28 
Third quarter  33.71   27.88   10.51   8.38 
Fourth quarter  38.40   31.01   11.98   9.12 
2015  32.34   23.46   11.18   5.75 
First quarter  30.49   27.07   11.18   8.59 
Second quarter  32.34   27.11   10.98   8.64 
Third quarter  28.95   23.46   9.26   5.75 
Fourth quarter  27.05   23.64   7.38   5.90 
2014  34.08   21.98   15.14   8.98 
2013  26.00   20.14   13.00   8.78 
2012  26.36   18.48   14.86   8.94 

Source: Economatica System.

(1) Historical prices are adjusted by corporate actions.actions, such as 10% share bonus of Itaú Unibanco.

 

The following graph on the side shows the evolution of R $100R$100 invested from December 29, 20052006 to December 30, 2015,28, 2016, comparing our preferred share (ITUB4) price, with and without reinvestment of dividends, to the performance of Ibovespa and CDI.

 

Information for the Investor

Adoption of MultipleCumulative Voting

Under Brazilian Corporate Law and CVM'sCVM’s regulation, stockholders that represent at least 5% of share capital with voting rights may demand a multiplecumulative voting process up to 48 hours before a general stockholders'stockholders’ meeting. Each share will be entitled to as many votes as the members of the board being elected, and the stockholder has the right to concentrate votes in one candidate or distribute them among several candidates. The presiding officer must inform the stockholders in advance about the number of votes required for the election of each member of the Board of Directors.


Whenever the election of the Board of Directors is held under the multiplecumulative vote process and the common or preferred stockholders exercise their right of electing one director, the controlling stockholder will have the

Our profileA-43

Annual Report 2015

right to elect directors in the same number as those elected by the other stockholders plus one, regardless of the number of directors that, according to our Bylaws, compose the board.

 

Additionally, as our Bylaws do not provide for staggered intervals,terms, our directors may be reelected consecutively without interruption. Whenever the election has been conducted through a multiplecumulative voting process, the removal from office of any of our directors by our stockholders, at a stockholders’ meeting will result in the removal from office of all of the remaining directors and a new election shall be arranged. In order not to affect the management of the company as a result of the removal of directors, Brazilian Corporate Law provides that despite the removal, the same directors may continue to exercise their functions until the newly elected board members take office.

 

Preemptive right, capital increase and payment for subscribed shares

Each stockholder has the preemptive right to subscribe for shares in any capital increase, in proportion to his equity interest, except in specific cases, in compliance with Brazilian Corporate Law.

 

Our Bylaws authorize the Board of Directors to increase our share capital up to a limit of 7.986 billion8,784,600,000 shares, of which 3.993 billion4,392,300,000 must be common shares and 3.993 billion4,392,300,000 must be preferred shares (authorized capital)(authorized capital). Up to the limit of our authorized capital, the issuance of our shares may be made without considering our stockholders’stockholders preemptive rights if (i) made for the sale on a stock exchange; (ii) by a public subscription; and (iii) exchange for our shares in a public offering for the acquisition of our control. Regardless of this provision, all increases in our share capital must be ratified by our stockholders and approved by the Central Bank.

 

After the approval of the capital increase by the Central Bank, a stockholder must pay the value corresponding to the subscribed shares under the terms established in the subscription documentation related to that capital increase. A stockholder that fails to make payment under the terms of the subscription documentation will be deemed to be in default, in accordance with Brazilian Corporate Law.

 

Brazilian legislation does not provide for liability in capital calls, therefore the ownership interest of our stockholders may be diluted if they decide not to exercise their preemptive rights to subscribe shares in cases of capital increase.

 

Form and Transfer

Our shares are book-entry and Itaú Corretora de Valores S.A. is our bookkeeping service provider. Therefore, the shares issued by us are to be kept in deposit accounts, under the investor’s name.

 

As an alternative, the investor may also deposit shares in the BM&FBovespa via a custodian institution authorized by the CVM. In such case, the BM&FBovespa, as central depositary, holds the shares under its name but controls the ownership of the securities through a structure of deposit accounts kept under the investors’ name. There is no distinction in the rights and obligations of stockholders, regardless of whether their shares are deposited with a broker-dealer or with BM&FBovespa.

 

Redemption and withdrawal rights

Our common shares and our preferred shares are not redeemable, except upon delisting. Pursuant to Brazilian Corporate Law, however, the approval of certain matters entitles a dissenting stockholder to withdraw from the company, such right expiring thirty days after publication of the minutes of the applicable stockholders’ meeting. This withdrawal may occur under certain conditions upon reimbursement of the value of such holder’s shares, calculated based on criteria set forth under Brazilian Corporate Law. Also, in accordance with Brazilian Corporate Law, we are entitled to reconsider any resolution that gives rise to a withdrawal within ten days following the expiration of the withdrawal period, if such exercise of withdrawal rights jeopardizes our financial stability.

 

Withdrawal rights are not available to stockholders whose shares have liquidity and are actively traded in the stock market in cases of merger or takeover or in case the company elects to take part in a group of companies.

 

Common and preferred shares should be reimbursed upon cancellation of their registration at their value, calculated based on the criteria set forth under Brazilian Corporate Law. If the resolution that gave rise to withdrawal rights was approved more than 60 days after the date when the last balance sheet was approved, the stockholder may demand that his shares arebe redeemed at a value based on a new balance sheet, dated up to 60 days after the date of the general meeting.

 

 

In the United States

Our preferred shares have been traded on the NYSE in the form of ADSs (one ADS represents one preferred share) since February 21, 2002, in compliance with NYSE and SEC requirements. These requirements include disclosure of financial statements in IFRS since 2011 and compliance with U.S. legislative requirements, including the Sarbanes-Oxley Act of 2002.

Our preferred shares have been traded on the NYSE in the form of ADSs (one ADS represents one preferred share) since February 21, 2002, in compliance with NYSE and SEC requirements. These requirements include disclosure of financial statements in IFRS since 2011 and compliance with U.S. legal requirements, including the Securities Exchange Act of 1934 and the Sarbanes-Oxley Act of 2002.

 

Our ADSs are issued by The Bank of New York Mellon, as depositary, under a Deposit Agreement, dated as of May 31, 2001, as amended and restated as of February 20, 2002 and as of March 30, 2009, effective as of April 3, 2009, among us, the depositary and


the owners and beneficial owners of ADSs from time to time. The depositary’s principal executive office is located at 225 Liberty Street, New York, New York 10281.

Our profileA-44

Annual Report 2015

 

ADS holders have no stockholder rights, which are governed by Brazilian Corporate Law. The depositary is the holder of the preferred shares underlying the ADSs. Holders of ADSs have ADS holder rights.

 

An investor may hold the ADSs directly, registered under his or her name, or indirectly, through a broker or another financial institution. The holders of our ADSs do not have the same rights as our stockholders and the depositary and holders of corresponding shares in Brazil. The deposit agreement determines the rights and obligations of the ADS holders and is governed by New York law.

 

In the event of a capital increase that maintains or increases the proportion of our capital represented by preferred shares, the holders of ADSs, except as described above, have preemptive rights to subscribe only to newly issued preferred shares. In the event of a capital increase that reduces the proportion of capital represented by preferred shares, the holders of ADSs, except as described above, have preemptive rights to preferred shares in proportion to their interests and to common shares only to the extent necessary to prevent dilution of their interests.

 

Please refer to section Attachments, item Considerations for ADS holders for further information.

 

Fees and Expensesexpenses

The following table summarizes the fees and expenses payable by holders of ADSs to the depositary:

 

Event Fees
Issuance(1)or cancellation for the purpose of withdrawal(2) of ADSs US$5.00 (or less) per 100 ADSs (or portion thereof) plus any additional fees charged by any governmental authorities or other institutions for the execution and delivery or surrender of ADSs.
Any cash distribution US$0.02 (or less) per ADS (or portion thereof).
Depositary services US$0.02 (or less) per ADS (or portion thereof) per calendar year (in addition to cash distribution fee of US$0.02 per ADS during the year).

 

(1)Including issuances resulting from a distribution of preferred shares or rights or other property, substitution of underlying shares and transferring, splitting or grouping of receipts.

(2)Including if the deposit agreement terminates.

 

In addition, set below are other fees and expenses payable by holders of ADSs:

 

·Registrationregistration fees: registration of transfers of preferred shares on our preferred share register to or from the name of the depositary or its agent when youthe holder deposit or withdrawwithdraws preferred shares.

·Distributiondistribution of securities by the depositary to ADS holders fee: equivalent to the fee that would be payable if securities distributed to the holder thereof had been preferred shares and the shares had been deposited for issuance of ADSs.

·Foreignforeign currency conversion expenses: expenses of the depositary in converting foreign currency to U.S. dollars.

·Depositarydepositary expenses: cable, telex and facsimile transmissions (when expressly provided in the Deposit Agreement).

 

Moreover, taxes and other governmental charges which the depositary or the custodian havehas to pay on any ADR or preferred share underlying an ADS (for example, stock transfer taxes, stamp duty or withholding taxes) as necessary would be payable by holders of ADSs. Any other charges incurred by the depositary or its agents for servicing the deposited securities are not currently madeassessed in the Brazilian market.

 

Payment of Taxestaxes

The depositary may deduct the amount of any taxes owed from any payments to investors. It may also sell deposited securities, by public or private sale, to pay any taxes owed. Investors will remain liable if the proceeds of the sale are not sufficient to pay the taxes. If the depositary sells deposited securities, it will, if appropriate, reduce the number of ADSs to reflect the sale and pay to investors any proceeds or send to investors any property remaining after it has paid the taxes.

 

Reimbursement of Feesfees

The Bank of New York Mellon, as depositary, has agreed to reimburse us for expenses we incur that are related to establishment and maintenance of the ADS program. The depositary has agreed to reimburse us for our continuing annual stock exchange listing fees. The depositary has also agreed to pay the standard out-of-pocket maintenance costs for the ADSs, which consist of the expenses of postage and envelopes for mailing annual and interim financial reports, printing and


distributing dividend checks, electronic filing of United States federal tax information, mailing required tax forms, stationery, facsimile, and telephone calls, as well as to reimburse us annually for certain investor relationship programs or special investor relations promotional activities. In certain instances, the depositary has agreed to provide additional payments to us based on applicable performance indicators relating to the ADS facility. There are limits on the amount of expenses for which the depositary will reimburse us, but the amount of reimbursement available to us is not necessarily tied to the amount of fees the depositary collects from investors.

 

The depositary collects its fees for delivery and surrender of ADSs directly from investors, depositing shares or surrendering ADSs in case of exercise of withdrawal rights or from intermediaries acting for them. The depositary collects fees for making distributions to investors by deducting those fees from the amounts distributed or by selling a portion of distributable property to pay the fees. The depositary may collect its annual fee for depositary services by deducting from cash distributions, by directly billing investors or by charging the book-entry system accounts of participants acting for them. The depositary may generally refuse to provide services subject to fees until its fees for those services have been paid.

 

Our profileA-45

Annual Report 2015

In 2015,2016, we received from the depositary US$21.421.9 million for promoting and encouraging the ADR program in the market, out-of-pocket maintenance costs for the ADSs (as described above), any applicable performance indicators relating to the ADS facility, underwriting fees and legal fees.

 

In Argentina

We also issue CEDEARs,

Until December 2016, we issued Argentine Certificates of Deposits (CEDEARs) on the Buenos Aires Stock Exchange (BCBA), which represent shares of foreign companies traded in Argentina. Our CEDEARs are backed by our preferred shares and they are listed atIn 2017, we requested the BCBA, which is a not-for-profit self-regulatory private association. The BCBA is responsible for registering business and publishing quotations and volume of transactions. Its inspection authority permits, among other measures,Comisión Nacional de Valores (CNV) the suspensionsuspention of the trading session whenever it is deemed to be necessary to control or prevent unusual variations in quotations.of our deposits certificates and cancellation of our CEDEARs program. On March 10, 2017 we obtained such authorization from the regulator.

 

Stockholders' PaymentStockholders’ payment

Our Bylaws establish the distribution to stockholders of mandatory dividends equivalent to 25% of our net income calculated for each fiscal year, adjusted by the decrease or increase of amounts related to legal reserve, to reserve for contingencies and to its reversal related to prior years.

 

The mandatory dividend may be paid as dividends or interest on capital. The main difference between these forms of payment is tax-related. The payment of dividends is tax-free for stockholders.

 

The payment of interest on capital is subject to withholding income tax at a 15% rate, or 25% if the stockholder is a resident of or domiciled in a tax haven jurisdiction or a privileged tax regime.

 

The amount paid to stockholders as interest on capital, net of any withholding tax, may be included as part of the mandatory dividend. In such cases, we are required to distribute to stockholders an amount sufficient to ensure that the net amount received by stockholders, after the payment by us of applicable withholding taxes in respect of the distribution of interest on capital, is at least equal to the mandatory dividend. Please refer to section Attachments, item Considerations for ADS holders, Taxation for the ADS Holders,holders, for further details.

 

Our Stockholder Remuneration Policy, approved by our Board of Directors, establishes the monthly payment of R$0.015 per share as an advance mandatory dividend. The date used in Brazil as a reference to determine which stockholders are entitled to receive the monthly dividend is determined according to the shareholding position registered on the last day of the preceding month. With respect to our ADSs, however, the date used to determine the stockholders that are entitled to receive the monthly dividend is three days after the Brazilian reference date. In both cases, monthly dividends for a given month are paid on the first business day of the next month.

 

Once our net income is calculated, we intend to pay the difference between the mandatory dividend, calculated as mentioned before, and the accumulated amount of advanced monthly dividends. Additionally, our Board of Directors may declare interim dividends, which will be submitted for ratification at our annual stockholders’ meeting.

 

A stockholder may claim payment of any dividend for a period of three years counted from the dividend payment date. After this period we have no responsibility for such payment.

 

Stockholders not residing in Brazil must register with the Central Bank so that dividends, interest on capital and other amounts related to their shares can be remitted abroad in a foreign currency.

 

Currently, we pay dividends and interest on capital equivalent to or higher than the mandatory dividends, but this may not continue to happen if our stockholders decide that such distribution is not advisable in view of our financial condition. In this case, if our Fiscal Council is constituted, it must issue an opinion about that decision, and management must present a report to the CVM detailing the reasons for the suspension of the dividend payment. Profits not distributed due to a suspension of the dividend payment must be allocated to a special reserve and, if it is not absorbed by losses in subsequent years, it must be paid as dividends as soon as our financial position so permits.

 

Please refer to section Performance, item ConsolidatedComplete Financial Statements (IFRS), Note 21, b,21b, and section Our Riskrisk Management, item Regulatory Environment,environment, Implementation of Basel III in Brazil.

 

ADS holders’ Paymentpayment of Dividendsdividends

A-50

Preferred shares underlying ADSs are kept in Brazil by the custodian, Itaú Unibanco, which is the owner recorded in the register service of our preferred shares. The depositary of our ADS program is The Bank of New York Mellon. The payments of dividends and distributions in cash for our preferred shares underlying the ADSs are made directly to the depositary bank abroad, which is responsible for passing them on to the stockholders within an average period of 10 days after payment is made in Brazil. The amount received by the ADS holder may be reduced if we, the custodian or the depositary are required to retain an amount related to taxes and other government charges.

 

Please refer to section Our profile, item 2016 highlights, Corporate events, Payment of dividends, 10% Share Bonus of Itaú Unibanco and please refer to Performance, item ConsolidatedComplete Financial Statements (IFRS), Note 21 – Stockholders’ equity, for further information about dividends, share bonus and shares outstanding.

On August 3, 2015, our Board of Directors declared the payment of interest on capital, in the amount of R$0.3460 per share (or R$0.2941 per share, net of taxes) which was paid out on August 25, 2015 to all stockholders of record as of the close of trading on August 12, 2015.

Our profileA-46

Annual Report 2015

On November 26, 2015, our Board of Directors declared interest on capital in the amount of R$0.20900 per share (or R$0.17765 per share,net of taxes) to all stockholders of record as of the close of trading on December 9, 2015. On February 1, 2016, our Board of Directors declared interest on capital in the amount of R$0.4564 per share (or R$0.38794 per share, net of taxes) to all stockholders of record as of the close of trading on February 18, 2016. Payment of both such declared payments of interest on capital will be paid out on February 29, 2016.

10% bonus for Itaú Unibanco shares

In July 2015, for the third consecutive year, we granted a 10% bonus for our shares and our stockholders received a new share for every ten shares of the same type held by them.

 

Further information for the investor

We are organized as a publicly held corporation for an unlimited period of time under the laws of Brazil. Our head offices are located at Praça Alfredo Egydio de Souza Aranha, 100, 04344-902, São Paulo, SP, Brazil and our telephone number is +55-11-2794-3547. We are primarily governed by Brazilian Corporate Law and our Bylaws. Our Tax Payer’s Registry (CNPJ) is 60.872.504/0001-23, and we are registered with the São Paulo Commercial Registry (Junta Comercial do Estado de São Paulo) under NIRE 35300010230. Our corporate purpose, as set forth in Article 2 of our Bylaws, is to perform banking activity in all its authorized forms, including foreign exchange transactions. Our agent for service of process in the United States is the general manager of our New York branch, which is located at 767 Fifth Avenue, 50th floor, New York, NY 10153.

 

CONTACTS 
Shares Program 
Bookkeeping serviceItaú Corretora de Valores S.A.
Phone  3003 9285 (capitals and metropolitan areas) or
Phone0800 720 9285 (further areas) (Brazilian callers) or
+55 +55 11 3003 9285 (Non-Brazilian callers)
E-mailinvestfone@itau-unibanco.com.br
Sitewww.itaucorretora.com.br
Specialized branches adressaddresswww.itaucustodia.com.br/agencia_enderecos.htm
ADS Program 
Depositary bankThe Bank of New York Mellon
Phone1 888 BNY ADRS (1 888 269 2377) (U.S. callers) or
 +1 201 680 6825 (Non-U.S. callers)
E-mailshrrelations@bnymellon.comshrrelations@cpushareownerservices.com
Sitewww.bnymellon.com/shareowner
CEDEAR Program 
Depositary bankBanco Itaú Argentina
Investor RelationsItaú Unibanco Holding S.A.
Phone+55 11 2794 3547
E-mailinvestor.relations@itau-unibanco.com.br
Sitewww.itau.com.br/investor-relations

20162017 CORPORATE CALENDAR 
Annual General Stockholders’ MeetingApril 27, 201619, 2017
Earnings Release – First Quarter, 20162017May 3, 20162017
Earnings Release – Second Quarter, 20162017August 2, 20161, 2017
Earnings Release – Third Quarter, 20162017October 31, 20162017

 

Our commitment to best practices in corporate governance is directly related to our focus on stockholders and investors, transparency and accountability. We are particularly focused on platforms for communication with these groups and are continuously investing to upgrade channels and the quality of our services.

 

ToIn 2016, to encourage our communications with and further strengthen our relationship with our stockholders, capital marketmarkets investors and analysts, we disclosed the organization'sorganization’s results, strategies and perspectives in 16 public meetings that drew approximately 2.72.2 thousand attendees in several cities thatcities. The meetings were held in partnership with the Association of Capital Markets Investment Analysts and Investment Professionals ((APIMEC -Associação dos Analistas eProfissionais deInvestimento do Mercado de Capitais, or APIMEC)). In 2015, we held 22meetings andWe also took part in 30 conferences and 9seven road shows in Brazil and abroad.

 

We held 4four quarterly conference calls during 2015,2016, in each case on the day after each quarterly earnings release. AllThe calls are transmitted in real timeconducted in Portuguese and afterwards in English and may be accessed by telephone or on the Internet.internet.


Our corporate information is posted on our Investor Relations website (www.itau.com. br/(www.itau.com.br/relacoes-com-investidores). In addition, our bank was the first Brazilian bank to have an IR profile on Twitter (@itauunibanco_ri) and a Facebook page (facebook.com/itauunibancori). page.

 

Our profileA-47

Annual Report 2015

Credit ratings

 

We subscribe to independent credit rating agency reviews by Fitch Ratings, Moody’s and Standard&Poor’s (S&P). These ratings assess our credit worthiness and are based on reviews of a broad range of business and financial attributes including risk management processes and procedures, capital strength, earnings, funding, liquidity, accounting and governance, besidesin addition to government and/or group support.

 

Credit Ratings(1)

Credit Ratings(1)
As of December 31, 20152016 Fitch Ratings Standard&Poor's&Poor’s Moody'sMoody’s
Itaú Unibanco Holding S.A.      
Short Term F3B B NP
Long Term BBB-BB+ BB (P) Ba1Ba3(2)
Outlook Negative Negative Ratings Under ReviewStable
 
Itaú Unibanco S.A.      
Short Term F3B B P-3NP
Long Term BBB-BB+ BB (P) Baa3Ba2(3)
Outlook Negative Negative Ratings Under ReviewStable
 
Itau BBA International plc(4)
Short Term--P-2
Long Term--A3
Outlook--Stable

 

(1) International Scale Foreign Currency Ratings.

(1)International Scale Foreign Currency Ratings.

(2) Refers to Itaú Unibanco Holding S.A. Senior Unsecured Debt Rating. Moody's does not assess Deposit Ratings to Itaú Unibanco Holding.

(2)Refers to Itaú Unibanco Holding S.A. Senior Unsecured Debt Rating. Moody’s does not assess Deposit Ratings for Itaú Unibanco Holding.

(3) Refers to Itaú Unibanco S.A. Senior Unsecured Debt Rating. Itau Unibanco S.A. Long Term Deposit Rating is Baa3.

(3)Refers to Itaú Unibanco S.A. Senior Unsecured Debt Rating. Itaú Unibanco S.A. Long Term Deposit Rating is Ba3.

(4)Itau BBA International plc is not rated by Fitch Ratings or Standard & Poor’s.

 

In April 2015, as a consequence of Fitch Ratings’ revising the ratings outlook for Brazil (sovereign) from stable to negative, the agency also revised the ratings of 20 Brazilian financial institutions, including Itaú Unibanco Holding, Itaú Unibanco and Itaú BBA, whose international scale ratings (except for the ratings with respect to Long Term Foreign Currency, which were affirmed as BBB+) were downgraded by one notch and had their long term international scale ratings outlooks revised from stable to negative.

In May 2015, prompted by the publication of its new global methodology for banks that occurred in March 2015, Moody’s completed a review and announced ratings actions on nine Brazilian banks, including downgrades in the ratings of Itaú Unibanco Holding, Itaú Unibanco and Itaú BBA.

In June 2015, S&P began assigning ratings to Itaú Unibanco. The ratings and outlook are equal to those of Itaú Unibanco Holding, on account of Itaú Unibanco’s status as a “core” subsidiary of the Itaú Unibanco Group.

In August 2015, due to the Moody’s downgrade of Brazil’s sovereign credit rating in the same period, the rating agency announced the change in the ratings of 14 Brazilian financial institutions, including Itaú Unibanco and Itaú Unibanco Holding. Brazil’s sovereign credit ratings, however, maintained an investment grade.

In September 2015, Standard & Poor’s downgraded Brazil’s ratings to below investment grade. As a result, the rating agency also announced reviews of the ratings in a global scale of 13 Brazilian financial institutions, including Itaú Unibanco and Itaú Unibanco Holding, which also were downgraded to speculative grade.

The long term foreign currency rating of both Itaú Unibanco Holding and Itaú Unibanco was lowered to BB+ with a negative outlook.

In October 2015, Fitch Ratings’ announced the downgrade of Brazil’s sovereign credit rating and, as a consequence, the rating agency also reviewed the ratings of 17 Brazilian financial institutions, including Itaú Unibanco and Itaú Unibanco Holding. However, the ratings of Brazil, Itaú Unibanco and Itaú Unibanco Holding were kept at investment grade, albeit with a negative outlook.

In December 2015, Moody’s changed the outlook on Brazil’s sovereign bond ratings from ‘stable’ to ‘ratings under review for downgrade’, and also placed on review for downgrade the ratings of multiple Brazilian financial institutions, including Itaú Unibanco Holding and Itaú Unibanco.

Also in December 2015, Fitch Ratings’ announced the downgrade of Brazil’s sovereign rating to below investment grade and subsequently announced various rating actions with respect to a number of Brazilian financial institutions, including Itaú Unibanco and Itaú Unibanco Holding Nevertheless, the ratings of Itaú Unibanco and Itaú Unibanco Holding were kept at investment grade, albeit with a negative outlook.

These reviews are related to the sovereign ratings and are not specific to the individual conditions of the banks. The ratings of Itaú Unibanco continues to be rated investment grade by Fitch Ratings’ and Moody’s. Itaú Unibanco Holding continues to be rated investment grade by Fitch Ratings.

Subsequent Events

In mid-February 2016, Standard & Poor’s downgraded Brazil’s ratings again.ratings. As a result, the rating agency also announced reviews of the ratings of 44 Brazilian financial services institutions, including Itaú Unibanco and Itaú Unibanco Holding, which were also downgraded.

 

Following Moody’s downgrade of Brazil’s sovereign bond rating from Baa3 to Ba2, with a negative outlook, on February 24, 2016, Moody’s announced on February 25, 2016 that it had downgraded ratings assigned to 31 Brazilian banking entities, including Itaú Unibanco and Itaú Unibanco Holding. According to Moody’s, the affected ratings were constrained by the sovereign rating because of the relevant issuers’ close economic linkages to the government.

 

Following Fitch’s downgrade of Brazil’s sovereign rating from BB + to BB, with a negative outlook, on May 5, 2016, Fitch announced on May 11, 2016 that it had downgraded ratings assigned to 22 Brazilian financial institutions, including Itaú Unibanco and Itaú Unibanco Holding, which had their ratings revised to BB+ from BBB-. According to Fitch, the ratings of Itaú Unibanco and Itaú Unibanco Holding remain one notch above Brazil’s sovereign rating, due to their very strong credit profile.

In May 2016, Moody’s recalibrated the Brazilian national rating scale. As a result, Moody’s repositioned the national scale ratings of 28 Brazilian financial institutions, including Itaú Unibanco S.A. and Itaú Unibanco Holding S.A., which had their national scale ratings upgraded from Aa2.br to Aa1.br and from A2.br to A1.br, respectively, as a result of such repositioning.

On August 5, 2016, Moody’s assigned to, for the first time, Itau BBA International plc (domiciled in the United Kingdom) an investment grade, long-term deposit and issuer ratings of A3 (with a negative outlook). In assigning the ratings, Moody’s recognized the strength of Itau BBA International plc’s strong macro profile, low level of asset risk, strong capital and liquidity.

On September 1, 2016, Fitch reaffirmed the global scale long-term foreign and local currency ratings of Itaú Unibanco Holding S.A. and Itaú Unibanco S.A. at BB+ (with a negative outlook). The rating agency has emphasized that the bank has a comfortable liquidity position due to low-cost funding sources through our extensive branch network.

On October 10, 2016, Standard & Poor’s reaffirmed the global scale long-term foreign and local currency ratings of Itaú Unibanco Holding S.A. and Itaú Unibanco S.A. at BB (with a negative outlook). The rating agency also highlighted the bank’s level of capitalization.

In March, 2017, Moody’s upgraded from negative to stable the outlook of Itaú Unibanco S.A. and Itaú Unibanco Holding S.A. , aligned to the sovereign outlook review. Also in March 2017, Fitch reaffirmed the global scale long-term foreign and local currency ratings of Itaú Unibanco Holding S.A. and Itaú Unibanco S.A. at BB+ (with a negative outlook). The rating agency has emphasized that the bank has a strong liquidity, a good capitalization, a consistent profitability and comfortable levels of asset quality.

Our profileA-48

A-52

 

 

Our governance

 

Annual Report 2015

Our governancepractices

 

Our practices

The adoption of good corporate governance practices adds value to a company, facilitates its access to capital and contributes to its longevity. Therefore, we have adopted corporate governance practices aligned with best practices adopted in the Brazilian and foreign markets. Furthermore, we comply with the corporate governance rules issued by the Central Bank and the CVM.Brazilian Securities and Exchange Commission (CVM – Comissão de Valores Mobiliários). We seek constant development of our management policies and mechanisms so as to ensure excellence in our practices and sustainable growth for our company. Please refer to www.itau.com.br/_arquivosestaticos/RI/pdf/en/ENGLISHpolitica_gc.pdf for our governance principles and practices we adopt.

 

In line with such principles, we voluntarily comply with the Code of Self-Regulation and Good Practices for Publicly Held Companies of the Brazilian Association of Publicly Held Companies (Associaç(Associação Brasileira de CompanhiasAbertas,, or ABRASCA), which was based on thebestthe best corporate governance practices in effect in Brazil and abroad. Our governance practices have been recognized and, as a result, we have been named to BM&FBovespa´s Corporate Sustainability Index (ISE - Índice de Sustentabilidade Empresarial) and to the Dow Jones Sustainability IndexIndex. On the latter, we were recognized as one of the top-scoring companies in the banking industry, qualified for inclusion in the 2017 Sustainability Yearbook and toreceived the Corporate Sustainability Index (Índice de Sustentabilidade Empresarial daBM&FBovespa, or ISE).Bronze Class distinction for our sustainability performance.

 

In December 20152016, for the third consecutive semester, we were selected for the first time, selected as a portfolio company to be includedinclusion in the Euronext Vigeo Sustainability Index:portfolio of the Euronext Vigeo – Emerging 70.70 Sustainability Index. The index is made upcomprised of 70 companies, selected from approximately 900among over 850 companies listed companies in developing countries. Companies selected for the index reflect those withcountries that showed the best performance in corporate responsibility, performance according to the ratings assigned by Vigeo. The index’s constitution is reviewed twice annually, in June and December. Inclusion in Euronext Vigeo – Emerging 70 reflects our long-term commitment to ethical business behavior, compliance with the law, corporate governance, and social, cultural and environmental responsibility. Please refer to section Our Profile,profile, item 2015 Highlights2016 highlights for further information about our awards and recognition.

 

WeSince 2002, in line with our commitment to strengthen our position in the Brazilian capital markets, we have adoptedmade a number of presentations in the regional offices of the Association of Capital Markets Investment Analysts and Investment Professionals (APIMEC - Associação dos Analistas e Profissionais de Investimento do Mercado de Capitais, or APIMEC). Beginning in 1996, we have also made presentations in the United States and Europe with respect to our governance practices. In these presentations, we have the opportunity to provide the financial community with details on our performance, strategies to add value, future perspectives and other important issues.

Our Code of Ethics thatwas updated in August 2016 and applies to all of our employees, directors and officers. Our Code of Ethics is based on principles that support a corporate culture focused on valuing people, on strict compliance with rules and regulations and on a permanent pursuit of development. Please refer to http://www.itau.com.br/_arquivosestaticos/RI/pdf/Itaucode.pdfen/codigo_de_etica_ingles.pdf?title= Itaú Unibanco's Code of Ethics for our Code of Ethics.

 

Additionally, we have adopted the Policy of Material Information Disclosure, which deals with the public disclosure of material information pursuant to CVM regulation. We also have adopted a Policy on Trading of Securities, which restricts the trading of securities during certain periods and requires the disclosure of all transactions carried out by the management with our securities, as permitted by CVM regulation. Please refer to These policies can be found in: https://www.itau.com.br/_arquivosestaticos/RI/pdf/en/ENGLISHpolitica_gc.pdfPolitica_de_Divulgacao_(FOR)_INGLES.pdf?title=Corporate Policy and Procedure Disclosure of Material Information https://www.itau.com.br/_arquivosestaticos/RI/pdf/en/IHF-Politica_de_Negociacao_(FOR)_INGLES.pdf?title=Policy for our governance principles and practices we adopt.Trading Itaú Unibanco Holding S.A. Securities.

 

Over the course of our history, as part of our corporate governance initiatives, we have made several decisions regarding the improvement of the disclosure of our information and the protection of minority stockholders rights. For example, we are listed as a publicly held company on BM&FBovespa and, in 2001, we were one of the first companies to voluntarily adhere to Corporate Governance Level 1 of the BM&FBovespa. In 2002, we listed our Level 2 ADSs on the NYSE, complying with both the SEC’s rules and other U.S. legal requirements, such as the Securities Exchange Act of 1934 and the Sarbanes-Oxley Act of 2002.

 

Since 2002, in line withPublic sector

In order to ensure the work of our commitmentmanagers and employees on an ethical and transparent basis, as well as to strengthen our positionprevent and fight frauds and illicit acts in the Brazilian capital markets,relationship with the public sector, we have madeadopt policies to clearly determine how to carry on the relationship, as well as processes and rules that determine what is allowed and what is not allowed, providing for a numberproper risk management.

In 2016, it is worth mentioning the launch of presentationsthe ‘Relationship Policy with Public Agents and Hiring of Public Administration Bodies and Companies’, aiming at guiding governmental relations in Itaú Unibanco Conglomerate, which is construed as the institutional interests of the bank and of the financial system in general, on an organized and transparent basis with public agents. In addition to the rules established for the allowed and expected employees conduct in the regional officesrelationship with any public agents, the policy also includes rules for the execution of Associationagreements with public administration bodies and companies.

Furthermore, we revisited the Integrity and Ethics and the Bribery Prevention Corporate Policies, and the Code of Capital Markets Investment AnalystsEthics, which state rules to avoid conflicts of interests in processes regarding donations and Investment Professionals (Associação dos Analistas eProfissionais de Investimento do Mercado de Capitais, or APIMEC).Beginningsponsorships, gifts, and in 1996, we have also made presentationsrelationships


with clients, suppliers and partners, both in the United Statespublic and Europe with respectprivate sectors, and which also establish guidelines and processes to our governance practices. In these presentations, we have the opportunity to provide the financial community with details on our performance, strategies to add value, future perspectivesprevent and other important issues.fight corruption, such as training, communications, consultation and whistleblowing channels.

 

Our governance

These policies are available at https://www.itau.com.br/investor-relations/corporate-governance/rules-and-policies

A-50

Annual Report 2015

 

Management structure

 

Our management is structured so as to ensure that matters are extensively discussed and decisions are made on a collective basis. The chart and text below presentspresent our management bodies, their main functions and the management members that compose them.

 

 

Annual General Stockholders’ Meeting

and Extraordinary Stockholders’ Meeting

 

Our Annual General Stockholders’ Meeting is our highest decision-making body, which gathers stockholders on a regular basis before the end of April of each year and, on a special basis, whenever corporate interests so require.

 

It is the responsibility of our Board of Directors to call a stockholders’ meeting. The first notice of the stockholders’ meeting must be published no later than fifteen15 days before the date of the meeting on the first call. Brazilian Corporate Law establishes that under specified circumstances, the meeting may also be convened by the fiscal council or any stockholder.

 

The notice of a stockholders’ meeting must be published three times, on different dates, in official newspapers widely circulated in São Paulo, our principal place of business, setting forth the place, date and time of the meeting, the meeting’s agenda and, in the event of an amendment to our Bylaws, a description of the proposed change.

 

In addition to the requirements of Brazilian Corporate Law, we also publish notices in threetwo different languages (Portuguese English and Spanish)English) on our website and emaile-mail our subscribed investors and stockholders, as well as through CVM, BM&FBovespa the, SEC the NYSE and the BCBA.NYSE.

 

As a general rule, Brazilian Corporate Law provides that a quorum for a stockholders’ meeting consists of stockholders representing at least 25% of a company’s issued and outstanding voting share capital, on the first date the meeting is called for, and, if a quorum is not reached, any percentage of the company’s voting share capital on a second date the meeting is called for. Generally, our meetings are held with a quorum representing approximately 90% of our voting share capital.

 

In order to attend a stockholders’ meeting, stockholders must present an identification document. A stockholder may be represented at a stockholders’ meeting by a proxy appointed less than a year before the meeting. The proxy must be a stockholder, an officer of the company, a lawyer or a financial institution. Investment funds must be represented by their investment fund officer.

 

Since 2012, we made available an “Online Meeting” tool. This tool is an electronic voting platform that provides stockholders with more accessibility, allowing them to exercise their voting rights in advance, from any place. In September 2016, we voluntarily made available the Remote Voting Form, an electronic document by which stockholders can convey their voting instructions directly to the Company or through service providers. According to CVM Ruling No. 561/2015, we are obligated to provide the Remote Voting Form from 2017 onwards.

 

Board of Directors

Our Board of Directors is the body responsible for establishing the general guidelines of our business, including our controlled companies, and is elected annually by our stockholders.

 

Board members must act impartially, in compliance with pre-established rules, so as to prevent conflicts of interest. Such rules include:


·not taking part in resolutions related to matters in which the director’s interests conflict with our interests. The director must inform the Board of Directors about the conflict of interest as soon as the matter giving rise to such conflict is included in the agenda or proposed by the Chairman of the Board, and in any event, before the beginning of any discussion on such matter;

 

• in the event the director or a company controlled or managed by the director carries out a transaction with any company of the Itaú Unibanco Group: (a) the transaction must be carried out at arm’s length; (b) if it is not a customary transaction or involves the provision of services, there must be an opinion issued by recognized financial advisors evidencing that the transaction was carried out at arm’s length; and (c) the transaction must be disclosed to and conducted under the supervision of the Related Parties Committee, the Ethics and Ombudsman Superintendence or the channels usually competent in the hierarchy of Itaú Unibanco Group, subject to the rules and conditions set forth in our Related Party Transactions Policy; and

Our governance

A-51

 

• serving on no more than four boards of directors of companies that do not belong to the same group.


Annual Report 2015

·in the event the director or a company controlled or managed by the director carries out a transaction with any company of the Itaú Unibanco Group: (a) the transaction must be carried out at arm’s length; (b) if it is not a customary transaction or involve the provision of services, there must be an opinion issued by recognized financial advisors evidencing that the transaction was carried out at arm’s length; and (c) the transaction must be disclosed to and conducted under the supervision of the Related Parties Committee, the Ethics and Ombudsman Superintendence or the channels usually competent in the hierarchy of Itaú Unibanco Group, subject to the rules and conditions set forth in our Related Party Transactions Policy; and

·serving on no more than four boards of directors of companies that do not belong to the same group.

 

The Board of Directors’ performance is assessed yearly to ensure that board members are aligned with the organization’s values and that they represent the interests of our stockholders.

 

Our Board of Directors is currently composed of twelve12 members, fournine of whom are non-executive (75%) of which five are independent (33%(41.66%). Our board members meet on a regular basis eight times a year and on a special basis whenever necessary (in practice, on average, once a month).

 

According to our Bylaws, the positions of Chairman of the Board of Directors and Chief Executive Officer or principal executive officer cannot be held by the same person.

 

Pursuant to Brazilian law, the election or reelection of each member of our Board of Directors is subject to approval by the Central Bank. All directors are elected for a term of one year and can be reelected upon the Central Bank’s approval. Also under Brazilian law, an acting director retains his position until he is reelected or his successor takes office.

 

Please refer to www.itau.com.br/_ arquivosestaticos/_arquivosestaticos/RI/pdf/InternalCharterof...pdf, for further information.

 

Committees of the Board of Directors

 

There are seven committees presented in the management organization chart above, that report directly to the Board of Directors. TheirCommittee members are elected by the Board of Directors for a term of one year, and must have proven knowledge in their respective professional fields as well as technical qualification compatible with their responsibilities.

 

The committees may hire outside experts but must always be careful to maintain the integrity and the confidentiality of their work.

 

Please refer to www.itau.com.br/investor-relations/corporate-governance/rules-and-policies, for each committee rules.

 

Audit Committee

The Audit Committee is a statutory body responsible for overseeing the quality and integrity of our financial statements, the compliance with legal and regulatory requirements, the performance, independence and quality of the services provided by our independent auditors and of the work performed by our internal auditors, and of the effectiveness of our internal controls and risk management systems. It is a single body which is responsible for overseeing companies of the Itaú Unibanco Group that are authorized to operate by the Central Bank or supervised by the Superintendency of Private Insurance (Superintendê(Superintendência de Seguros Privados, or SUSEP).

 

All Audit Committee members are independent, pursuant to Brazilian banking regulation, and the Board of Directors will terminate the term of office of any member of the Audit Committee if such member’s independence is affected by any conflict or potentially conflicting situation. In order to meet the requirements of CMN, Nationalthe Brazilian Council of Private Insurance (Conselho(Conselho Nacional de Seguros Privados,, or CNSP) as well as those of the SEC and the NYSE, the Board of Directors has determined that Mr Diego Fresco Gutierrez asis an independent financial expert who qualifies as an “Audit Committee Financial Expert” as such term is defined in SEC rules.

 

The Audit Committee assessments are based on information received from management, external auditors, internal auditors, the units responsible for risk management and internal controls and on the analyses of the Audit Committee’s members own analyses resulting from direct observation. After establishing an annual schedule to comply with its duties, the Committee held 169191 meetings over 5158 days in the period from January to December 2015.2016.

 

In 2015,Throughout 2016, the Committee held 169191 meetings over 51 days58 days. This year, in addition to following its regular agenda, the Committee made special efforts to monitor risk management and it was particularly engagedthe performance of the Internal Audit in relation to information security, client relationships, and the integration process of the banks acquired in Chile and Colombia. We deeply regret to inform you of the passing of Sergio Darcy da Silva Alves, whose work on our Committee in the monitoringlast years was of internal controls and compliance of the organization,an invaluable contribution. On December 22, 2016, Rogério P. Calderón Peres took office as well as the Internal Audit’s activities, with a focus on units in Brazil and abroad.

During this period, Alkimar Ribeiro Moura completed his term and he was replaced by new member Antonio Francisco Lima Neto.Committee member.

 

Geraldo Travaglia Filho

President of the Audit Committee

 

A-55

Internal Audit

 

Internal Audit, under the technical supervision of the Audit Committee, provides the Board of Directors and senior management with independent, impartial and timely evaluations of the effectiveness of risk management, the adequacy of controls and compliance with the regulations and rules related to the operations of the conglomerate. Such audit jobsevaluations occur periodically, with intervals from 12 to 36 months.

Followingmonths, following a methodology which is designed according to the best practices and standards of The Institute of Internal Auditors the (IIA).

Internal Audit methodologyAuditing requires the assessed areafunctions audited to establish action plans for the deficiencies identified, considering the deadlines which vary according to the risk ratings.rating.

 

Pre-approval of Policiespolicies and Proceduresprocedures

Among the Audit Committee’s responsibilities is to establish policies and procedures regarding services that can be provided by our external auditors. On an annual basis, the Audit Committee issues (i) the list of

Our governance

A-52

Annual Report 2015

those services which cannot be provided by our external auditors, due to the fact that such services could, eventually, affect their independence, (ii) the list of pre-approved services, and (iii) those services that need to be previously approved by the Audit Committee.

 

Fees and Servicesservices of the Principal Auditorprincipal auditor

The following table below presents the total amount charged by PricewaterhouseCoopers Auditores Independentes by category for services rendered in 20152016 and 2014:2015:

 

           (In thousands of R$) 
             
     % Approved by the     % Approved by the 
Fees 2015  Audit Committee  2014  Audit Committee 
Audit Fees  48,133   100.0   44,364   100.0 
Audit-Related Fees  3,728   100.0   5,686   100.0 
Tax Fees  423   100.0   224   100.0 
All Other Fees  1,175   99.0   475   100.0 
Total  53,459       50,749     

        (In thousands of R$) 
Fees 2016  % Approved by the
Audit Committee
  2015  % Approved by the
Audit Committee
 
             
Audit Fees  60,512   100.0   48,133   100.0 
Audit-Related Fees  4,755   100.0   3,728   100.0 
Tax Fees  453   100.0   423   100.0 
All Other Fees  969   100.0   1,175   99.0 
Total  66,689       53,459     

 

·Audit Fees: corresponds to the audit of our annual consolidated financial statements, the review of our quarterly financial statements, according to ISRE 2410, as well as the audit and review of financial statements of our subsidiaries, services relating to issuance of comfort letters in securities offerings and audit of internal controls in connection with the Sarbanes-Oxley Act requirements.
audit fees: corresponds to the audit of our annual financial statements, the review of our quarterly financial statements, as well as the audit and review of financial statements of our subsidiaries, services relating to issuance of comfort letters in securities offerings, issuance of reports required by regulatory bodies and audit of internal control over financial reporting in connection with the Sarbanes-Oxley Act requirements;

·Audit-Related Fees: corresponds to services provided in connection with the issuance of appraisal reports at book value, assistance related to review of documents to be filed with local and foreign regulatory bodies, including documents regarding compliance with legislation and regulations, audit of specific financial statements, compliance with Greenhouse Gas Emissions controls and policies, due diligence activities, assurance of special purpose reports and previously agreed-upon procedures to review profit share calculation with respect to commercial partnership contracts.
audit-related fees: corresponds to services provided in connection with the issuance of appraisal reports at book value, assistance related to review of documents to be filed with local and foreign regulatory bodies, including documents regarding compliance with legislation and regulations, audit of specific financial statements, compliance with greenhouse gas emissions controls and policies, due diligence activities, assurance of special purpose reports and previously agreed-upon procedures to review profit share calculation with respect to commercial partnership contracts;

·Tax Fees: corresponds to tax consulting and advising on cross-border transactions, revision of tax contingencies and of potential tax risks, and review of Brazilian income tax.
tax fees: corresponds to tax consulting and advising on cross-border transactions and review of Brazilian income tax;and

·Other Fees: corresponds to internet security testing, evaluation of business continuity management, benchmarking and diagnostics, use of surveys and technical materials, independent review of accounting and tax matters of transactions outside Brazil, independent review of the implementation plan using the COSO 2013 framework, independent review of credit models, and consultancy related to internal processes and benchmarking of a middle market transaction.
other fees: corresponds to training, use of surveys and technical materials, independent review of accounting and tax matters of transactions outside Brazil, independent review of the implementation plan using the COSO 2013 framework, independent review of credit models, consultancy related to internal processes and benchmarking of a middle market transaction, review of credit card debt negociation process controls and advising on the revision of structuring sale of a credit portfolio.

 

Personnel Committee

The Personnel Committee is responsible for establishing the main guidelines related to personnel. Its duties include establishing guidelines related to talent attraction and retention, recruiting and qualification, and our long term incentive programs.

 

In 2015, weThroughout 2016 our journey took an important step inus to the consolidation of our corporate culture with(“Our Way”), and we have escalated some actions for disseminating and engaging our risk management principles. We started a process to unveil the updatebank’s purpose, which encompassed the following steps: (1) understanding Itaú Unibanco’s history, its values and peculiarities based on its large history ofNosso Jeito de Fazer (Our Way of Making it Happen). Five years after being launched, we noted mergers and acquisitions; (2) mapping its historical and potential heritage for the need for revisiting the “decalogue” – a set of ten attributes that translated our culturefuture; and reflected the needs of the period of its launch, soon after the merger. The current challenge is to emphasize the principal aspects that should support our strategy moving forward.

 

A-56

The discussion process involved the Associates, Partners and members of the Personnel Committee. Our Way was defined as follows: (1) It’s only good for us if it’s good for the client; (2) We’re passionate about performance; (3) People mean everything to us; (4) The best argument is the one that matters; (5) Simple. Always; (6) We think and act like owners; and (7) Ethics are non-negotiable. We went from ten to seven attributes, consisting of more modern and direct language.

Concurrently, we advanced(3) designing the conceptual and strategic territory in which the harmonization of our human resources (HR) practices of Itaú BBA and Itaú Unibanco,branch will firmly anchor its purpose. We monitored the talent programs, which came together to constitute the Wholesale (DGA). We were successful in converging the different models and practices, while always respecting the particularities and needs of each area.

We continue acting stronglyare aimed to attract talenttalents from the best universities in Brazil and throughout the world increasingly investing in vacation internships, trainee programsby adopting a highly rigorous selection process, and international MBAs.

All this withrecorded a significant resultincrease in the employee satisfaction survey, which improved by 200 bps, from 80% to 82%.number of participants. Finally, we addressed significant topics, such as the executive succession planning for many careers in the bank, and diversity as a strategic value.

 

Pedro Moreira Salles

Chairman of the Board of Directors and President of the Personnel Committee

 

Related Parties Committee

The Related Parties Committee is responsible for analyzing transactions between related parties in the circumstances specified by our Transactions

Our governance

A-53

Annual Report 2015

with Related Parties Policy in order to ensure equality and transparency in such transactions. ItThe Committee is composed entirely composed of independent members.

 

"Beginning in December 2014,“Throughout 2016, the Committee's duties were expanded and now includeCommittee acted effectively on the analysis of all transactions with related parties or sets of related transactions in which the aggregate amount involved during a one-year period exceeds R$ 1 million. Previously, the Committee's analysis was applicable to transactions with related parties that had reached, in one agreement or in the aggregate with successive agreements for the same purpose, an amount equal to or higher than 0.1% of our stockholders' equity during any such one-year period. This change represented a significant expansion of the Committee's duties. During 2015, the conglomerate's internal procedures were revised to reflect this expansion and the recent regulatory changes concerning related party transactions. We thus continue withtransactions, having always in mind the missionpurpose of assuring equal treatmentensuring equality among stockholders, investors, and transparency,stakeholders, as well as ensuring stockholders, investorsmore transparency to the market. Approximately 30 related-party transactions of diversified types were analyzed, such as those involving real estate, supply, and stakeholders thattechnology. Another highlight was the creation of an Internal Circular Letter, aimed at improving processes related to the Transactions with Related Parties Policy, by formalizing internal responsibilities and the flows associated with the governance of transactions. Accordingly, we proceed with our commitment to keep Itaú Unibanco Holding is alignedin line with the best practices with respect to corporate governance."governance practices.”

 

Gustavo Jorge LaboissiereLaboissière Loyola

Independent Director and member of the Related Parties Committee

 

Transactions with related parties

Our Policy for Transactions with Related Parties, or Related Parties Policy, defines the concept of related parties and establishes rules and procedures for transactions among them. It provides that such transactions must be carried out in writing, under market conditions, pursuant to our internal practices (such as the guidelines set forth in our Code of Ethics) and, subject to materiality criteria defined by accounting standards, disclosed in our financial statements.

Transactions with related parties involving amounts higher than a certain threshold are subject to additional internal governance procedures. In December 2014, our Related Parties Policy was amended to establish that transactions with related parties, or sets of related transactions, that involve, in the period of one year, amounts higher than R$1.0 million are subject to additional internal governance procedures. Such transactions must be approved by our Related Parties Committee, composed entirely of independent members of our Board of Directors. Moreover, such transactionsDirectors, and are submitted to the review of our Ethics and Ombudsperson Superintendency and reported to our Board of Directors on a quarterly basis. Please refer towww.Itaú.com.br/ www.itau.com.br/_arquivosestaticos/RI/pdf/en/IHF_Politica_Partes_Relacionadas_ING.pdfIHF_Politica_Partes_Relacionadas_ING.pdf for our Related Parties Policy.

 

Instruction CVM Rulling No. 480/2009 requires that transactions with related parties that meet the conditions set forth by Schedule 30-XXXIII of such rule be disclosed within seven business days of their occurrence, in accordance with the terms defined in such rule.

 

Additionally, Brazilian regulation sets forthlaws and regulations provide that financial institutions are not allowed to grant loans, advances or guarantees to certain individuals and entities related to them, including:

 

(i)officers, and members of the board of directors, fiscal council, advisory councils and other statutory committees, as well as their spouses, ascendants, descendants and collateral relatives to the second degree, either blood relatives or in-laws;

(ii)individuals or legal entities that directly or indirectly control the financial institution or hold more than 10% of the financial institution'sinstitution’s share capital;

(iii)legal entities directly or indirectly controlled by the financial institution or legal entities in which the financial institution directly or indirectly holds more than 10% of the share capital; or

(iv)legal entities directly or indirectly controlled by the individuals mentioned in items "i"“i” and "ii"“ii” above or legal entities in which such individuals directly or indirectly hold more than 10% of the share capital.

 

Please refer to section Performance, item ConsolidatedComplete Financial Statements (IFRS), Note 35 - Related Parties, for further details about the related parties we do business with and the main terms of those transactions.

 

Nomination and Corporate Governance Committee

The Nomination and Corporate Governance Committee is composed entirely of non executive directors and is responsible for stimulating and overseeing discussions of matters related to our governance. Its duties include analyzing and issuing opinions on situations of potential conflicts of interest between the directors and companies of the Itaú Unibanco Group, periodically reviewing the criteria for nomination of our independent directors, in accordance with governance principles and applicable regulation, giving methodological and procedural support for the assessment of the Board of Directors, individual directors, committees and the chief

A-57

executive officer, and discussing and making recommendations on the succession of the directors and the chief executive officer. Please refer to section Our Governance,governance, item Management Structure,structure, for further information about changes in our Board of Officers.

 

"The agenda of the Nomination and Corporate Governance Committee held 2 meetings in 2015; during which a number of topics were discussed, such as:2016 was highly intense, as it addressed several relevant themes for the Company’s good governance, particularly the CEO succession process.

Among other issues also addressed over the year, noteworthy issues are as follows:

 

Discussions and recommendations on nominees to make up the Board of Directors and its Committees;

Performance evaluationsApproving the Management Nomination Policy and defining a fixed 75% minimum percentage of attendance at meetings for members of the Board of Directors and the Committees, which is in line with the best corporate governance practices; and

Discussions on the evaluation results for the Board of Directors and its members, includingas well as for the chairmanChairman and CEO;CEO.”
Approval of improved aspects of the evaluation of the CEO;
Analysis of performance evaluations of the Executive Committee's members;
Detailed performance evaluations of the various committees and their members, and analysis of suggestions for improved effectiveness of the committees; and
Approval of the proposal to adhere to the rotation rule for members of the Audit Committee."

 

FabioFábio Colletti Barbosa

Independent Director and member of the Nomination and Corporate Governance Committee

 

Our governanceA-54

Annual Report 2015

Risk and Capital Management Committee

The Risk and Capital Management Committee is responsible for supporting the Board of Directors in performing its responsibilities related to our capital and risk management as well as submitting reports and recommendations on these topics for the approval of the Board of Directors. Its duties include establishing our risk appetite and minimum return expected on our capital, overseeing our risk control and management activities in order to assure their adequacy to the risk levels assumed and the complexity of our operations as well as the compliance with regulatory requirements. It is also responsible for promoting the improvement of our risk culture.

 

"During 2015, the Risk and Capital Management Committee,“In 2016, in the performance ofaddition to exercising its dutiesmandate of supervising risk and capital management activities, continued overseeingthe Risk and Capital Management Committee committed a significant amount of time to revisiting our risk appetite ensuringpolicy. It improved its approach on governance issues and extended the alignmentscope of risks monitored in connection with the established strategies, monitored the conglomerate's main creditthis appetite, by adding aspects related to operational risk, exposures, assessed the sufficiency and adequacy of our capital levels, in normal and stress scenarios, and conducted an in-depth analysis of our credit models, information security and money laundering prevention."reputation to the management of risks of credit, market, and liquidity and capitalization level.”

 

Pedro Luiz Bodin de Moraes

Independent Director and President of the Risk and Capital Management Committee

 

Strategy Committee

The Strategy Committee is responsible for leading discussions of strategic matters critical to us. Its duties include proposing budgetary guidelines for the Board of Directors, and issuing opinions and recommendations on the strategic guidelines and investment opportunities in order to support the decisions of the Board of Directors.

 

"In 2015, the“The Strategy Committee reviewedheld five meetings during 2016, which were intended to address issues on sustainability and validated certain pointsadequacy of guidelines to major world trends, on the suitability and its impact on current and future business, and on the profit pool of the financial system, by analyzing the strategy of inserting Itaú Unibanco Holding into the many segments of this market. In addition to these more comprehensive themes, the Committee addressed the several scenarios for both 2017 and the following years, as well as its adequacy to the strategic plan and any possible acquisition of new business. Noteworthy mentioning in 2016 was the purchase of the remaining shares of Itaú BMG Consignado, required for us to hold 100% of its strategic plan,capital, and the purchase of Citibank’s retail business in Brazil, which covers the period ending in 2020. New technological challenges, including digital payment methods and security of banking operations, were subject to constant discussionis pending approval by the Committee. Of note is the creation of the Technology Subcommittee as an advisory body to the Strategy Committee. The merger of our operations in Chile and Colombia with CorpBanca were completed as planned. The budget and goals of the Itaú Unibanco conglomerate for the 2016 fiscal year are aligned with this strategic plan."CADE.”

 

Nildemar Secches

Independent Director and member of the Strategy Committee

 

Compensation Committee

The Compensation Committee is composed entirely of non executive members and is responsible for leading discussions of matters related to our management compensation. Its duties include developing the Compensation Policy for our management members, proposing to our Board of Directors different methods of fixed and variable compensation, in addition to benefits and special recruiting and termination programs, discussing, analyzing and overseeing the implementation and operation of our existing compensation models, and discussing the general principles for the compensation of our employees.

 

"During 2015,“Throughout 2016 the Compensation Committee was engaged in:dedicated to:

 

Adjusting and correcting certain distortions in the models in use, particularly in certain pools and their effects on areas of support;
-Approving individual penalties as a consequence of realized Allowancedefining the overall compensation for Loan Losses;
Establishing the global amount for use in compensation of the members of the Board of Directors and Executive Board of Officers;Board;

-approving the bank’s overall bonus pool, taking into account a scenario of higher default for the wholesale banking segment;

-Approvingchanging the overall calculation model and the bank pool limit for the investment banking and private banking segments, therefore adjusting these segments to the institution’s other areas;

-complying with the Central Bank’s request to adjust the executive compensation to the market risk, so that it refrains from having financial targets;

-approving a model for a new area designed for “restructuring loan portfolios”;

-approving the individual compensation of the members offor the Executive Committee; andCommittee members;

-Analyzinganalyzing the comparative study on executive compensation and executive market research, andwith the conclusion was that our model is consistent with market levels and our results."own results; and

-approving rules for the so-called “good leavers”, that is, Officers who leave our organization to work with the Government, by prompting the termination of the vesting period and making them immediately dispose of their shares, to avoid any conflict of interest.”

 

Henri PenchasAlfredo Egydio Arruda Villela

Member of the Compensation Committee

 

Digital Advisory Board

The Board of Directors shall constitute a Digital Advisory Board which shall supply the Board with inputs, thus supporting the latter’s reflections on customer experience as impacted by the evolution of technology and world trends.

Annual evaluation of the Board of Directors and Board Committees

To assess the performance of our management and in order to comply with best corporate governance practices, we annually carry out an evaluation of our Board of Directors, its members and its Chairman, as well as the Board committees.

Decisions regarding whether to propose the reelection of Board members to the Annual General Shareholders'Stockholders Meeting and of the members of the Board committees to the Board take into account both (i) positive performance results and high attendance toat meetings during the previous term and (ii) the level of independence and industry experience.

 

Evaluation process

The evaluation process consists of the following stages: self-evaluation of the members of the Board, cross-evaluation of the members of the Board (Board members evaluate each other), evaluation of the Board itself by its members, evaluation of the Chairman by the Board members and evaluation of the Board committees by their members.

 

The evaluation process is structured taking into consideration the specific responsibilities of the Board, its members, its Chairman, and each of the Board'sBoard’s committees. Therefore, we aim at a high level of expertise.

 

The evaluation process is conducted by an independent person, responsible for distributing specific questionnaires to the Board of Directors and to each of the Board committees, as well as interviewing members of the Board and Board committees individually. The independent person is also responsible for analyzing the answers and comparing them to the results from the previous years to identify and address any findings and/or gaps relating to the Board of Directors or the Board committees that may be revealed by this process.

 

Our governanceA-55

Annual Report 2015

Methodological support and independent evaluation

The AppointmentsNomination and Corporate Governance Committee provides methodological and procedural support to the evaluation process. The Committee also discusses the results of the evaluation, as well as the composition and succession plan of the Board.

 

Besides such support by the AppointmentsNomination and Corporate Governance Committee, an independent person is responsible for carrying out the evaluation process itself.

 

International Advisory CouncilBoard

The International Advisory CouncilBoard is responsible for evaluating the prospects for the world economy and the adoption by us of internationally accepted codes and standards, especially with respect to monetary and financial policy, corporate governance, capital markets, payments systems and prevention of money laundering, in order to contribute towards strengthening our presence in the international financial community and to provide guidelines for the Board of Directors. The International Advisory CouncilBoard is comprised of the following individuals, some of whom are not members of our Board of Directors or employees of the Itaú Unibanco Group: Pedro Sampaio Malan, Alessandro Profumo, AndreAndré Lara Rezende, Andres Velasco, Angel CorcóCorcóstegui,Pascal Lamy, Pedro Moreira Salles, Ricardo Villela Marino, Roberto Egydio Setubal and Vikram Pandit.

 

A-59

Fiscal Council

The Fiscal Council is an independent body composed of three to five members and the same number of alternates, elected annually by our stockholders to supervise the activities of our management, to examine our financial statements for the year ended and to issue an opinion on such financial statements, among other duties established by Brazilian law. The fiscal council must operate independently from management, our external auditors and the Audit Committee.

 

Although its permanent existence is not legally mandatory, we have had a Fiscal Council established and functioning uninterruptedlycontinuously since 2000.

Please refer towww.itaú.com.br/_ arquivosestaticos/ www.itau.com.br/_arquivosestaticos/RI/pdf/en/Rules_Fiscal Council.pdf,Rules_Fiscal_Council.pdf, for each committee rules.

 

Board of Officers

Our Board of Officers is elected annually by the Board of Directors and its role is to implement the guidelines proposed by our Board of Directors. The officers manage our daily business activities, ensuring the best allocation and management of our funds to accomplish our established goals. The structure of our Board of Officers takes into account the segmentation of our businesses, which demands in-depth knowledge in different areas, skills and business sectors given our organization'sorganization’s complexity.

 

Pursuant to Brazilian law, the election of each member of our Board of Officers must be approved by the Central Bank. Also under Brazilian law, an acting officer retains his or her position until he or she is reelected or a successor takes office. Our officers are subject to internal and periodic assessment, in which performance criteria such as client satisfaction, personnel and financial management are considered.

 

As announced on February 23, 2015,November 9, 2016, structural changes were made to the management of Itaú Unibanco Holding. The chart below presents our Board of Officers, made up of threetwo General Managers and twothree Vice Presidents:

 

  

Our governanceA-56

Annual Report2015

Disclosure and Trading Committee

The Disclosure and Trading Committee reports to the Board of Officers and is comprised of members of the Board of Directors and of the Board of Officers of Itaú Unibanco Holding or any company of the Itaú Unibanco Group, and professionals of proven knowledge in the capital markets area, appointed by our Investor Relations Officer, who is also a permanent member of the committee.

 

The committee is responsible for managing our Policy of Material Information Disclosure and our Policy on Trading of Securities. We were among the first publicly held companies in Brazil to have such a committee.

 

The duties of the Disclosure and Trading Committee include carrying out internal actions intended to improve the information flow and foster the ethical conduct of our management members and our employees in order to ensure transparency, quality, equality and security in the information provided to our stockholders, investors and other participants in the capital markets.

 

Our Directors and Executive Officers

Four of our directors, Alfredo Egydio Arruda Villela Filho, Ricardo Villela Marino, Alfredo Egydio Setubal and Roberto Egydio Setubal, are members of the Egydio de Souza Aranha family and one of our directors, Pedro Moreira Salles, is a member of the Moreira Salles family.

 

During the Board of Directors meeting held on March 26, 2015, Executive Officers Claudia Politanski and Eduardo Mazzilli deVassimon kept their positions of Vice President, and Officer Alexsandro Broedel Lopes was appointed as an Executive Officer. During the same meeting, Officer Leila Cristiane Barboza Braga de Melo was appointed as an Executive Officer and Alvaro Felipe Rizzi Rodrigues and José Virgilio Vita Neto were elected as Officers.

Our Board of Directors was elected and reelected on April 29, 201527, 2016 at our annual stockholders'meeting.stockholders’ meeting. Pedro Moreira Salles, Alfredo Egydio Arruda Villela Filho, Roberto Egydio Setubal, Alfredo Egydio Setubal, Candido Botelho Bracher, Demosthenes Madureira de Pinho Neto, Fábio Colletti Barbosa, Gustavo Jorge LaboissièreLaboissiere Loyola, Henri Penchas, Nildemar Secches, Pedro Luiz Bodin de Moraes and Ricardo Villela Marino were reelected as members of our Board of Directors, each for a term of one year.

On the same date, Fabio Colletti BarbosaJosé Galló was also elected as a member of the Board of Directors. Israel VainboimHenri Penchas was not reelected, having reached the age limit provided in our Bylaws.


In addition, Iran Siqueira Lima, Alberto Sozin Furuguem and Luiz Alberto de Castro Falleiros were reelected as members of our Fiscal Council, and José Caruso Cruz Henriques and João Costa were reelected as alternate members of our Fiscal Council. At the same time, Carlos Roberto de Albuquerque Sá was elected as an alternate member of the Fiscal Council, replacing Ernesto Rubens Gelbcke.

During the Board of Directors meeting held on April 29, 2015, the members of our Board of Executive Officers were reelected for a term of one year. On the same date, Officers Marco Ambrogio Crespi Bonomi, Márcio de Andrade Schettini and Paulo Sergio Miron were nominated as members of the Board of Executive Officers for a term of office of one year. Also, on April 29, 2015, the members of the Strategy, Risk and Capital Management, Nomination and Governance, Personnel, Compensation and Related Parties Committees were reelected for a term of one year.

The members of the Audit Committee were also reelected for a term of one year, except for Alkimar Ribeiro Moura who was not reelected as a member of the Audit Committee, remaining in this office until the members elected on April 29, 2015 took office. On that date, Antonio Francisco de Lima Neto was also elected as a member of the Audit Committee.

On June 26, 2015, the Central Bank approved the election and re-election of the members of our Board of Directors, Board of Executive Officers, Fiscal Council and Audit Committee.

All members of our Board of Directors were reelected at the Ordinary Shareholders' Meeting held on April 27, 2016, for a one-year term, with the exception of Henri Penchas, who has reached the ceiling age as per our Bylaws. On that same date, José Galló was elected a member of the Board of Directors.

Pursuant to best corporate governance practices, let the record show that Directors Fábio Colletti Barbosa, Gustavo Jorge Laboissière Loyola, José Galló, Nildemar Secches, and Pedro Luiz Bodin de Moraes arehave been deemed by us to be independent members of the Board of Directors.

 

As concernsWith respect to our Fiscal Committee, Iran Siqueira Lima was reelected as an effective member, with José Caruso Cruz Henriques also being reelected as his alternate. Alkimar Ribeiro Moura was elected as an effective members,member, with João Costa also being reelected as his alternate. The currentCurrent alternate Carlos Roberto de Albuquerque Sá was elected an effective member, with Eduardo Azevedo do Valle being elected on the presentsame date as his alternate.

 

At the Meeting of the Board of Directors of April 28, 2016, the members of our Board of Officers were reelected for a term of office of one year, onyear. At the same occasionmeeting Atilio Luiz Magila Albiero Júnior, Fernando Barçante Tostes Malta, Gilberto Frussa and Sergio Mychkis Goldstein beingwere elected officers. The members of the Audit Committee were also reelected for a term of office of one year with the exception of Luiz Alberto Fiore. On the same date, Ricardo Baldin was elected to the Audit Committee; however, he did not continue as a seatmember of the Audit Committee on account of having accepted an invitation to join the Executive Board of theBanco Nacional de Desenvolvimento Econômico e Social – BNDES (the Brazilian Development Bank).

On May 3, 2016, we announced that Professor Iran Siqueira Lima, President of our Fiscal Council, reelected at the Annual General Meeting of April 27, 2016, had passed away on April 29. In light of this, José Caruso Cruz Henriques, elected as alternate member of our Fiscal Council on April 27, 2016, assumed the position as an effective member for a term of office, which shall terminate on the date of the Annual General Meeting for 2017. The position of alternate member held by Mr. José Caruso remains vacant until our next General Meeting is held.

In addition, the current members of our Audit, Strategy, Risk and Capital Management, Nomination and Governance, Personnel, Compensation and Related Parties Committees were reelected for a term of one year.

On June 7, 2016, the Central Bank approved the election and reelection (as applicable) of the members of our Board of Directors, Fiscal Council and Audit Committee.

 

On November 24, 2016, at the Board of Directors Meeting, Rogério Paulo Calderón was elected to the position of member of the Audit Committee and, on December 22, 2016, the Central Bank approved this election.

On December 9, 2016, at the Board of Directors Meeting, André Sapoznik and Caio Ibrahim David were elected to the position of Vice President of the Board of Officers. At the same meeting, Vice President Eduardo Mazzili de Vassimon was reassigned to the position of General Director.

On the same date, it was recorded that the General Directors will have the following specific duties:

·Candido Botelho Bracher is the Deputy CEO, responsible for supporting the CEO in his activities. This role will be performed on a temporary basis until Candido takes office as CEO, the position for which he will be elected after the next Ordinary General Stockholders’ Meeting;

·Eduardo Mazzilli de Vassimon is responsible for structuring the services and establishing internal and operational rules related to the departments of wholesale and relationship with medium-sized and large companies, including banking services, investment banking, asset and wealth management services, international business and institutional treasury;

·Márcio de Andrade Schettini is responsible for structuring services and establishing internal and operational rules related to the Retail Bank, to client relationships and offer of products and services to our client base, including individuals and companies, comprised in all retail segmentation levels, and to the insurance, pension plan, and premium bonds departments; and

·Marco Ambrogio Crespi Bonomi is responsible for supporting the process of transfer of his activities to Márcio de Andrade Schettini and this job will be performed on a temporary basis until he takes office as member of the Board of Directors, of April 28, 2016, the members ofposition for which he will be appointed at the Audit Committee were also reelectednext Ordinary General Stockholders’ Meeting.

In the same way as the Vice Presidents, André Sapoznik is responsible for coordinating and organizing the technical and operational infrastructure that is necessary for the term of office of one year withCompany’s business and Caio Ibrahim David is responsible for the exception of Luiz Alberto Fiore. As ofcontrol and risk management department, the same date, Ricardo Baldin was elected as a member of this Committee.finance segment and the controllership department.

 

The elections and re-elections of the members are subjective to approvalwere approved by the Central Bank of Brazil.on January 5, 2017.

 

The composition of the statutory bodies as of December 31, 2016 is as follows:

Our governanceA-57

Annual Report2015

Members


Name (age), position

 Member
since
 Audit
Committee
 Personnel
Committee
 Related
Parties
Committee
 Nomination and
and Corporate
Governance
Committee
 Risk and
Capital
Management
Committee
 Strategy
Committee
 Compensation
Committee(1)
 International
Advisory
Council(2)
Pedro Moreira Salles (56), Chairman08/2009PBoard of Directors(3)P
(12 members)
PPM
Alfredo Egydio Arruda Villela Filho (46), Vice03/2003M    M
Chairman Roberto Egydio Setubal (61), Vice03/2003MMMM
Chairman Alfredo Egydio Setubal (57), Member06/2007MMM
Candido Botelho Bracher (57), Member02/2009MM
Board of Directors(3)Demosthenes Madureira de Pinho Neto (55), Member05/2012MM
(12 members)Fábio Colletti Barbosa (61), Independent MemberI07/2015MMM
Gustavo Jorge Laboissière Loyola (63), Independent MemberI07/2006MM
Henri Penchas (69), Member03/2003MMM
Nildemar Secches (67), Independent MemberI05/2012MPM
Pedro Luiz Bodin de Moraes (59), Independent MemberI02/2009MPM
Ricardo Villela Marino (41), Member06/2008MM
Roberto Egydio Setubal (61), Chief Executive Officer §11/1995                
Candido Botelho BracherPedro Moreira Salles (57), General ManagerChairman08/2009  § 08/2005   
Alfredo Egydio Arruda Villela Filho (47), Vice Chairman03/2003     
Roberto Egydio Setubal (62), Vice Chairman03/2003
Alfredo Egydio Setubal (58), Member06/2007
Candido Botelho Bracher (58), Member02/2009
Demosthenes Madureira de Pinho Neto (56), Member05/2012
Fábio Colletti Barbosa (62), Independent Member07/2015 
Gustavo Jorge Laboissière Loyola (64), Independent Member07/2006  
José Galló (65), Independent Member04/2016            
 Márcio de Andrade Schettini (51)Nildemar Secches (68), General ManagerIndependent Member05/2012   07/2015          
 Marco Ambrogio Crespi Bonomi (59)Pedro Luiz Bodin de Moraes (60), General ManagerIndependent Member07/201502/2009              
 Claudia Politanski (45)Ricardo Villela Marino (42), Vice PresidentMember 11/06/2008           
Eduardo Mazzilli de Vassimon (57), Chief Financial Officer and Vice President03/2013
Alexsandro Broedel Lopes (41), Executive Officer08/2012
Leila Cristiane Barboza Braga de Melo (44), Executive Officer04/2015
Board of OfficersPaulo Sergio Miron (49), Executive Officer07/2015
(19 members)Adriano Cabral Volpini (43), Officer02/2015
Álvaro Felipe Rizzi Rodrigues (38), Officer04/2015
Cláudio José Coutinho Arromatte (49), Officer02/2015
Eduardo Hiroyuki Miyaki (43), Officer08/2011
Emerson Macedo Bortoloto (38), Officer11/2011
José Virgilio Vita Neto (37), Officer04/2015
Marcelo Kopel (51), Officer and Investor Relations Officer06/2014
Matias Granata (41), Officer07/2014
Rodrigo Luis Rosa Couto (40), Officer01/2012
Wagner Bettini Sanches (44), Officer06/2014
Antonio Francisco de Lima Neto (50), Independent MemberI07/2015M    
Diego Fresco Gutierrez (45), Independent Member and Financial ExpertI04/2014M
Audit Committee(3)Geraldo Travaglia Filho (64), Independent MemberI03/2013P
(6 members)Luiz Alberto Fiore (64), Independent MemberI03/2012M
Maria Helena dos Santos Fernandes de Santana (56), Independent MemberI06/2014M
Sergio Darcy da Silva Alves (70), Independent MemberI04/2014M
Fiscal Council(3)Alberto Sozin Furuguem (72), Independent MemberI07/2006
Iran Siqueira Lima (71), Independent MemberI03/2003
(3 members)                     
Board of Officers
(24 members)
Roberto Egydio Setubal (62), Chief Executive Officer11/1995
Candido Botelho Bracher (58), General Manager08/2005
Márcio de Andrade Schettini (52), General Manager07/2015
Marco Ambrogio Crespi Bonomi (60), General Manager07/2015
Eduardo Mazzilli de Vassimon (58), General Manager03/2013
André Sapoznik (44), Vice President12/2016
Caio Ibrahim David (48), Chief Financial Officer and Vice President12/2016
Claudia Politanski (46), Vice President11/2008
Alexsandro Broedel Lopes (42), Executive Officer08/2012
Fernando Barçante Tostes Malta (48), Executive Officer04/2016
Leila Cristiane Barboza Braga de Melo (45), Executive Officer04/2015
Paulo Sergio Miron (50), Executive Officer07/2015
Adriano Cabral Volpini (44), Officer02/2015
Álvaro Felipe Rizzi Rodrigues (39), Officer04/2015
Atilio Luiz AlbertoMagila Albiero Junior (39), Officer04/2016
Eduardo Hiroyuki Miyaki (44), Officer08/2011
Emerson Macedo Bortoloto (39), Officer11/2011
Gilberto Frussa (50), Officer04/2016
José Virgilio Vita Neto (38), Officer04/2015
Marcelo Kopel (52), Officer and Investor Relations Officer06/2014
Matias Granata (42), Officer07/2014
Rodrigo Luis Rosa Couto (41), Officer01/2012
Sergio Mychkis Goldstein (39), Officer04/2016
Wagner Bettini Sanches (45), Officer06/2014
Audit Committee(3)
(5 members)
Antonio Francisco de Castro Falleiros (58)Lima Neto (51), Independent Member07/2015 I 
Diego Fresco Gutierrez (46), Independent Member and Financial Expert04/20122014
Geraldo Travaglia Filho (65), Independent Member03/2013
Maria Helena dos Santos Fernandes de Santana (57), Independent Member06/2014
Rogério Paulo Calderón Peres (54), Independent Member11/2016
Fiscal
Council(3)
(3 members)
Alkimar Ribeiro Moura (75), Independent Member04/2016
Carlos Roberto de Albuquerque Sá (66), Independent Member04/2016
José Caruso Cruz Henriques (69), Independent Member04/2016                

(1)Includes individuals that are not members of our Board of Directors: Israel Vainboim.

(2)Includes individuals that are not members of our Board of Directors or employees of the Itaú Unibanco Group: Alessandro Profumo, André Lara Rezende, Andres Velasco, Angel Corcóstegui, Pascal Lamy, Pedro Sampaio Malan, Vikram Pandit.

(3)Independence criteria for the members of the Board of Directors, Audit Committee and Fiscal Council are diverse, under our policies and applicable regulations in force.

P  President M  MemberPresidentI Member Independent Member§ also Member of the Board of Directors

 

Our governanceA-58

A-62

 

 

Annual Report2015

COMPOSITION OF THE STATUTORY BODIES AS AT DECEMBER 31, 2015.Board of Directors

 

Board of Directors 

Pedro Moreira Salles (Chairman)has held several positions within the Itaú Unibanco Group including Vice Chairman of the Board ofBoardof Directors (February 2010 to April 2012) of Banco Itaú BBA S.A.; Vice Chairman of the Board of Directors (March 2008 to November2008)and CEO of Unibanco Holdings S.A. (March 2007 to November 2008); Vice Chairman of the Board of Directors and CEO at Unibanco - União de Bancos Brasileiros S.A. (September 2004 to November 2008) and Chairman of the Board of Directors of Unibanco Seguros S.A. (December 1995 to February 2009).

 

He has also been a Member of the Board of Directors of Totvs S.A. since March 20102010; Chairman and ChairmanMember of the Board of Directors of Companhia E. Johnston de ParticipaçParticipações since 2008 and CEO since 2015; Member of the Board of Directors (November 2008 to June 2015) and CEO since November 2008June 2015 at IUPAR having previously served as Chairman (November2008to April 2012). and Chairman of the Board of Directors of FEBRABAN since march 2017.

 

He also served as Vice Chairman of the Board of Directors of Porto Seguro S.A. (November2009to March 2012) and as Chairman of the Board of Directors of E. JohnstonRepresentação e Participações S.A. (2001 to February 2009).

 

He has a Bachelor'sBachelor’s degree, magna cum laude, in Economics and History from the University of California, Los Angeles.

He also attended the international relations master'smaster’s program at Yale University and the OPM - Owner/President Management Program at Harvard University both in the United States.

 

Alfredo Egydio Arruda Villela Filho (Vice Chairman)has been a Vice Chairman of the Board of Directors since March 2003. He2003.He has also served aas Member of the Board of Directors since April 1997; being Vice Chairman since January 2010; and having been Chairman (April 2009 to January 2010) and Vice Chairman (April 1997 to April 2009) of Itautec S.A.; Member of the Board of Directors (April 2004 to April 2010), being the Board'sBoard’s Chairman (April 2009 to November 2009) and Vice Chairman (April 2004 to April 2009 and November 2009 to April 2010) of Elekeiroz S.A.; Member of the Board of Directors since 1996, being the Board'sBoard’s Vice Chairman since 2008 of Duratex S.A.; Member of the Board of Directors since August 1995, serving as Chairman since May 2015 and CEO (September 2009 to May 2015) of Itaúsa.

 

He has also been a Member of the Itaú Unibanco Group serving as Vice Chairman of the Board of Directors of Itaú Unibanco (August 2002 to March 2003).

 

He has a Bachelor'sBachelor’s degree in Mechanical Engineering from Escola de Engenharia Mauá Engineering School of theInstituto Mauá Technology Institutede Tecnologia (IMT) and Postgraduate degree in Business Administration from the Getulio Vargas Foundation(Fundação Getulio Vargas or FGV)(FGV) both in Brazil.

 

Roberto Egydio Setubal (Vice Chairman)has held several positions withinis currently the CEO of Itaú Unibanco Group including Chief Executive Officer since November 1995 and currently responsible for the ombudsman area at Itaú Unibanco Holding; Chairman of the Board of DirectorsHolding S.A. He has overseen thecommercial operations of Banco Itaú BBA S.A. (November 2004 to April 2015).

He has also served as Vice President of Itaúsa since May 1994; President and CEO1984 being appointed Chief Executive Officer (April 1994 to March 2015),; General Manager (July 1990 to April1994)and Member of the Board of Directors (Mayfrom May 1991 to March 2003) of2003 at Itaú Unibanco; Member ofUnibanco S.A. In his career at the BoardBank, he held several positions in the controlling, products and sales areas.

Since 1995 he is member of the International Monetary Conference since 1994; Memberand he became President of IMC in June, 2010. From 1997 up to 2000, he was the elected President of FEBRABAN (Federação Brasileira de Bancos). He is also Vice Chairman of the IIF (Institute of International AdvisoryFinance) and of its Steering Committee of The Federal Reserve Bankof NewYork since 2002; MemberCrisis Prevention and Capital Adequacy. In 2000 he became member of the Trilateral Commission. In 2002 he became member of the International Advisory Committee of the NYSE since April 2000;Federal Reserve Bank of New York. In 2003 he was appointed to the Board Member of Brazilian Economic & Social Development Council (CDES). In 2010 he became Member of the China Development Forum since 2010;Forum. He is founding member and President of the National FederationExecutive Committee of Banks (FENABAN)Fundação Itaú Social that has developed various social programs in partnership with UNICEF and other NGOs. He is also a member of the Brazilian FederationExecutive Committee of Banks (FEBRABAN) (April 1997 to March 2001); PresidentInstituto Itaú Cultural and member of the Advisory BoardEconomic and Social Development Council of the Brazilian FederationPresidency of Banks (FEBRABAN)Brazil (CDES) since October 2008; Co-Chair of WEF 2015 (Word Economic Forum) since 2015.November 2016.

 

He has a Bachelor'sBachelor’s degree in Production Engineering from the Polytechnic School of the University of São Paulo(Escola Politécnica da Universidade de São Paulo or USP) (USP) in Brazil and a Master'sMaster’s degree in Science Engineering from Stanford University in the United States.

 

Alfredo Egydio Setubal (Member)has held several positions within the Itaú Unibanco Group including Vice President (AprilPresident(April 1996 to March 2015); Executive Officer (May 1993 to June 1996), Managing Officer (between 1988 and 1993) and Investor Relations Officer (1995 to 2003) of Itaú Unibanco.

 

He has also served as Vice Chairman of the Board of Directors since September 2008; CEO and Investor Relations Officer since May 2015 of Itaúsa; Advisory Board Member of the Securities Dealers'Dealers’ Association (ADEVAL) since 1993; Financial Officer for the São Paulo Museum of Modern Art (MAM) since 1992 and of ABRASCA since 1999.

 

He was Chairman of the Higher Committee for Guidance, Nomination and Ethics since 2009 and Member of the Board of Directors (1999 to2009)of the IBRI. He was a Vice President (1994 to August 2003) and President (August 2003 to August 2008), of the National Association of Investment Banks (ANBID) (now Brazilian Financial and Capital Markets Association ANBIMA).

 

He has a Bachelor'sBachelor’s and Postgraduate degrees in Business Administration from FGV in Brazil with specialization course at INSEAD (France).

 

Candido Botelho Bracher (Member)has been a Vice Chairman of the Board of Directors (March 2013 to April 2015) and CEOandCEO of Banco Itaú BBA S.A. since August 2005. Wholesale(August 2005 to December 2016). He has been the wholesale General Manager of Itaú Unibanco Holding since April 2015.

 

He has been a Member of the Board of Directors of the São Paulo Stock Exchange - BM&FBovespa S.A. (April 2009 to June 2014); Alternate Member

Our governanceA-59

Annual Report2015

of the Board of Directors (September 1999 to June 2005) and Member of the Board of Directors (June 2005 to


March 2013) of Pão de Açúcar - Cia. Brasileira de Distribuição. He was Vice President of Banco Itaú BBA S.A. (February 2003 to August 2005) where he was responsible for the Commercial, Capital Markets and Human Resources Policies units. He served as an Officer at Banco Itaú BBA Creditanstalt S.A. (1988 to 2003).

 

He has a Bachelor'sBachelor’s degree in Business Administration from FGV in Brazil.

 

Demosthenes Madureira de Pinho Neto (Member)served as Executive Officer of Itaú Unibanco (November 2008 to JanuarytoJanuary 2012).

 

He was a Vice President at Banco Itaú BBA S.A. (November 2008 to April 2009); Vice President at Unibanco (December 2004 to April 2009); Executive Officer at Unibanco Asset Management (August 2002 to July 2005).

He was Vice President of the National Association of Investment Banks (ANBID) (2000 to 2003); Chief Executive Officer at Dresdner Asset Management (November 1999 to 2002); Director of Foreign Affairs at the Central Bank (1997 to March 1999) and General Monetary and Financial Policy Coordinator for the Ministry of Finance (1993).

 

He has a Bachelor'sBachelor’s and Master'sMaster’s degrees in Economics from the Pontifical Catholic University of Rio de Janeiro (PontifíPontifícia Universidade Católica do Rio de Janeiro or PUC- Rio)(PUC-Rio) in Brazil and a Ph.D in Economics from the University of California in the United States.

 

Fábio Colletti Barbosa (Independent Member)(Member)was aChairman of the Board of Directors of Banco Santander (Brazil)(Brasil) S.A. (January(January 2011 to September 2011) and Chairman of the Board of Directors of Banco Santander S.A. (August 2008 to December 2010); Chief Executive Officer of Banco Real S.A. (1998 to 2008).

 

He was the PresidentChairman of April CommunicationsAbril Comunicações S.A. (September 2011 to March 2014); Chairman of the Board of Directors of Fundação OSESP Foundation;since 2012; Member of the Deliberative Council of Insper Institute of Education and Research;Research since 2010; Member of the Board of UN Foundation (United Nations Foundation - USA), since 2011; Member of the Board of Instituto Empreender Endeavor since 2008; Member of the Board of ALMar Participações S.A. andsince 2013; Member of the Consulting Council of Vox Capital - Investments.– Investments since 2012 and Member of the Investment Policies Committee of Gavea Investments since September 2015.

 

He has a Bachelor'sBachelor’s degree in Economics from the Faculty of EconomicsFaculdade de Economia of FGV in Brazil, and Master in Business Administration byfrom the Institute for Management and Development, Lausanne.

 

Gustavo Jorge Laboissière Loyola (Independent Member)wasChairman of the Fiscal Council (March 2003 to April 2006)April2006) and Chairman of the Audit Committee (September 2008 to April 2014) at Itaú Unibanco Holding. He has been a Partner at Tendências Consultoria Integrada S/S Ltda. since November 2002 and Tendências Conhecimento Assessoria Econômica Ltda. since July 2003. He has also been a Managing Partner at Gustavo Loyola Consultoria S/C since February 1998. He served as governor of the Central Bank (November 1992 to March 1993 and June 1995 to August 1997) and as deputy governor for Financial System Regulations and Organization of the National Financial System at the Central Bank (March 1990 to November 1992).

 

He has a Bachelor'sBachelor’s degree in Economics from the University of Brasília(Universidade de Brasília or UnB)(UnB) and a Ph.D in Economics from FGV, both in Brazil.

 

Henri Penchas (Member)José Galló (Independent Member)has been at the Itaú Unibanco Group as awas Member of the Board of Directors since April 2016 and member of the PersonnelCommittee since June 2016 at Itaú Unibanco Holding.

He has been member of the Board of Directors since 1998, having held the positions of Chairman of the Board of Directors between 1999 and 2005; Chief Executive Officer since March 1999; and Managing Director (September 19981991 to March 1999) at Lojas Renner S.A.

He has also been Officer since September 2005 at Renner Administradora de Cartões de Crédito Ltda. and Dromegon Participações Ltda.; Officer since August 2008 at LR Investimentos Ltda.; Officer since December 2015 at Realize Participações S.A.; Officer since March 1987 at Rumos Consultoria Empresarial Ltda.; Member of the Board of Directors between April 2015)2007 and Vice Chairman (July 2003 to April 2009) of Banco Itaú BBAMay 2016 at SLC Agrícola S.A.; Member of the Board of Directors (April 1997 to March 2003), Senior Vice President (April 1997 to April 2008), Executive Vice President (May 1993 to April 1997), Executive Director (1988 to 1993) of Itaú Unibanco.

He has also been thesince October 2010 at Localiza Rent a Car S.A. and Member of the Board of Directors of Itaúsa since May 2015. He was an Executive Vice President (April 2009 to April 2015), Investor Relations Officer (1995 to 2015) and Executive Officer of Itaúsa (December 1984 to April 2008). He has served as aJuly 2004 at IDV - Instituto para Desenvolvimento do Varejo; Member of the BoardDeliberative Council since June 2008 at Instituto Lojas Renner; Vice President since June 2004 at Store Directors Chamber (CDL) of Directors and Member of the Audit and Risk Management Committee of Duratex S.A. since April 2013 and as a Member of the Board of Directors of Elekeiroz S.A. since April 2013. He has been a Member of the Board of Directors and Member of the Disclosure Committee since April 2013 and CEO (April 2013 to April 2014) of Itautec S.A. - Itautec Group.Porto Alegre.

 

He has a Bachelor'sBachelor´s degree in Mechanical EngineeringBusiness Administration from Mackenzie University and Postgraduate degreeEscola de Administração de Empresas de São Paulo - Fundação Getúlio Vargas in finance from FGV, both in Brazil.1974.

 

Nildemar Secches (Independent Member)has been ais Vice Chairman of the Board of Directors of Weg S.A. (1998 to 2011) and Member of the Board of Directors since 2011; Vice Chairman1998; ViceChairman of the Board of Directors of lochpe-MaxionIochpe-Maxion since 2004; Member of the Board of Directors of Suzano Papel e Celulose since May 2008 and of Ultrapar S.A. since April 2002.

 

He was the CEO of Perdigão S.A. (January 1995 to October 2008); General Corporate Officer of the lochpe-MaxionIochpe-Maxion Group (1990 to 1994). He served as a Director of the Brazilian Economic and Social Development Bank(Banco Nacional de Desenvolvimento Econômico e Social, or BNDES)BNDES (1987 to 1990) and Chairman of the Board of Directors of Brasil Foods - BRF S.A. (April 2007 to April 2013). He served as President of the Association of Chicken Producers and Exporters (2001 to 2003).

 

He has a Bachelor'sBachelor’s degree in Mechanical Engineering from USP, in São Carlos, a Ph.D in Economics from University of Campinas (UniversidadeEstadual de Campinas or UNICAMP)(UNICAMP) and a Postgraduate degree in Finance from PUC-Rio, in Brazil.

 

A-64

Pedro Luiz Bodin de Moraes (Independent Member)served as a Member of the Board of Directors at Unibanco (July 2003 to2003to December2008). He was an Officer and Partner at Banco Icatu S.A. (1993 to 2002). He has been a Partner since 2003 and Officer (2002 to 2003) at Icatu Holding S.A. He served as Monetary Policy Director of the Central Bank (1991 to 1992) and Director of the BNDES (1990 to 1991).

 

Our governanceA-60

Annual Report2015

He has a Bachelor'sBachelor’s and Master'sMaster’s degrees in Economics from PUC-Rio in Brazil and Ph.D. degree in Economics from the Massachusetts Institute of Technology (MIT) in the United States.

 

Ricardo Villela Marino (Member)has served Itaú Unibanco Group as a Vice President of Itaú Unibanco since August 2010. He2010.He served as Executive Officer (September 2006 to August 2010), Senior Managing Director (August 2005 to September 2006), Managing Director (December 2004 to August 2005) at Itaú Unibanco. He has served as an Alternate Member of the Board of Directors of Itaúsa since April 2011.

 

He has served as an Alternate Member of the Board of Directors of Duratex S.A., Elekeiroz S.A. and Itautec S.A. since April 2009. He was President of the Latin American Federation of Banks (FELABAN) (2008 to 2010).

 

He has a Bachelor'sBachelor’s degree in Mechanical Engineering from the Polytechnic School ofEscola Politécnica at USP in Brazil and a Master'sMaster’s degree in Business Administration from MIT Sloan School of Management, Cambridge in the United States.

 

Board of Officers

The resumesrésumés of Mr. Roberto Egydio Setubal (Vice Chairman and Chief Executive Officer), and Mr. Candido Botelho Bracher (Member of the Board and Chief Executive Officer of Banco Itaú BBA S.A.) and Mr. Ricardo Villela Marino (Member of the Board and Vice President of Itaú Unibanco)Board) are detailed above, in the Board of Directors item.

 

MárcioEduardo Mazzilli de Andrade SchettiniVassimon (General Manager)has served the Itaú Unibanco Group as a General Manager since April 2015 and Vice President (November 2008 to March 2015) of Itaú Unibanco.

He has served as a Vice President (April 2004 to April 2009) at Unibanco.

He has a Bacharelor's degree in Engineering and a Master's Degree in Business Administration from PUC-Rio, where he also specialized in mathematical models. He also attended the Administration program for Owners and Presidents at Harvard University.

Marco Ambrogio Crespi Bonomi (General Manager)has served Itaú Unibanco Group as a General Manager since April 2015 and Vice President (April 2007 to March 2015); Executive Director (April 2004 to April 2007); Senior Managing Director (October 2000 to April 2004); Managing Director (August 1998 to October 2000) of Itaú Unibanco.

He has served as an Executive Director (November 2008 to June 2014) of Unibanco; Vice President since April 2004 of ACREFI - National Association of Credit.

He has a Bacharelor's degree in Economics from theFundação Armando Alvares Penteado (FAAP) (1978), Executive Financial courses at FGV (1982) and Capital Markets at New York University (1984).

Claudia Politanski (Vice President)has held several positions within the Itaú Unibanco Group including Vice President since April 2015 at Itaú Unibanco Holding, having been an Executive Officer (November 2008 to March 2015); ViceincludingVice President of Itaú Unibanco since July 2013. She is currently responsible for the Legal, Institutional & People areas and serves as general legal counsel.

She joined Unibanco in 1991 and became an Executive Officer (August 2007Holding (April 2015 to July 2014)December 2016); Officer (February 2006 to August 2007) and a Deputy Officer (July 2003 to February 2006). She was also an Executive Officer of Itaú Unibanco (February 2010 to July 2013).

She has a Bachelor's degree in Law from USP and an MBA from Dom Cabral Foundation, in Minas Gerais, both in Brazil. She also has a Master of Laws (L.L.M.) from the University of Virginia in the United States.

Eduardo Mazzilli de Vassimon (Vice President)has held several positions within the Itaú Unibanco Group including Vice President of Itaú Unibanco since March 2013 and Member of the Board of Directors (November 2004 to April 2015) and Chief Executive Officer (since December 2016) of Banco Itaú BBA S.A. (November 2004 to April 2015).

 

He also served as Vice President of Banco Itaú BBA S.A. (November 2004 to December 2008), and was responsible for the international, financial institutions, products, client desk and treasury departments. He has served as General Manager of Itaú Unibanco (1980 to 1990). He has served as Vice Chairmanmember of the Board of Directors at Investimentos Bemge S.A. since February 2013. He worked as Deputy Foreign Exchange Director (1990 to 1991) and as International Unit Director (1992 to 2003) of Banco BBA-Creditanstalt S.A.

He has a Bachelor'sBachelor’s degree in Economics from the School of Economics ofFaculdade de Economia at USP (1980) and in Business Administration from FGV (1980). Master'sHe also has Master’s degrees from the São Paulo Business Administration School ofat FGV (1982) and fromÉcole dês Hautes EtudesÉtudes Commerciales(1982) in France.

 

Alexsandro Broedel Lopes (Executive Officer)Márcio de Andrade Schettini (General Manager)has served the Itaú Unibanco Group as General Manager since April2015 and Vice President (November 2008 to March 2015) of Itaú Unibanco.

He has served as Vice President (April 2004 to April 2009) at Unibanco.

He has a Bacharelor’s degree in Engineering and a Master’s degree in Business Administration from PUC-Rio, where he also specialized in mathematical models. He also attended the Administration program for Owners and Presidents at Harvard University.

Marco Ambrogio Crespi Bonomi (General Manager)has served Itaú Unibanco Group as a General Manager since April2015 and Vice President (April 2007 to March 2015); Executive Director (April 2004 to April 2007); Senior Managing Director (October 2000 to April 2004); Managing Director (August 1998 to October 2000) of Itaú Unibanco.

He has served as Executive Director (November 2008 to June 2014) of Unibanco; Vice President (April 2004 to April 2011) of ACREFI – National Association of Credit.

He has a Bacharelor´s degree in Economics fromFundação Armando Alvares Penteado(FAAP) (1978), Executive Financial courses at FGV (1982) and Capital Markets atNew York University (1984).

André Sapoznik (Vice President)has held several positions within the Itaú Unibanco Group including Vice President ofItaú Unibanco Holding since December 2016; Executive Officer since December 2011 and Officer from April 2009 to December 2011 at Itaú Unibanco. He joined Unibanco in 1998.

He has a Bachelor’s degree in Production Engineering from Escola Politécnica da Universidade de São Paulo and an MBA from Stanford University Graduate School of Business.

Caio Ibrahim David (Vice President and Chief Financial Officer)has held several positions within the Itaú UnibancoGroup including Vice President of Itaú Unibanco Holding since December 2016; Executive Officer from June 2010 to April 2015 and member of the Disclosure and Trading Committee since July 2010.

He has also served as Vice President since July 2013; Executive Officer from August 2010 to July 2013 and was responsible for the area of finance at Itaú Unibanco S.A. He joined the Itaú group in 1987 as a trainee, working in the areas of accounting and control of market and liquidity risks.


He is member of the Board of Directors since April 2012 and Executive Vice President from October 2010 to April 2013 at Investimentos Bemge S.A.; Member of the Board of Directors since July 2010 at Dibens Leasing S.A. - Arrendamento Mercantil; Executive Officer from April 2010 to April 2013 and Chief Executive Officer from May 2013 to March 2015 at Itauseg Participações S.A.; Vice Chairman of the Board of Directors from June 2010 to December 2012 and member of the Board of Directors from May 2010 to December 2012 at Redecard S.A.

He has a Bachelor’s degree in Engineering from Universidade Mackenzie (1986 to 1990), with Postgraduate studies in Economics and Finance (1992 to 1993) from Universidadede São Paulo and a Masters degree in Controllership from Universidade de São Paulo (1994 to 1997) and an MBA from New York University (1997 to 1999) with specialization in Finance, Accounting and International Business.

Claudia Politanski (Vice President)has held several positions within the Itaú Unibanco Group including Vice Presidentsince April 2015 at Itaú Unibanco Holding, having been Executive Officer (November 2008 to March 2015); Vice President of Itaú Unibanco since July 2013. She is currently responsible for the Legal, Institutional & People areas and serves as general legal counsel.

She joined Unibanco in 1991 and became Executive Officer (August 2007 to July 2014); Officer (February 2006 to August 2007) and Deputy Officer (July 2003 to February 2006). She was also Executive Officer of Itaú Unibanco (February 2010 to July 2013).

She has a Bachelor’s degree in Law from USP and an MBA from Fundação Dom Cabral, in Minas Gerais, both in Brazil. She also has a Master of Laws (L.L.M.) from the University of Virginia in the United States.

Alexsandro Broedel Lopes (Executive Officer)has served the Itaú Unibanco Group as Finance Executive Officer since MarchsinceMarch 2015 and OfficerChief Accountant and Controller (May 2012 to March 2015) at Itaú Unibanco..

 

He has also been an Officer at Investimentos Bemge S.A. since June 2012 and an Officer at Dibens Leasing S.A. - Arrendamento Mercantil since August 2012.

He is Member of the Board of Directors of CETIP (since May 2013), IRB Brasil Resseguros (since 2015) and IIRC (International Integrated Report Committee since 2014). He has also been a memberMember of the Accounting Standards Advisory Forum (ASAF) of the International Accounting Standards Board (IASB); member of the Board of Directors since 2010. His academic activities include a part-time Professorship at CETIP and IRB Brasil Resseguros; member at IIRC (International Integrated Report Committee). He also is Professor at University ofUniversidade de São Paulo (Accounting and Law School)Schools) and a visiting professorappointment at the London School of Economics.Economics (LSE).

 

HePreviously, he served as a Commissioner at theCVMthe Securities and Exchange Commission of Brazil (2010 to 2012), member onMember of the Audit Committee of BMF&Bovespa in 2012 and Consultant at Mattos Filho Lawyers. He taught at EAESP-FGV, Manchester Business School of Economics. Has several booksAdvogados (2008 to 2009). Alexsandro is a Chartered Management Accountant (FCMA and technical articles published in Brazil and abroad.

Our governanceA-61

Annual Report2015

HeCGMA), has a Ph.D. in Accounting and Finance from the Manchester Business School (2008) and degrees in both Accounting (BSc) and Law (LLB) at the United Kingdom,Universidade de São Paulo.

Fernando Barçante Tostes Malta (Executive Officer)has served the Itaú Unibanco Group as Executive Officer sinceMarch 2015 and Operations Area Manager (2008 to March 2015) at Itaú Unibanco.

He served Unibanco – União de Bancos Brasileiros S.A. (1995 to 2008) in charge of managing the Channel, Branch, Institutional Portfolio areas and participated in several projects/initiatives.

He has a PostgraduateBachelor´s degree in ControllershipInformation Technology from PUC Rio de Janeiro; MBA at Fundação D. Cabral and Accounting from USP (2001), a Bachelor's degreeAdvance Course in Accounting from USP (1997), and a Bachelor's degree in Law from USP (2012). He was also awardedBank Management at thePrêmio Unibanco de Desempenho Universitário(Unibanco Award for University Performance) and thePrêmio Prof. Ari Toríbio de Melhor Trabalho de Conclusão de Curso (Prof. Ari Toríbio Award for the Best Course Final Paper). Swiss Finance Institute.

 

Leila Cristiane Barboza Braga de Melo (Executive Officer)has held several positions in the Legal Department of ItaúUnibanco Group including the current position of Executive Officer (since MarchApril 2015 at Itaú Unibanco) and Officer (February 2010 to March 2015).

 

She was Deputy Officer at Unibanco (October 2008 to April 2009). She joined Unibanco in 1997 and was initially responsible for providing legal assistance on banking transactions involving banking, credit card, mortgage and vehicles, and projects related to mergers and acquisitions, corporate restructuring and capital market,markets, among others.

 

In 2000 and 2001 she worked in the Project Finance and Securities areas at Debevoise & Plimpton in NY. She is also member of W.I.L.L. – Women in Leadership in Latin America, an organization with international coverage that focuses on enhancing the individual and collective value of women in leadership positions in Latin America.

She has a Bachelor'sBachelor’s degree in Law from USP, and a specialization in Corporate Law with emphasis in Corporate Finance and Capital Markets from the Brazilian Institute of Capital Markets(Instituto Brasileiro de Mercado deCapitais or IBMEC)(IBMEC), and a specialization on the Fundamentals of Business Law from New York University (NYU) (2001).

 

Paulo Sergio Miron (Executive Officer)has held several positions within PricewaterhouseCoopers in São Paulo, he served as partneraspartner (1996 to 2015), being responsible for the audit work for large Brazilian Financial Conglomerates, among them: Unibanco (1997 to 2000), Banco do Brasil (2001 to 2005) and Itaú Unibanco (2009 to 2013); in Brasília he served as partner (2001 to 2008), being in charge of Governmentgovernment related services (2004 to 2008) and banking (1997 to 2008). At PricewaterhouseCoopers, he was also the training area coordinator for over 10 years and served as a University professor for a few years on matters related to the financial market.

 

He is a memberMember of the Brazilian Institute of Accountants and speaker at various seminars related to financial instruments and audit.


He has a Bachelor'sBachelor’s degree in Accounting fromUniversidade São Judas Tadeu and in Economics from Universidade Mackenzie, University, both in Brazil.

 

Adriano Cabral Volpini (Officer)has held several positions within the Itaú Unibanco Group including Corporate Safety OfficerSafetyOfficer since July 2012; Senior Manager of Illicit Act Prevention (August 2005 to March 2012); Manager of Illicit Act Prevention (January 2004 to July 2005); Inspection Manager (June 2003 to December 2003); Inspector (January 1998 to March 2003); Auditor (May 1996 to December 1997); Branch Operational Area (March 1991 to April 1996) of Itaú Unibanco.

He has been a DirectorOfficer since January 2014; Executive DirectorOfficer (June 2012 to January 2014) at Dibens Leasing S.A.

 

He has a Bachelor'sBachelor’s degree in Social Communications from FAAP (1991-1995); a Post-graduatePostgraduate degree in Accounting and Financial Administration from FAAP (1998-2000); and an MBA in Finance from IBMEC (2000 to 2002).

 

Álvaro Felipe Rizzi Rodrigues (Officer)has served as Officer since October 2014 at Itaú Unibanco. Before that, he was our LegalourLegal Superintendent (July 2008 to AugustOctober 2014) and Legal Manager (March 2006 to July 2008). He is now responsible withinhas been working on the coordination and supervision of the Mergers & Acquisitions Legal Department, for coordinatingthe Corporate and overseeing proprietary M&A (Mergers & Acquisitions) transactions, corporate governance and corporate paralegal matters, Anti-Trust,Corporate Governance Legal Department, the Corporate Affairs Paralegal Department, the Contracts, Intellectual Property non-financial contracts, proprietary real estate transactions,and Third Sector Legal Department, as well tax and corporate matters associated with our international vehicles. He also manages and coordinates ouras the International Legal Department (responsible for the matrix management of the legal teams located in countries where we do business through international vehicles pertaining toof the Itaú Unibanco groupConglomerate’s foreign units and for the monitoring and assessment of companies.the main legal issues related to these units).

 

Before joining Itaú Unibanco, group, he practiced Corporate and Contracts Law (August 1998 to February 2005) at Tozzini Freire Advogados.

 

He has a Bachelor'sBachelor’s degree in Law from USP Law School, class of 1999, a specialization diploma in BusinessCorporate Law fromPontifícia Universidade Católica de São Paulo(PUC-SP) in 2001, and a Master DegreeMaster´s degree in Law - LL.M.(LL.M). from Columbia University'sUniversity’s School of Law in New York (2004).

 

Cláudio José Coutinho ArromatteAtilio Luiz Magila Albiero Junior (Officer)has servedheld several positions within the Itaú Unibanco Group including as OfficeranOfficer since June 2015; Senior Manager – Financial Planning (March 2011 to May 2014), having as his principal activities budget preparation, closing of the results for the month, generation of the P&L for several levels; Senior Planning Manager – Retail (May 2008 to February 20102011), his principal activities being budget preparation, capacity models, AGIR for the operational and projects area; Senior Manager for Corporate Products (January 2007 to April 2008), having responsibility for the electronic channels for Corporate Entities and Cash Management; Manager for Corporate Products (May 2002 to December 2006); Company Products Analyst (January 2000 to April 2002); Intern (September 1999 to December 1999) at Itaú Unibanco and as Officer since April 2015 at Dibens Leasing S.A.

He also served as Officer at Unibanco (December 2004 to November 2008) and (May 2013 to July 2014); Director of the Logistics and Business of Fuel Stations at Casas Sendas Comércio e Indústria; as Manager of logistics and distribution at Rio de Janeiro Refrescos Ltda. (1998 to 2001), where he was responsible for production, marketing and distribution; as Controlling Manager at Brahma (current AMBEV) (1993 to 1998), where he was responsible for the Financial Management and logistics in manufacturing unit of Fratelli Vita mineral water. In 1997, he participated in the Joint- Venture with Gessy Lever for the production, marketing and distribution of tea (Lipton Iced Tea), and was responsible for the production, marketing and distribution of isotonic (Marathon). He began his career in 1986, at White Martins Gases Industriais S.A., in Rio de Janeiro, in the area of information technology management, serving as Coordinator of distribution systems, where he remained until 1993.

 

He has a Bachelor's degreean undergraduate course in ElectricElectronic Engineering and Master's degreefrom Instituto Tecnológico de Aeronáutica (ITA) (1995 to 1999); Lato-Sensu postgraduate course in System Control and OptimizationBusiness Administration from PUC-Rio in Brazil.Fundação Getúlio Vargas – EAESP (2000 to 2002); MBA with Emphasis on Finance from the Massachusetts Institute of Technology (MIT) (2004 to 2006).

 

Eduardo Hiroyuki Miyaki (Officer)served the Itaú Unibanco Group as an Officer at Itaú Unibanco (August 2010 to August 2011)August2011).

Our governanceA-62

Annual Report2015

 

He was Compliance Manager and Officer in the Money Laundering Prevention program of Itaú Unibanco (1996 to 2003). He was the manager responsible for the Internal Audit Department of our Asset Management and Treasury units (2003 to 2004). He was also the manager of our Internal Audit, Capital Markets, Insurance and Securities units (2005 to 2010).

 

He has a Bachelor'sBachelor’s degree in Civil Engineering from USP and a Postgraduate degree in sanitationSanitation from Gunma University, in Japan. He also has a Postgraduate degree in Business Administration from FGV. He has an MBA degree in Finance and Foreign Affairs from New York University, Leonard Stern School of Business in the United States.

 

Emerson Macedo Bortoloto (Officer)joined the Itaú Unibanco in July 2003, holding positions in the Internal Audit Department. SinceDepartment.Since November 2008, he has been responsible for evaluating processes related to market, credit and operational risks, in addition to auditing projects and continuous audit. He was also responsible for audits in the processes of information technology and retail credit analysis and granting. He also worked at Ernst & Young Auditores Independentes (May 2001 to June 2003). He worked at Banco Bandeirantes S.A. (1992 to 2001) and was responsible for performing IT and operational process audits.

 

He has a Bachelor'sBachelor’s degree in Data Processing Technology from Faculdades Integradas Tibiriçá Integrated Schoolsa and Postgraduate degree in Audit and Consultancy in Information Security from Associated Schools ofFaculdades Associadas de São Paulo (FASP). In 2004, he obtained the CISA certification issued by ISACA. He has an MBA degree in Internal Audit from the Institute for Accounting, Actuarial and Financial Research Foundation(Fundação Instituto de PesquisasContábeis, Atuariais e Financeiras or FIPECAFI)(FIPECAFI).

 

Gilberto Frussa (Officer)has held several positions within the Itaú Unibanco Group including as Officer since 2014 at ItaúUnibanco S.A. Between 1989 and 1993 he held the positions of Lawyer and Legal Manager. Since 1993 he holds the position of Legal Manager and Coordinator.

He also served as Officer (June 2006 to February 2016) at Banco Itaú BBA S.A. and is a partner of law firm Carvalho Pinto, Monteiro de Barros, Frussa e Bohlsen – Advogados.

He has a Bachelor’s degree in Law from Universidade de São Paulo in 1989.

A-67

José Virgilio Vita Neto (Officer)has served as Officer since October 2011 at Itaú Unibanco.

 

He joined Unibanco in January 2001, as a lawyer until June 2003, and was responsible foras a member of the legal team in charge of the wholesale banking legal advisory areas.areas and real estate finance. From June 2003 to December 2004, he was2005, acted as Legal Manager, leading the Legal Managerlegal team in charge of the legal advisory services forto the wholesale bank.bank and project finance; From January 2006 to June 2008, he was theMarch 2011, acted as Legal Manager responsible for legal advice related to the retail bank. From June 2008 to October 2009, he worked as a Legal Senior Manager, in charge of retail legal advisory services and administrative and investigation processes, large scale litigation and public civil suits. In the Itaú Unibanco Group he worked as a Legal Senior Manager from December 2009 toservices. Since March 2011, in charge ofas Legal Officer, he has been leading the Retail Legal Advisory area, large scalelegal team responsible for litigation, including labor, tax and public civil suits, management of Higher Court appeals, administrative and investigation processes, fiscal administrative processes and criminal processes.litigation.

 

He has a Bachelor'sBachelor’s degree in Law from USPUniversidade de São Paulo in 2000; a Master'sMaster´s degree in Civil Law with emphasis in Contracts fromUniversidad de Salamanca – Spain, in Spain (2006);2006; and Ph.DPhD in Civil Law with emphasis in Contracts from USP (2007).Universidade de São Paulo, in 2007.

 

Marcelo Kopel (Officer)was an Executive Officer at Redecard S.A. (May 2010 to July 2014) and has been Officer at ItaúUnibanco since July 2014. He also worked as an Officer at Banco Credicard S.A. (November 2004 to February 2010), Financial Officer at Banco Citibank S.A. (2006 to 2010) and ING Bank in Brazil (1992 to 1998) and for Latin America (1998 to 2002). At Bank of America he worked as a Financial Officer accumulating the position of Operations Officer (2002 to 2003). He ishas served as Investor Relations Officer at Itaú Unibanco Holding S.A. since February 2015.

 

He has a degree in Business Administration from FAAP in Brazil.

 

Matias Granata (Officer)has held several positions within the Itaú Unibanco Group including as an Officer since July 2014;Senior Manager for Market Risk from October 2010 to April 2014; and Senior Manager for Operational Risk from March 2009 to October 2010 at Itaú Unibanco.

 

He also served as a Senior Treasury Trader - Proprietary Desk São Paulo (August 2007 to March 2009); Senior Treasury Trader - Proprietary Desk London (August 2004 to August 2007), Treasury Trader - Proprietary Desk, São Paulo (April 2003 to August 2004); Senior Economic Research Economist (May 2002 to April 2003).

 

He has a Master of Arts - International Economic Policy from the University of Warwick, UK. British Chevening Scholarship (2000-2001); a Master'sMaster’s degree in Economics from theUniversidad Torcuato Di Tella (UTDT), Argentina (1998-2000) and completed a Degree Course in Economics from theUniversidad de Buenos Aires (UBA), Argentina (1992-1997).

 

Rodrigo Luís Rosa Couto (Officer)has held several positions within the Itaú Unibanco Group including as an Officer since JanuarysinceJanuary 2012 and Head of Corporate Risks (February 2008 to December 2011) at Itaú Unibanco Holding and Officer since December 2011 at Itaú Unibanco.

 

He has served as Officer at Dibens Leasing S.A. - Arrendamento Mercantil since January 2014. He has worked as an Inspector of the Direct Supervision Department - DESUP at Central Bank (1988 to 2003), Financial Stability Institute of the BIS where he carried out an internship during which he participated in the preparation and lectured in a preparation course for bank supervisors of regulatory authorities worldwide (April to June 2003) and. He served at McKinsey & Company Associate atas Consultant Member of the Risk Management Practice and SpecializedSpecialist in Risk and Finance subjects (September 2005 to February 2008).

 

He has a Bachelor'sBachelor’s degree in Administration, with an emphasis on Finance, from the Federal University of Rio Grande do Sul (Universidade Federal do Rio Grande do Sul - UFRS)(UFRS) (1997) in Brazil and an MBA with honors from The Wharton School, University of Pennsylvania (2005) in the United States.

 

Sergio Mychkis Goldstein (Officer)has held several positions within the Itaú Unibanco Group including as an Officer sinceDecember 2015 at Itaú Unibanco.

He also served as Officer since December 2015; General Legal Manager for the General Director’s Office for Wholesale (2000 to November 2015), responsible for the Legal Department for Wholesale providing legal services for the following business areas/lines: (i) Investment Banking: coordinating services for fixed income, equity income and M&A operations, as well as structured operations; (ii) Treasury: coordinating services for treasury operations, especially funding for the retail sector, private segment and institutional investors; (iii) Wealth Management Services: coordinating services for Itaú Group’s asset management operations, Private Banking and the activities of custody, administration and management of own and third party funds; (iv) Restricted Lending Funds and On-Lending: coordinating services with respect to the demands of the corporate bank in relation to operations involving restricted resources (rural and mortgage lending) and on-lending operations with Development Bank (BNDES) funds and for lines raised abroad; (v) Debt Restructuring: coordinating services with respect to the demands of the debt restructuring area both for the major corporations area as well as the larger middle-market companies segment, operating essentially in contractual restructurings – with the exception of court enforced restructuring; (vi) Cross-border loans/F/X: coordinating services with respect to the demands for the execution of foreign loans and cross-border lending; (vii) High Volumes: coordinating services with reference to the demands involving bank lending products such as simple working capital loans, buying and selling, assignment and discount operations at Banco Itaú BBA S.A.

He has a Bachelor’s degree in Law from Pontifícia Universidade Católica (PUC), São Paulo (SP) in 2000, and a Master’s degree in Banking and Finance from the Law Faculty, Boston University, Boston (MA) in 2004.

A-68

Wagner Bettini Sanches (Officer)has been an Officer of the Itaú Unibanco Group as anand Officer since June 2014 at Itaú Unibanco HoldingUnibancoHolding and Officer since October 2011 at Itaú Unibanco and Officer since November(November 2012 to June/2014) at Banco Itaú BMG Consignado S.A.

 

Our governanceA-63

Annual Report 2015

He previously held a number of positions within the Itaú Unibanco Group, including Company Market Consultancy Analyst (1996 to 1999); Coordinator of the Company Market Consultancy (1999 to 2000); Manager of the Company Market Consultancy (2000 to 2001); Manager of the Corporate Credit – Company Market (2003 to 2007); Senior Manager of the Commercial Corporate Real Estate, in charge of the commercial relationship with real estate developers throughout the country (2007 and 2008); Senior Manager of Credit and Collection of Real Estate Lending Operations, in charge of the lending desk to individuals, credit analysis of companies, planning, monitoring of projects, management of collection and operational and litigation collections as from 2009 of Itaú Unibanco.

 

He has a Bachelor’s degree in Production Engineering from Polytechnic School ofEscola Politécnica at USP in Brazil; a Post-graduate degree from the University of Michigan; an MBA with high distinction, with an emphasis on Finance and Strategy from the Ross School Business in the United States (2003).

 

Audit Committee

Antonio Francisco de Lima Neto (Independent Member)served as a President (August 2009 toOctoberto October 2013) at Banco Fibra S.A.FibraS.A.

 

He has worked as President (December 2006 to April 2009); Vice President of Retail and Distribution (July 2005 to December 2006); Vice President of International Business and wholesale (November 2004 to July 2005); Commercial Director (September 2001 to November 2004); Executive Superintendent of the Commercial Board (July 2000 to September 2001); Tocantins State Superintendent (May 1999 to May 2000) and Regional Superintendent of Belo Horizonte (January 1997 to May 1999) at Banco do Brasil S.A.

 

He has also served as Member of the Board of Directors (2007 to 2009) at Brasilprev Insurance and PensionSeguros e Previdência S.A.; Member of the Board of Directors (2006 to 2009) at FEBRABAN Brazilian Federation of Banks; Member of the Board of Directors (2004 to 2005) at BB Securities Limited;Seguridade e Participações S.A; Member of the Board of Directors (2003 to 2005) at Brasilsaúde Insurance Company;Companhia de Seguros; Member of the Board of Directors (2001 to 2009) at Alliance Insurance Company of Brazil; Member of the Board of Directors (2000 to 2007) at BB Security - Brazil BankSecurities Limited Pension Fund.

 

He is pursuing a Master’s degree in Economics at FGV since January 2014. He has a Course for Advisors from the Brazilian Institute of Corporate Governance (2014); a Post-GraduatePostgraduate degree in Marketing from PUC-Rio (2001); Training for Executive MBA from Fundação Dom Cabral Foundation (1997). He has a Bachelor’s degree in Economics from the Federal University of Pernambuco (Universidade Federal dePernambuco– UFPE – 1996).(UFPE), 1996.

 

Diego Fresco Gutierrez (Independent Member and Financial Expert)has served as an independent consultant on complex issuescomplexissues of financial reporting, particularly to companies doubly listed (in Brazil and in the United States) since June 2013. He was a partner at PwC – São Paulo (2000 to June 2013) in the Capital Markets and Accounting Advisory Services area and prior to that held several positions at PwC in Uruguay (1998 to 2000 and 1990 to 1997) and in the United States (1997 to 1998).

 

He has a Bachelor’s degree in Accounting fromUniversidad de la RepublicaOriental del Uruguayin 1994. He is a Certified Public Accountant – “CPA”CPA registered in the State of Virginia (United States) since 2002 (Registration 27,245) and aContadoran Accountant registered with the Regional Council of Accountancy of the State of São Paulo. He has also has certifications fromserved in the Brazilian Institute of Corporate Governance as Member of the Commission of Governance in Financial Institutions since 2013.

 

Geraldo Travaglia Filho (Independent Member)served as anExecutiveExecutive Officer of Itaú Unibanco and Itaú Unibanco Holding (NovemberHolding(November 2008 to April 2009) and Executive Officer at Banco Itaú BBA S.A. (November 2008 to January 2010) and as Financial Executive Officer of Redecard S.A. (May 2009 to April 2010). He served as Vice President at Unibanco (September 2004 to April 2009).

 

He has a Bachelor’s degree in Business Administration from USP in Brazil and a specialization in Bank Management from theThe Wharton School of the University of Pennsylvania in the United States.

 

Luiz Alberto Fiore (Independent Member)was an Independent Auditorof PwC (1971 to 1973). He joined Deloitte Touche Tohmatsu, where was a Partner in the External Audit and Corporate Finance departments (1973 to 2010). He was also a Member of the Board of Officers and Board of Directors of Deloitte Brazil (1987 to 2008) and a Member of the International Board of Deloitte Corporate Finance (1998 to 2005).

He has a Bachelor’s degree in Business Administration from the Pontifical Catholic University of São Paulo (ESAN-PUC-SP) and a Bachelor’s degree in Accounting from Mackenzie University, both in Brazil.

Maria Helena dos Santos Fernandes de Santana (Independent Member)is ahas served as Member of the Board of Directors andDirectorsand Chairman oftheof the Corporate Governance Committee at Companhia Brasileira de Distribuição S.A. since 2013; a Member of the Board of Directors and Coordinator of the Audit Committee at Totvs S.A. since 2013; Member of the Board of Directors of Bolsas y Mercados Españoles – BME since 2016 and a Member of the Board of Trustees of the IFRS Foundation since January 2014. She was a Member of the Board of Directors at CPFL Energia S.A. (2013 to 2015); Chairperson (July 2007 to July 2012) and Commissioner (July 2006 to July 2007) at CVM; Chairperson of the Executive Committee (2010 to 2012) at the International Organization of Securities Commissions, or IOSCO;(IOSCO); Vice President (2004 to 2006) and Member ofat the Board of Directors since 2001 at Brazilian Institute of Corporate Governance ((IBGC -Instituto Brasileiro de Governança Corporativa, or IBGC). Worked for BOVESPA – São Paulo Stock Exchange (now BM&FBovespa S.A.) for 12 years, acting as Head of Listings and Issuer Relations from 2000(2000 to June 2006. Was2006). She was involved, since the beginning, with the creation

Our governance

A-64

Annual Report 2015

of the Novo Mercado and the Corporate Governance Listing Tiers, having been in charge of their implementation.

 

She has a Bachelor’s degree in Economics from the School of Economics, Business and Accounting at the University of São Paulo (Faculdade de Economia, Administração eContabilidade da Universidadede São Paulo, orFEA-USP)(FEA-USP) in Brazil.

 

A-69

Sergio Darcy da Silva AlvesRogério Paulo Calderón Peres (Independent Member)has served as a Member of the AuditCommitteeAudit Committee since November2016; Officer from April 2011 to April 2014; Member of Banco Santander S.A. (October 2006the Disclosure and Trading Committee from June 2009 to March 2013)April 2014 at Itaú Unibanco Holding and Officer from April 2009 to April 2014 at Itaú Unibanco.

He has also served as CFO for Latin America, Member of the Financial Management Council and Member of the Regulatory CommitteesAdministrative Committee for Latin America from July 2014 to October 2016 at HSBC Group. He served as CoordinatorManaging Vice-President from June 2012 to April 2013, Chairman of the Board of Directors and AuditorCEO from April 2013 to April 2014 at Investimentos Bemge S.A.; Officer from April 2013 to April 2014 at Dibens Leasing S.A. – Arrendamento Mercantil; Executive Officer from 2007 to 2009 at Unibanco – União de Bancos Brasileiros S.A.; Executive Vice President from 2003 to 2006 at Bunge Group – Bunge Brasil S.A.; Member of the Board of Directors at Fosfertil, Ultrafertil and Fertifos; Member of the Audit Committee at Bunge Foundation, Bungeprev and Fosfertil and Active partner in the divisions of Audit, Tax and Consultancy for Agribusiness and Consumer and Retail Products at PricewaterhouseCoopers from 1981 to 2003.

He has a Bachelor’s degree in Business Administration from Fundação Getúlio Vargas (State of Sao Paulo), and in Accounting from Fundação Paulo Eiró (State of São Paulo), and Postgraduate degrees and special professional courses: E-Business Education Series from the University of Virginia Darden School of Business. Executive M.B.A. from the University of Western Ontario, in Canada, Case Studies in consumer and retail companies. Center for Executive Development Faculty at Princeton University, Business Strategy and Organization. Continuing Education Management and Professional Training, Arundel, England. Executive Business Development – Finance and Investment Decision Course – Analyzes and Measures at Fundação Getúlio Vargas (State of São Paulo). Continuing Education Course at Harvard Business School, Making Corporate Boards More Effective – United States.

Fiscal Council

Alkimar Ribeiro Moura (Independent Member)has served as Member of the Fiscal Council since April 2016, being itsChairman since August 2016; Member of the Audit Committee (May 2010 to July 2015) at Itaú Unibanco Holding.

He is a retired Economics Professor at Escola de Administração de Empresas de São Paulo - Fundação Getúlio Vargas – São Paulo; Independent Member of the Supervisory Board (October 2007 to September 2010) at BM&FBovespa S.A. since; Member of the Board of Directors at Banco Nossa Caixa S.A. (May 2006 to February 2007); Telemar Participações S.A. (May 2001 to January 2007. He has held several positions: Director2003); Cia. Brasil de Seguros (May 2001 to February 2003); Banco Bandeirantes S.A. (May 1999 to December 2000); President of the Investment Bank (April 2001 to January 2003) and Vice President of Finance and Capital Markets (April 2001 to January 2003) at Banco do Brasil S.A.; Officer of the National Financial System Regulationfor Norms and Organization (September 1997(February 1996 to April 2006) in theSeptember 1997), Officer of Monetary Policy (February 1994 to February 1996) and Officer of Public Debt and Open Market Operations (January 1987 to January 1988) at Central Bank; HeadBank of the National Financial System Regulation and Organization Department (April 1991 to August 1997); Deputy Head of the National Financial System Regulation and OrganizationBrazil; Officer (March 19851988 to March 1991); Coordinator of the Capital Markets Department in the Division of Financial Institutions Authorization up to 1985.1993) at Banco Pirelli-Fintec.

 

He has a Bachelor’s degree in Economics, fromFaculdadeUniversidade Federal de Economia e Administraçãoof UFRJ(1968) and an Advance Course on Accounting SciencesMinas Gerais, Belo Horizonte in 1963, a Master’s degree from theAssociação de EnsinoUnificado de Brasília(AEUDF) (1975 to 1978)both University of California, Berkeley, California in Brazil.1966, PhD in Applied Economics from the University of Stanford, California in 1978.

 

Fiscal Council

Alberto Sozin FuruguemCarlos Roberto de Albuquerque Sá (Independent Member)previously held several positionsat the Central Bank, including Economist and Headhas served as Member of the Economic Department (1981 to 1983), Officer (1985), Regional Delegate in São Paulo (1991 to 1992) and Clerk (1963 to 1966). He also worked at the Ministry of Finance as Minister Mário Henrique Simonsen’s Assistant (March 1974 to March 1975) and at the GovernmentFiscal Council since April 2016;Alternate Member of the State of RioFiscal Council (April 2015 to April 2016) at Itaú Unibanco Holding.

He was Alternate Fiscal Councilor (March 2011 to October 2012) at Marfrig S.A.; Officer (March 2003 to December 2010) at KPMG Auditores Independentes; Risk Officer (March 1999 to December 2002) at Net Serviços de Janeiro as a Development BankComunicação S.A.; Finance and Administration Officer (1975(March 1995 to 1979).December 1998) at Sobremetal; Finance Officer (March 1991 to December 1994) at Castrol do Brasil Ltda.; Financial Controller (March 1986 to December 1988) at Schlumberger Serviços de Petróleo Ltda. and Financial Manager (March 1979 to December 1981) at Det Norske Veritas.

 

He graduated with an undergraduatein Economics from Universidade Candido Mendes in 1973 and.graduated in Accounting Sciences from Faculdade Moraes Júnior in 1981. He also holds a Postgraduate degree in Economics and with a Postgraduate DegreeFinance from FGV, bothPontifícia Universidade Católica - Rio de Janeiro in Brazil (January 1967 to December 1968).1995.

 

Iran Siqueira LimaJosé Caruso Cruz Henriques (Independent Member)held several positions at the Central Bank holding various positions (1967 to 1993), including: Deputy Headhas served as Alternate Member of the Capital Markets Inspection Department (1976 to 1979), Head of the Capital Markets Department (1979 to 1984), Officer of the Capital Markets Department (1984), Officer of the Inspection Department (1985) and Regional Delegate in São Paulo, State of São Paulo (1991 and 1993). In 1986, he tookFiscal Council since August2011, having been made a leave of absence from the Central Bank andfull Member on May 03, 2016 at Itaú Unibanco Holding.

He has also served as Officer of the Capital Markets DepartmentExecutive President since 2003 at Banco da Cidade S.A. In that same period (1986 to 1988), he founded a consulting firm in the capital markets field, where he held the position of Managing Partner from 1987 to June 1988. At the Brazilian Federal Government he worked as Secretary of Budget and Control of Government Companies – SEST (July 1988 to March 1990). Corhen Serviços Ltda.

He was Economic and FinanceManaging Officer of Telebrás(1988 to August 2003) at Itaú Unibanco; Officer (1997 to July 2003) at BFB Leasing S.A.Telecomunicações Brasileiras S.A. (May 1991 to December 1992) and was aArrendamento Mercantil; Member of the Board of Directors of the BNDES, of Telesp(December 1994 to September 2003) at Banco Itauleasing S.A.; Officer (March 2000 to April 2003) at Banco Itaucard S.A.; Managing Officer (April 1994 to July 2003) at Intrag Distribuidora de Títulos e Valores Mobiliários Ltda.; Managing Officer (July to October 2000) at Banco Itaú Cartões S.A. and Officer (April 1993 to April 2003) at Itautec Componentes da Amazônia S.A.TelecomunicaçõesItaucam.

He holds a Bachelor´s degree in Law from Universidade de São Paulo and of Telebrás – Telecomunicações Brasileiras S.A. Since 1972, he has been teaching courses related to Accounting and Finance(SP) in the following Universities: Association of Unified Education of the Federal District (AEUDF), UnB, USP,1971 and the MBA courses of FIPECAFI.

He has a Bachelor’s degree in Economics from the University of the State of Rio de Janeiro (Universidade Estadual do Rio de Janeiro – UERJ – 1969) and a Bachelor’s degree in Accounting from theAssociação de Ensino Unificadode Brasília(AEUDF) (1973). He has a Postgraduate degree in EconomicsEngineering and IndustrialBusiness Administration from Candido Mendes University (1971) and Master’s and Postgraduate degreesFundação Getúlio Vargas (SP) in Accounting and Controllership from USP (1976 and 1998, respectively).1979.

 

Luiz Alberto de Castro Falleiros (Independent Member)has beena Member of the Board of Directors at Tiradentes University since April 2009, an Alternate Member of the Fiscal Council at AES, Tiete and Tupy S.A. since April 2010. He was a Member of the Fiscal Council at Banco Indusval (April 2010 to April 2012). Additionally, he was General Manager at Banco Alfa de Investimento S.A. (July 1998 to December 2000), Superintendent of Market Relations at SABESP – Companhia de Saneamento Básico do Estado de São Paulo (January 1997 to June 1998), Deputy Director Investment (January 1992 to December 1996) and Underwriting Officer (January 1991 to January 1992) at Banco ABC – Roma S.A.A-70

 

He has a Bachelor’s degree in Economics from UNICAMP, in Campinas (1978) and an MBA in Finance from the Schools of Campinas (Faculdadesde Campinas, or FACAMP) (2004), both in Brazil.

 

Directors’ and Senior Management’s Compensationsenior management’s compensation

 

Our Compensation Policy, applicable to directors and officers in Brazil (constituting a majority of the management of Itaú Unibanco Group), is in accordance with guidelines provided under applicable Brazilian regulation and is built upon our principles and practices and is intended to better align the interests of our stockholders and our management. Regarding variable compensation, the purpose of our Compensation Policy is to attract, retain and reward management achievements, as well as to stimulate the adoption of prudent levels of risk exposure in the short, medium and long term.

 

Accordingly, our Compensation Policy sets forth that of the total aggregate variable compensation paid, at least 50% must be paid in shares or share basedshare-based instruments, and at least 50% must be deferred for future payment in a minimum period of three years. If the institution or business unit records a significant decrease in the realized recurring profit or a negative result during the deferral period, the deferred and

Our governance

A-65

Annual Report 2015

unpaid portions of the compensation will be reversed proportionally to the decrease in result (malus).

 

Our governance structure for the establishment of compensation sets forth clear and transparent processes, and is overseen by the Compensation Committee. Among others, its responsibilities comprise the formulation of our Compensation Policy, which must be submitted to the annual approval of the Board of Directors. Additionally, our Compensation Committee acts as an important liaison with the Central Bank, increasing the accuracy and transparency of information provided to this regulatory body. Please refer to www. itau.com.br/www.itau.com.br/_arquivosestaticos/RI/pdf/Compensation Committee.pdfCompensationCommittee.pdf for further information.

 

We have established a profit sharingvariable compensation plan pursuant to which each beneficiary is assigned annually a base amount for computation of payments. The final payment amount of the payment to an individual is based oncalculated by the multiplication of the individual’s base amount and key performance indicators such as the consolidated results of the Itaú Unibanco Group, the results of the business unit to which the individual belongs and the individual’s performance. This individual amountThe performance of directors and senior management is determinedmeasured by multiplying the base amount by several indexes that represent those Key Performance Indicators (Itaú Unibanco Holding results and/or business unitfinancial and non-financial metrics, with 80% linked to financial metrics and 20% linked to non-financial metrics, on a median basis within Commercial areas. Back-office areas have 25% of their metrics linked to financial results and individual performance).75% to non-financial results, also on a median basis. Commercial areas have their objectives mainly set to Managerial Operational Results (similar to net profit), banking products, costs and client satisfaction’s survey results. The objectives for back-office employees are mainly related to client satisfaction’s survey and costs.

 

We also have an institutional program called the Partners Program, (Programa de Sócios), comprised of members of management and employees approved by the Personnel Committee as having provided an outstanding contribution and performance. The beneficiaries are entitled to use part or their total annual variable compensation to purchase our preferred shares (“own shares”)(Own Shares). If they hold the ownership of these own shares free of any liens or encumbrancesfor three- and of other suspension conditions set forth in the program regulation for 3- and 5-yearfive-year terms as from the initial investment, the return on investment will be through the receipt of our preferred shares (“partners shares”)(Partners Shares) also for 3-three- and 5-yearfive-year terms. These partners’ shares will subsequently remain unavailable for 5-five- and 8-yeareight-year terms as from the initial investment in own shares. The Partners Program may also consider instruments derived from shares rather than actual shares.

 

In 2015,2016, we recorded expenses at Itaú Unibanco Group for our management compensation, including long termlong-term incentives plans (Partners Program and(except Stock Option Plan) in the amount of approximately R$907 622 million. Our long termlong-term incentive plans take into consideration amounts granted in the past but that are still being recorded. Management compensation also considers contributions to pension plans of approximately R$9 11.8 million and other benefits, such as health and dental care, which totaledof approximately R$3 2.8 million. Please refer to section Performance, item ConsolidatedComplete Financial Statements (IFRS), Note 35 – Related Parties – (b) Compensation of the Key Management Personnel, for further details.

 

Brazilian legislation does not require the disclosure of individual compensation of our management, except for the highest and lowest amount received, and it is not necessary to identify those individuals. The Brazilian Institute of FinancialFinance Executives of Rio de Janeiro (InstitutoBrasileiro de Executivos de Finanças, or IBEF Rio de Janeiro) filed, on behalf of its members, a lawsuit challenging the legality of this disclosure requirement, and an injunction was granted to suspend such requirement. We do not intend to make this disclosure until the matter is finally determined. Please refer to section Our Risk Management,risk management, item Regulatory Environment,environment, Compensation of Directorsdirectors and Officers of Financial Institutions,financial institutions, for further information.

 

Our Compensation Policy provides post-employment benefits for our management, including medical benefits such as health plan and annual medical check-up. Except for the benefits established by our Compensation Policy, we do not have service contracts with our management providing for benefits upon termination of employment.

 

Stock Option Planoption plan

We have a stock option plan through which our employees and management receive stock options. These options enable employees and management to share the risk of price fluctuations of our preferred shares with other stockholders and is intended to integrate the beneficiaries of our Stock Option Plan into the development process of our group in the medium and long term.

 

Our Personnel Committee manages the Stock Option Plan, including matters such as strike prices, vesting periods and effectiveness of options, in compliance with the rules set forth in the Stock Option Plan.

 

Options may only be granted to beneficiaries if there is net income sufficient for the distribution of mandatory dividends. Please refer to section Our profile, item Information for the Investor, Stockholders' Payment,investor, Stockholders payment, for further information on the payment of dividends. Also, to avoid the dilution of stockholders, the sum of shares to be used for compensation of management and options to be granted each year will not exceed the limit of 0.5% of total shares outstanding at the closing balance sheet date of the same year. In the event the number of shares delivered and options granted is below the 0.5% limit,


the difference may be added for purposes of share basedshare-based compensation or granting of options in any one of the seven subsequent fiscal years.

 

In view of the effects related to Article 33 of Law No. 12,973/2014, the amounts granted under the Partners Program and not yet paid, which used to be under our Stock Option Plan, are now recognized as compensation. As a result, on April 29, 2015, our stockholders approved, among other modifications, to exclude from our Stock Option Plan the provisions on the granting of partner options (related to our prior Partners

Our risk management

A-66


Annual Report 2015

Program), so that the Stock Option Plan will provide only the granting of simple options.

 

In 2015,2016, no simple options were granted pursuant to our Stock Option Plan. On December 31, 2015,2016, we still had 45,948,31738,033,506 options to be exercised by the beneficiaries. Please refer to section Performance, Item Consolidateditem Complete Financial Statements (IFRS), Note 22 – Share-based Payment, I - Stock Options Plan.

 

Main Differencesdifferences between Brazilian and U.S. corporate governance practices

In the U.S.,United States, we have listed our ADSs on the NYSE as a foreign private issuer and, as a result, the NYSE allows us to comply with certain corporate governance requirements established by applicable Brazilian legislation in lieu of those under the NYSE’s corporate governance listing standards applicable to U.S. companies with securities listed on the NYSE.

 

Under the NYSE rules, we are only required to:

(i) have an audit committee or an audit board that meets certain requirements, as discussed below; (ii) provide notice by our chief executive officer to the NYSE with respect to any non-compliance by us with any applicable NYSE corporate governance listing standards; (iii) provide the NYSE with annual and interim written affirmations of our compliance with the NYSE corporate governance listing standards; and (iv) provide a statement of the significant differences between our corporate governance practices and practices required by the NYSE to be followed by U.S. listed companies. Except for those requirements, we are permitted to manage our corporate governance in accordance with applicable Brazilian legislation.

 

The description of the significant differences between our corporate governance practices and those required of U.S. listed companies follows below. Our main rules and policies can be found at www.itau.com.br/investor-relations/corporate-governance/rules-and-policies.

 

Majority of Independent Directorsindependent directors

The

NYSE rules require that the majority of the board members be independent. Independence is defined by various criteria, including the absence of a material relationship between the director and the listed company. However, under NYSE rules, controlled listed companies (whether U.S. or foreign) of which more than 50% of the voting power is held by an individual, a group or another company, such as in our case, are not required to comply with the majority independence requirement.

 

Brazilian legislation does not have a similar requirement. Nevertheless, our Board of Directors has fourfive directors considered independent pursuant to the criteria established in our Corporate Governance Policy. For further information on the composition of our Board of Directors, see section Our Governance,governance, item Management Structure,structure, Our Directors and Executive Officers.

 

Additionally, Brazilian Corporate Law, the Central Bank and the CVM have established rules that address the duties and responsibilities of companies’ officers and directors and their professional qualification, so as to ensure the proper operation of the board.

 

Executive Sessionssessions

NYSE rules require that non-management directors meet at regularly scheduled executive sessions without the presence of directors who are also officers of the company.

 

Brazilian legislation does not have a similar requirement. However, we hold such executive sessions at least once a year. Currently, three quarters of the members of our Board of Directors are non-management directors.

 

Nomination and Corporate Governance Committee and Compensation Committee

NYSE rules require that listed companies have a nominating or corporate governance committee and also a compensation committee, each entirely comprised of independent directors and governed by a charter on the purposes and responsibilities of such committee. However, under NYSE rules, controlled listed companies (whether U.S. or foreign) of which more than 50% of the voting power is held by an individual, a group or another company, such as in our case, are not required to comply with such requirement.

 

Brazilian legislation does not require us to have a nominating or corporate governance committee. However, we have elected to form a Nomination and Corporate Governance Committee responsible for stimulating and overseeing discussions of matters related to the company’s governance. Currently, one out of sixfive members of our Nomination and Corporate Governance Committee is considered independent under our Corporate Governance Policy.

Also, one out of five members of our Compensation Committee is not a director or officer of Itaú Unibanco Holding, as required by Brazilian legislation doesbanking regulation.


CVM rules do not require listed companies to have a compensation committee. Nonetheless, we are required to establish a Compensation Committee pursuant to Brazilian banking regulation. In accordance with such regulation, our Compensation Committee reports to the Board of Directors and members of the Compensation Committee are not required to be independent. However, currently, twothree out of five members of our Compensation Committee are considered independent under our Corporate Governance Policy.

 

Our governance

A-67

Annual Report 2015

Please refer to section Our Governance,governance, item Management Structure,structure, for further information about our Nomination and Corporate Governance Committee and our Compensation Committee.

 

Audit Committee

NYSE rules require that listed companies have an audit committee that (i) is composed of at least three independent members who are financially literate; (ii) complies with SEC rules related to the audit committee of companies registered with NYSE; (iii) has at least one member who has accounting or financial management expertise; and (iv) is governed by a charter that expressly sets out the purposes and responsibilities of the committee and that establishes annual performance assessments.

 

The applicable Brazilian legislation regulatesbanking rules regulate independent audit services rendered to financial institutions and requires the establishment of an audit committee composed of at least three independent members, pursuant to Brazilian banking regulation.the independence criteria of such rules. Our Audit Committee, formed on April 28, 2004, meets applicable Brazilian legal requirements, is elected annually by the Board of Directors and is composed of professionals with proven technical qualification compatible with the responsibilities of this committee.

 

Under SEC rules, we are not required to have an Audit Committee constituted or operated in accordance with NYSE rules if we meet specified SEC requirements. We believe that our Audit Committee is compliant with the requirements of Rule 10A-3(c)(3) under the Exchange Act and that it is able to act independently when performing its responsibilities. Our Audit Committee, to the extent permitted by Brazilian legislation, performs all functions required to be performed by an audit committee by Rule 10A-3 under the Exchange Act.

 

In line with the applicable Brazilian legislation, hiring independent auditors is the responsibility of the Board of Directors, whereas the recommendation for hiring and removing independent auditors is the responsibility of the Audit Committee. Thus, our Board of Directors acts in lieu of the Audit Committee, as permitted by Rule 10A-3(c)(3)(v) under the Exchange Act, for the purpose of hiring our independent auditors.

 

Stockholders’ Approvalapproval of Management Members’ Compensationmanagement members’ compensation and Stock Option Plansstock option plans

NYSE rules require that stockholders have the opportunity to vote on all share-based compensation plans and significant changes thereto, including significant increases in the number of shares available to the plan, with a few exceptions.

Brazilian legislation sets forth a similarcomparable requirement, as it establishes the need for approval of the aggregate annual compensation of management members (including shares) and stock option plans at General Stockholders’ Meetings. Please refer to section Our Governance,governance, items Directors’ and Senior Management’s Compensation.management’s compensation.

 

Corporate Governance Guidelinesgovernance guidelines

NYSE rules require that listed companies adopt and disclose their corporate governance guidelines.

 

Brazilian legislation does not establish a similar requirement. However, we have a Corporate Governance Policy that consolidates the corporate governance principles and practices that we adopt. We believe such corporate governance principles and practices, consistent with Brazilian legislation, are compatible with the guidelines established by the NYSE. We have adopted stricter rules than those required by Brazilian legislation, since we voluntarily adheredadhere to BM&FBovespa’s Level 1 of Corporate Governance and have granted tag-along rights to all stockholders, regardless of their voting rights. Please refer to section Our Governance,governance, item Our Practices,practices, for further information.

 

Code of Ethics

NYSE rules require that listed companies adopt and disclose a code of business conduct and ethics for their directors, officers and employees. NYSE also requires that listed companies promptly disclose any waiver of the code provisions for directors or executive officers.

 

Brazilian legislation does not have a similar requirement. However, we have a Code of Ethics that, among other matters, governs the conduct of all directors, officers and employees of the Itaú Unibanco Group, detailing the principles that guide our attitudes and practices.

 

Internal Audit

NYSE rules require that listed companies maintain an internal audit function to provide management and the audit committee with ongoing assessments of the company’s risk management processes and internal control systems.

 

Brazilian banking legislation establishes a similar requirement, since it requires that financial institutions have an internal audit function. Our internal audit function is responsible for assessing the sufficiency and effectiveness of our operating and


management controls, as well as the adequacy of our risk identification and risk management processes. In addition, our internal audit function is independent from management in carrying out its activities and has access to all places, information and people deemed necessary for it to carry out its duties. The internal audit function is administratively subordinated to the Chairman of the Board of Directors, and its activities are supervised by the Audit Committee.

 

Our governance

A-68


Annual Report 2015

Our risk management

 

Risk factors

This section addresses the risks we consider relevant formaterial to our business and forto investment in our securities. Should any of thesethe events described in such risks occur, our business and financial condition, as well as the value of the investments made in our securities, may be adversely affected. Accordingly, investors should carefully assess the risk factors described below and the information disclosed in this document.

 

Other risks that we currently deem irrelevantimmaterial or we are not aware of may give rise to effects similar to those mentioned abovediscussed below should they actually occur.

 

Macroeconomic Risksrisks

 

Changes in economic conditions may adversely affect us.

Our operations are dependent upon the performance of the Brazilian economy and, to a lesser extent, the economies of other countries in which we do business.business, Latin American countries in particular. The demand for credit and financial services, as well as clients’ ability to pay, is directly impacted by macroeconomic variables, such as economic growth, income, unemployment, inflation, and fluctuations in interest and foreign exchange rates. Therefore, any significant change in the Brazilian economy and, to a lesser extent, in the economies of other countries in which we do business, Latin American countries in particular, may affect us.our operations. 

 

After a period of accelerated economic expansion, Brazil’s growth rates began to slow down in 2011 and by 2015 the country was in recession. In 2016, GDP decreased by 3.6%. Growth has been impacted by high interest rate, low commodities price, and high corporate leverage. In the long term, growth may be limited by a number of factors, including structural factors, such as inadequate infrastructure, which entail risks of potential energy shortages and deficiencies in the transportation sector, among others, and lack of qualified professionals, which can reduce the country’s productivity and efficiency levels. Low levels of national savings require relatively large financial flows from abroad, which may falter if political and fiscal instability is perceived by foreign investors. Depending on their intensity, these factors could lead to decreasing employment rates and to lower income and consumption levels, which could result in increased default rates on loans we grant for individuals and non-financial corporations and, therefore, have a material adverse effect on us.

 

Brazilian authorities exercise influence on the Brazilian economy. Changes in monetary, fiscal and foreign exchange policies and in the Brazilian government’s structure may adversely affect us.

Brazilian authorities intervene from time to time in the Brazilian economy, through changes in fiscal, monetary, and foreign exchange policies, which may adversely affect us. These changes may impact variables that are crucial for our growth strategy (such as foreign exchange and interest rates, liquidity in the currency market, tax burden, and economic growth), thus limiting our operations in certain markets, affecting our liquidity and our clients'clients’ ability to pay and, consequently, affecting us.

In addition, changes in the Brazilian government’s structure may result in changes in government Uncertainty regarding future economic policies which may affect us. This uncertainty may, in the future, contribute to an increase in the volatility of the Brazilian capital markets, which, in turn, may have an adverse impact on us. Other political, diplomatic, social and economic developments in Brazil and abroad that affect Brazil may also affect us.

 

Inflation and fluctuations in interest rates may have a material adverse effect on us.

Sudden increases in prices and long periods of high inflation may cause, among other effects, loss of purchasing power and distortions in the allocation of resources in the economy. Measures to combat high inflation rates include a tightening of monetary policy, with an increase in the SELIC interest rate, resulting in restrictions on credit and short-term liquidity, which may have a material adverse effect on us. Changes in interest rates may have a material effect on our net margins, since they impact our funding and credit granting costs.

 

In addition, increases in the SELIC interest rate could reduce demand for credit;credit and increase the costs of our reserves and the risk of default by our clients. Conversely, decreases in the SELIC interest rate could reduce our gains from interest-bearing assets, as well as our net margins.

 

Instability of foreign exchange rates may negatively affect us.

Brazil has a floating foreign exchange rate system, pursuant to which the market establishes the value of the Brazilianreal in relation to foreign currencies. However, the Central Bank may intervene in the purchase or sale of foreign currencies for the purpose of easing variations and reducing volatility of the foreign exchange rate. In spite of those interventions, the foreign exchange rate may significantly fluctuate. In addition, in some cases, interventions made with the purpose of avoiding sharp fluctuations in the value of the Brazilianrealin relation to other currencies may have the opposite effect, leading to an increase in the volatility of the applicable foreign exchange rate.

 

Instability in foreign exchange rates could negatively impact our business. A potential depreciation of the Brazilianreal could result in (i) losses on our liabilities denominated in or indexed to foreign currencies; (ii) a decrease in our ability to pay for obligations denominated in or indexed to foreign currencies, as it would be more costly for us to obtain the foreign currency required to meet such obligations; (iii) a decrease in the ability of our Brazilian borrowers to pay us for debts denominated

Our risk management

A-70

Annual Report 2015

in or indexed to foreign currencies; and (iv) negative effects on the market price of our securities portfolio. On the other hand,


an appreciation of the Brazilianrealcould cause us to incur losses on assets denominated in or indexed to foreign currencies. For further information on how the effects of these variables may affect us, please see “Crises and volatility in the financial markets of countries other than Brazil may affect the global financial markets and the Brazilian economy and have a negative impact on our operations” below.

 

Government fiscal accounts deterioration may affect usus. 

The

If the government fiscal accounts deterioration if maintained,continues, it could generate a loss of confidence ofby local and foreign investors. Regional governments are also facing fiscal concerns likewise, due to their high debt burden, declining revenues and inflexible expenditures. Less credibilityIn 2017, the spotlight will remain on fiscal reforms. The Lower House of the Brazilian Congress may approve the proposed Social Security reforms, which are critical for achieving future compliance with the spending limits, by the end of the second quarter. Diminished confidence in government fiscal circumstances could lead to the downgrading of the Brazilian sovereign debt by credit rating agencies, and negatively impact the local economy, causing thea depreciation of the Brazilianreal, an increase in inflation and interest rates and a deceleration of economic growth, thus adversely affecting our business, results of operations and financial condition.

Crises and volatility in the financial markets of countries other than Brazil may affect the global financial markets and the Brazilian economy and have a negative impact on our operations.

The economic and market conditions of other countries, including the United States, countries of the European Union, and emerging markets, may affect the credit availability and the volume of foreign investments in Brazil, to varying degrees. 

Crises in these countries may decrease investors’ interest in Brazilian assets, which may materially and adversely affect the market price of our securities, making it more difficult for us to access capital markets and, as a result, to finance our operations in the future.

 

Banks that operate in countries considered to be emerging markets, including ours, may be particularly susceptible to disruptions and reductions in the availability of credit or increases in financing costs, which may have a material adverse impact on their operations. In particular, the availability of credit to financial institutions operating in emerging markets is significantly influenced by aversion to global risk. In addition, any factor impacting investors’ confidence, such as a downgrade in credit ratings, since the ratings of financial institutions, including ours, tend to be subject to a ceiling based on the sovereign credit rating, or an intervention by a government or monetary authority in one of such markets, may affect the price or availability of resources for financial institutions in any of these markets, which may affect us.

 

The disruptions and volatility in the global financial markets may also have significant consequences in the countries in which we operate, such as volatility in the prices of equity securities, interest rates and foreign exchange rates. Higher uncertainty and volatility may result in a slowdown in the credit market and the economy, which, in turn, could lead to higher unemployment rates and a reduction in the purchasing power of consumers. In addition, such events may significantly impair our clients’ ability to perform their obligations and increase overdue or non-performing loan operations, resulting in an increase ofin the risk associated with our lending activity. Thus, global financial crises, in addition to the Brazilian macroeconomic environment, may also affect in a material and adverse way the market price of securities of Brazilian issuers or lead to other negative effects in Brazil and in the countries in which we operate and have a material adverse effect on us.

 

The UK exit from the European Union could adversely impact our business, results of operations and financial condition.

On June 23, 2016, the U.K. electorate voted in a general referendum in favor of the U.K. exiting from the European Union (so-called “Brexit”). Brexit could adversely affect European or worldwide economic or market conditions and could contribute to instability in global financial markets and impact the operations of Itau BBA International. In addition, Brexit could lead to legal uncertainty and potentially divergent national laws and regulations as the U.K. determines which E.U. laws to replace or replicate. The effects of Brexit, and others we cannot anticipate, could have an adverse effect on our business, results of operations or financial condition. 

Please refer to section Context, item Macroeconomic Context,context, Global context and Brazilian Contextcontext for further details about data and economic indicators.

 

Ongoing high profile anti-corruption investigations in Brazil may affect the perception of Brazil and domestic growth prospects.

Certain Brazilian companies in the energy and infrastructure sectors are facing investigations by the CVM, the SEC, the U.S. Department of Justice (DOJ), the Brazilian Federal Police and other Brazilian public entities whowhich are responsible for corruption and cartel investigations, in connection with corruption allegations (so called Lava Jato investigations) and, depending on the outcome of such investigations and the time it takes to conclude them, they may face (as some of them already faced) downgrades from credit rating agencies, experience (as some of them already experienced) funding restrictions and have (as some of them already had) a reduction in revenues, among other negative effects. Such negative effects may hinder the ability of those companies to timely honor their financial obligations bringing loseslosses to us as a number of them are our clients. The companies involved in the Lava Jato investigations, a number of which are our clients, may also be (as some of them already have been) prosecuted by investors on the grounds that they were misled by the information released to them, including their financial statements. Moreover, the current corruption investigations have contributed to reduce the value of the securities of several companies. The investment banks (including Itau BBA Securities) that acted as underwriters on


public distributions of securities of such investigated companies are also parties to certain law suits in the U.S.United States and may be parties to other legal proceedings yet to be filed. We cannot predict how long the corruption investigations may continue, or how significant the effects of the corruption investigations may be for the Brazilian economy and for the financial sector that may be investigated for the commercial relationships it may have held with companies and persons involved in Lava Jato investigations. Other high profile investigation, besides Lava Jato, ongoing in Brazil is the so called Zelotes operation. If the allegations of such investigations are confirmed itthey may also affect some of our clients and their credit trustworthness.trustworthiness. In March 2016, the Brazilian IRS (Internal Revenue Services) summoned us to account for certain tax proceedings related to BankBoston Brazil which came under investigation in relation to the Zelotes operations. We acquired BankBoston Brazil’s operation from Bank of America in 2006. On December 1, 2016, the Brazilian Federal Police conducted searches at Itaú Unibanco’s premises, to look for documents related to those proceedings, and documents related to payments made to lawyers and consultants that acted on those proceedings. We clarify that the agreement with Bank of America for the acquisition of BankBoston Brazil’s operations included a provision whereby the seller would remain liable and responsible for the conduct of BankBoston’s tax proceedings, including with regard to the retention of lawyers and consultants. Therefore, according to such agreement, any and all payments made by Itaú Unibanco to lawyers and consultants were made strictly on behalf of Bank of America. These investigations have not yet been concluded, and we remain fully available and will cooperate with the authorities should any further clarification be needed. After reviewing our control procedures and our monitoring systems, we believe we are in compliance with the existing standards, especially related to anti-money laundering standards; notwithstanding, due to the size and breadth of our

Our risk managementA-71

Annual Report 2015

operations and our commercial relationship with investigated companies or persons, and due to the several banks, both publicly and privately owned, that Itaú Unibanco acquired throughout the last 15 years, we may also becomecome within the scope of such investigations, which may ultimately result in reputational damage, and/civil or civilcriminal liability. Negative effects on a number of companies may also impact the level of investments in infrastructure in Brazil, which may also lead to lower economic growth.

 

Legal and Regulatory Risksregulatory risks

 

Changes in applicable law or regulations may have a material adverse effect on our business.

Changes in the law or regulations applicable to financial institutions in Brazil may affect our ability to grant loans and collect debts in arrears, which may have an adverse effect on us. Our operations could also be adversely affected by other changes, including with respect to restrictions on remittances abroad and other exchange controls as well as by interpretations of the law by courts and agencies in a manner that differs from our legal advisors’ opinions.

 

In the context of economic or financial crises, the Brazilian government may also decide to implement changes to the legal framework applicable to the operation of Brazilian financial institutions. For example, in response to the global financial crisis which began in late 2007, Brazilian national and intergovernmental regulatory entities, such as the Basel Committee on Banking Supervision, proposed regulatory reforms aiming to prevent the recurrence of similar crises, which included a new requirement to increase the minimum regulatory capital (Basel III). Please refer to section Our Risk Management,risk management, item Regulatory Environment,environment, Basel III Frameworkframework and Implementationimplementation of Basel III in Brazil for further details about regulatory capital requirements. Once the implementation of the Basel III framework is completed for Brazilian banks and its effects fully evaluated, we may need to reassess our funding strategy for regulatory capital should additional regulatory capital be required to support our operations under the new standards.

 

Moreover, the Brazilian Congress is considering enacting new legislation that, if signed into law as currently drafted, could have an adverse effect on us. For example, a proposed law to amend the Brazilian consumer protection code would allow courts to modify terms and conditions of credit agreements in certain circumstances, imposing certain difficulties for the collection of amounts from final consumers. In addition, local or state legislatures may, from time to time consider bills intending to impose security measures and standards for customer services, such as limits in queues and accessibility requirements, that, if signed into law, could affect our operations. More recently, certain bills have passed (and others were proposed) in certain Brazilian states or municipalities that impose, or aim to impose, restrictions on the ability of creditors to include the information about insolvent debtors in the records of credit protection bureaus, which could also adversely affect our ability to collect credit outstanding.

 

We also have operations outside of Brazil, including, but not limited to, Argentina, Chile, Colombia, Paraguay, United Kingdom, Uruguay, United States, Uruguay and Switzerland. Changes in the laws or regulations applicable to our business in the countries where we operate, or the adoption of new laws, and related regulations, may have an adverse effect on us.

 

Increases in compulsory deposit requirements may have a material adverse effect on us.

Compulsory deposits are reserves that financial institutions are required to maintain with the Central Bank. Compulsory deposits generally do not provide the same returns as other investments and deposits because a portion of these compulsory deposits does not bear interest; instead, these funds must be held in Brazilian federal government securities and used to finance government programs, including a federal housing program and rural sector subsidies. The Central Bank has periodically changed the minimum level of compulsory deposits. Increases in such level reduce our liquidity to grant loans and make other investments and, as a result, may have a material adverse effect on us.

 

A-77

We are subject to regulation on a consolidated basis and may be subject to liquidation or intervention on a consolidated basis.

We operate in a number of credit and financial services related sectors through entities under our control. For regulation or supervision purposes, the Central Bank treats us and our subsidiaries and affiliates as a single financial institution. While our consolidated capital base provides financial strength and flexibility to our subsidiaries and affiliates, their individual activities could indirectly put our capital base at risk. Any investigation or intervention by the Central Bank, particularly in the activities carried out by any of our subsidiaries and affiliates, could have a material adverse impact on our other subsidiaries and affiliates and, ultimately, on us.

 

If we or any of our financial subsidiaries becomesbecome insolvent, the Central Bank may carry out an intervention or liquidation process on a consolidated basis rather than conduct such procedures for each individual entity. In the event of an intervention or a liquidation process on a consolidated basis, our creditors would have claims on our assets and the assets of our consolidated financial subsidiaries. In this case, creditsclaims of creditors of the same nature held against us and our consolidated financial subsidiaries would rank equally in respect of payment. If the Central Bank carries out a liquidation or intervention process with respect to us or any of our financial subsidiaries on an individual basis, our creditors would not have a direct claim on the assets of such financial subsidiaries, and the creditors of such financial subsidiaries would have priority in relation to our creditors in connection with such financial subsidiaries’ assets. The Central Bank also has the authority to carry out other corporate reorganizations or transfers of control under an intervention or liquidation process.

 

Our risk managementA-72

Our insurance operation is subject to regulatory agencies.

 

Annual Report 2015

Insurance companies are subject to SUSEP intervention and/or liquidation. In case of insufficient resources, technical reserves, or poor economic health with respect to a regulated entity, SUSEP may appoint an inspector to act within the relevant company. If such intervention does not remedy the issue, SUSEP will forward to CNSP proposal to withdraw the applicable insurance license. 

 

In additional, insurance companies are subject to pecuniary penalties, warnings, suspension of authorization of activities and disqualification to engage in business activities as set in Law. 

With respect to health insurance companies that are deemed to have financial imbalances or serious economic-financial or administrative irregularities, the Brazilian Regulatory Agency for Private Health Insurance and Plans (ANS) may order the disposal of the applicable health insurance company’s portfolio, or take other measures such as fiscal or technical direction regime for a period not exceeding 365 days, or extrajudicial liquidation. 

The penalties established for violations committed by health insurance companies and their directors and officers are: (i) warnings; (ii) pecuniary penalties; (iii) suspension of company’s activities; (iv) temporary disqualification for the exercise of management positions in health insurance companies; (v) permanent disqualification for the exercise of management positions in health insurance companies as well as in open private pension funds, insurance companies, insurance brokers and financial institutions; and (vi) the cancellation of the company’s authorization to operate and sale of its portfolio. 

In this sense, the risks of our insurance operation may be affected negatively by the penalties applied by SUSEP or ANS, as described above.

Holders of our shares and ADSs may not receive any dividends.

Corporations in Brazil are legally required to pay their stockholders a minimum mandatory dividend at least on a yearly basis (except in specific cases provided for in applicable law). Our Bylaws determine that we must pay our stockholders at least 25% of our annual net income calculated and adjusted pursuant to Brazilian Corporate Law. Applicable Brazilian legislation also allows corporations to consider the amount of interest on shareholders’ equity distributed to their stockholders for purposes of calculating the minimum mandatory dividends. Notwithstanding, theThe calculation of net income pursuant to the Brazilian Corporate Law may significantly differ from our net income calculated under IFRS.

 

Brazilian Corporate Law also allows the suspension of the payment of the mandatory dividends in any particular year if our Board of Directors informs our general shareholdersstockholders’ meeting that such payment would be incompatible with our financial condition. Therefore, inupon the occurrence of such event, the holders of our shares and ADSs may not receive any dividends. If this happens, the dividends that were not paid in the particular fiscal year shall be registered as a special reserve and, if not used to cover any losses of subsequent years, the amounts of unpaid dividends still available under such reserve shall be distributed when the financial condition of the corporation allows for such payment.

 

Furthermore, pursuant to its regulatory powers provided under Brazilian law and banking regulations, the Central Bank may at its sole discretion reduce the dividends or determine that no dividends will be paid by a financial institution if such restriction is necessary to mitigate relevant risks to the Brazilian financial system or the financial institution.

 

Please refer to section Our profile, item Our Shares,shares, Stockholders’ Paymentpayment and section Our Risk Management,risk management, item Regulatory Environment,environment, Basel III Framework,framework, Implementation of Basel III in Brazil for further details about CMN’s capital requirements and to the section Performance, item ConsolidatedComplete Financial Statements (IFRS), Note 2.4 (w)2.4t and Note 21, for further details about Dividendsdividends and Interestinterest on Capital.capital.

 

Tax reforms may adversely affect our operations and profitability.

The Brazilian government regularly amends tax laws and regulations, including by creating new taxes, which can be temporary, and changing tax rates, the basis on which taxes are assessed or the manner in which taxes are calculated, including in respect


of tax rates applicable solely to the banking industry. Tax reforms may reduce the volume of our transactions, increase our costs or limit our profitability.

 

Decision on lawsuits due to government monetary stabilization plans may have a material adverse effect on us.

We are defendantsa defendant in numerous standardizedlawsuits for the collection of understated inflation adjustment for savings resulting from the economic plans implemented in the 1980s and 1990s by the Brazilian Federal Government as a measure to combat inflation.

Itaú Unibanco Holding is a defendant in lawsuits filed by individuals, in respect of the monetary stabilization plans, or MSP, from 1986 to 1994, implemented by Brazilian federal government to combat hyper-inflation. We record provisions for such claims upon service of process for a claim.

In addition, we are defendants inas well as class actions similar to the lawsuits by individuals, filed by eitherby: (i) consumer protection associations orassociations; and (ii) public attorneys’ office (Ministério Público) on behalf of holders of savings accounts. HoldersIn connection with these class actions, Itaú Unibanco Holding establishes provisions upon service of savings accounts may collect any amount due based on suchthe individual claim requiring the enforcement of a decision. We record provisions when individual plaintiffs apply to enforce such decisions,judgment handed down by the judiciary, using the same criteria used to determine the provisions forof individual lawsuits.actions.

 

The Brazilian Federal Supreme Court (Supremo Tribunal Federal, or STF) has issued a number of decisions in favor of the holders of savings accounts, but has not issued a final ruling with respect toruled regarding the constitutionality of the MSPs as applicableeconomic plans and their applicability to savings accounts. In relation to a similar dispute with respect toCurrently, the constitutionalityappeals on this issue are suspended by order of the MSPs as applicable to time deposits and other private agreements, the Federal Supreme Court, has decided that the laws were in accordance with the Brazilian federal constitution. In response to this discrepancy, theConfederação Nacional do Sistema Financeiro, or CONSIF, an association of Brazilian financial institutions, filed a special proceeding with the Federal Supreme Court (Arguição de Descumprimento de Preceito Fundamental 165), in which the Central Bank has filed an amicus brief, arguing that holders of savings accounts did not incur actual damages and that the MSPs as applicable to savings accounts were in accordance with the federal constitution. Accordingly, the STF suspended the ruling of all appeals involving this matter until it hands down a final decision. However, there is no estimatea definitive statement of whenthis Court regarding the STF will render a judgment in the case, as there has not been a sufficient quorum to decide theconstitutional issue.

In addition, the Superior Court of Justice (Superior Tribunal de Justiça, or STJ), which is the highest court responsible for deciding cases relating to federal laws, is expected to imminently rule on several aspects that will directly determine the amount due, in case the STF rules against the constitutionality of the MSPs. The most relevant of such decisions will be: (i) the accrual of compensatory interests on the amount due to the plaintiff, in filings that carry no specific claim to such interests; (ii) the initial date of default interests, in regard to class actions; and (iii) the possibility of compensating the negative difference arising in the month of the MSP implementation, between the interests actually paid on saving accounts and the inflation rate of the same period, with the positive difference arising in the months subsequent to the MSP implementation, between the interests actually paid on saving accounts and the inflation rate of the same period. In relevant trials during 2015, the STJ ruled that: (i) compensatory interest would not be included in judgment awards, unless the ruling in question specifically provides for the award thereof;

Our risk managementA-73

Annual Report 2015

and (ii) compensatory interest shall not be required to be paid to savings accountholders once the institution in question can prove that the corresponding savings account has been terminated. In addition, such rulings also confirmed that inflationary effects from MSPs that became effective after those that are subject to the judicial action in question may be included in the claim for purposes of determining the amounts due thereunder, even without the express request of the account holder seeking judicial relief.

In addition, the STJ ruled that the term for filing class actions expired 5 years from the date of the MSP implementation. As a consequence, numerous class actions have been extinct by the Judiciary as a result of such ruling.

 

We are also subject to operational risks associated with the handling and conducting of a large number of lawsuits involving government monetary stabilization in case of loss.

 

Please refer to section Performance, Itemitem Financial Performance,performance, Liabilities, Litigation for further information.

 

Tax assessments may adversely affect us.

As part of the normal course of business, we are subject to inspections by federal, municipal and state tax authorities. These inspections, arising from the divergence in the understanding of the application of tax laws may generate tax assessments which, depending on their results, may have an adverse effect on our financial results.

 

Risks Associated With Our Businessassociated with our business

 

Market Risk Factorrisk factor

The value of our securities and derivatives is subject to market fluctuations due to changes in Brazilian or international economic conditions and, as a result, may subject us to material losses.

 

The securities and derivative financial instruments in our portfolio may cause us to record gains and losses, when sold or marked to market (in the case of trading securities), and may fluctuate considerably from period to period due to domestic and international economic conditions. If, for example, we enter into derivative transactions to hedge against decreases in the value of the Brazilianrealor in interest rates and the Brazilianrealappreciates or interest rates increase, we may incur financial losses and such financial lossesfinanciallosses could have a material adverse effect on us. In addition, we may incur losses from fluctuations in the market value of positions held, including risks associated with transactions subject to variations in foreign exchange rates, interest rates, price indexes, and equity and commodity prices, along with various indexes on these risk factors.

 

We cannot predict the amount of realized or unrealized gains or losses for any future period. Gains or losses on our investment portfolio may not contribute to our net revenue in the future or may cease to contribute to our net revenue at levels consistent with more recent periods. We may not successfully realize the appreciation or depreciation now existing in our consolidated investment portfolio or in any assets of such portfolio.

 

Operational Riskrisk factor

Factor

Failures, deficiency or inadequacy of our internal processes and human error or misconduct may adversely affect us.

 

Although we have in place information security controls, policies and procedures designed to minimize human error, and make continuous investments in infrastructure, management of crises and operations, the operational systems related to our business may stop working properly for a limited period of time or may be temporarily unavailable due to a number of factors. These factors include events that are totally or partially beyond our control such as power outages, interruption of telecommunication services, and generalized system failures, as well as internal and external events that may affect third parties with which we do business or that are crucial to our business activities (including stock exchanges, clearing houses, financial dealers or service providers) and events resulting from wider political or social issues, such as cyber-attacks or unauthorized disclosures of personal information in our possession.

 

Operating failures, including those that result from human error or fraud, not only increase our costs and cause losses, but may also give rise to conflicts with our clients, lawsuits, regulatory fines, sanctions, interventions, reimbursements and other indemnity costs, all of which may have a material adverse effect on our business, reputation and results of operations.

 

Operational risk also includes legal risk associated with inadequacy or deficiency in contracts signed by us, as well as penalties due to noncompliance with laws and punitive damages to third parties arising from the activities undertaken by us.

Cyberattacks may cause loss of revenue and reputational harm through data security breaches that may disrupt our operations or result in the dissemination of proprietary or confidential information.

 

We manage and store certain proprietary information and sensitive or confidential data relating to our clients and to our operations. We may be subject to breaches of the information technology systems we use for these purposes. We are strongly


dependent on technology and thus are vulnerable to viruses, worms and other malicious software, including “bugs” and other problems that could unexpectedly interfere with the operation of our systems. We also rely in certain limited capacities on third-party data management providers whose possible security problems and security vulnerabilities may have similar effects on us.

 

The costs to us to eliminate or address the foregoing security problems and security vulnerabilities before or after a cyber incident could be significant and the lack of remediation may result in interruptions, delays and may affect clients and partners.

 

Our risk managementA-74

Competition risk factor

 

Annual Report 2015

Competition Risk Factor

We face risks associated with the increasingly competitive environment and recent consolidations in the Brazilian banking industry.industry

 

The Brazilian market for financial and banking services is highly competitive. We face significant competition from other large Brazilian and international banks.banks, in addition to other companies competing in markets we operate. Competition has increased as a result of recent consolidations among financial institutions in Brazil and of regulations that increase the ability of clients to switch business between financial institutions. Please refer to section Our Risk Management,risk management, item Regulatory Environment,environment, Antitrust Regulationregulation for further information about the competition oncompetitionin the Brazilian Markets.markets. Such increased competition may adversely affect us by, among other things, limiting our ability to retain or increase our current client base and to expand our operations, or by impacting the fees and rates we adopt, which could reduce our profit margins on banking and other services and products we offer.

 

We rely on third party services

We have essential services for the proper functioning of our business and technology infrastructure, such as call centers, networks, internet and systems, among others, provided by external or outsourced companies. Impacts on the provision of these services, caused by these companies due to the lack of supply or the poor quality of the contracted services, can affect the conduct of our business as well as our clients.

Credit Risk Factorsrisk factors

Changes in the profile of our business may adversely affect our loan portfolio.portfolio

 

Our historical loan loss experience may not be indicative ofto our future loan losses. While the quality of our loan portfolio is associated with the default risk in the sectors in which we operate, changes in our business profile may occur due to our organic growth or merger and acquisition activity, changes in local economic conditions and, to a lesser extent, in the international economic environment, in addition to changes in the tax regimes applicable to the sectors in which we operate, among other factors. Any changes affecting any of the sectors to which we have significant lending exposure may adversely affect our loan portfolio. For example, in recent years, Brazilian banks have experienced an increase in loans to consumers, particularly in the automotive sector. However, this increased demand for vehicle financing wasloans has been followed by a significant rise in the level of consumer indebtedness, which led this portfolioleading to incur high nonperforming loan rates. As a result, many financial institutions recorded higher loan losses due to an increased volume of provisions and a decrease in loans for vehicle acquisition.

 

Additionally, changes in the economy and in political conditions, a slowdown in customer demand, an increase in market competition, and changes in regulation and other related changes in countries in which we operate could also adversely affect the growth rate and the mix of our loan portfolio. Past performance of our loan portfolio may not be indicative of future performance.

The value of any collateral securing our loans may not be sufficient, and we may be unable to realize the full value of the collateral securing our loan portfolio

The market value of any collateral related to our loan portfolio may fluctuate, from the time we required it to the evaluation time, due to the factors related to changes in economic, political or sectorial factors beyond our control. Changes in the value of the collateral securing our loans may result in a reduction in the value we realize from collateral and may have an adverse impact on our results of operations and financial condition.

We may incur losses associated with counterparty exposure risks.risks

 

We may incur losses if any of our counterparties fail to meet their contractual obligations, due to bankruptcy, lack of liquidity, operational failure or other reasons that are exclusively attributable to our counterparties. This counterparty risk may arise, for example, from our entering into reinsurance agreements or credit agreements pursuant to which counterparties have obligations to make payments to us and are unable to do so, or from our carrying out transactions in the foreign currency market (or other markets) that fail to be settled at the specified time due to non-delivery by the counterparty, clearing house or other financial intermediary. We routinely conduct transactions with counterparties in the financial services industry, including brokers and dealers, commercial banks, investment banks, mutual and hedge funds and other institutional clients, and their failure to meet their contractual obligations may adversely affect our financial performance.

 

We have significant exposure to Brazilian federal government debt.debt


Like most Brazilian banks, we invest in debt securities issued by the Brazilian government. As of December 31, 2015,2016, approximately 13.9%16.4% of all our assets and 60.5%66.7% of our securities portfolio were comprised of these debt securities. Any failure by the Brazilian government to make timely payments under the terms of these securities, or a significant decrease in their market value, could negatively affect our results of operations and financial condition.

 

Underwriting Riskrisk factor

Factor

Inadequate pricing methodologies for insurance, pension plan and premium bond products may adversely affect us.us

 

Our insurance and pension plan subsidiaries establish prices and calculations for our insurance and pension products based on actuarial or statistical estimates. The pricing of our insurance and pension plan products is based on models that include a number of assumptions and projections that may prove to be incorrect, since these assumptions and projections involve the exercise of judgment with respect to the levels and timing of receipt or payment of premiums, contributions, provisions, benefits, claims, expenses, interest, investment results, retirement, mortality, morbidity and persistency. We could suffer losses due to events that are contrary to our expectations directly or indirectly based on incorrect biometric and economic assumptions or faulty actuarial bases used for contribution and provision calculations.

 

Although the pricing of our insurance and pension plan products and the adequacy of the associated reserves are reassessed on a yearly basis, we cannot accurately determine whether our assets supporting our policy liabilities, together with future premiums and contributions, will be sufficient for the payment of benefits, claims, and expenses. Accordingly, the occurrence of significant deviations from our pricing assumptions could have an adverse effect on the profitability of our insurance and pension products. In addition, if we conclude that our reserves and future premiums are insufficient to cover future policy benefits and claims, we will be required to increase our reserves and record these effects in our financial statements, which may have a material adverse effect on us.

 

Our risk managementA-75

Annual Report 2015

Management Risk Factorsrisk factors

Our policies, procedures and models related to risk control may be ineffective and our results may be adversely affected by unexpected losses.losses

 

Our risk management methods, procedures and policies, including our statistical models and tools for risk measurement, such as value at risk (VaR), and default probability estimation models, may not be fully effective in mitigating our risk exposure in all economic environments or against all types of risks, including those that we fail to identify or anticipate. Some of our qualitative tools and metrics for managing risk are based on our observations of the historical market behavior. In addition, due to limitations on information available in Brazil, to assess clients’ creditworthiness, we rely largely on credit information available from our own databases, on certain publicly available consumer credit information and other sources. We apply statistical and other tools to these observations and data to quantify our risk exposure. These tools and metrics may fail to predict all types of future risk exposures. These risk exposures, for example, could arise from factors we did not anticipate or correctly evaluate in our statistical models. This would limit our ability to manage our risks. Our losses, therefore, could be significantly greater than indicated by historical measures. In addition, our quantified modeling may not take all risks into account. Our qualitative approach to managing those risks could prove insufficient, exposing us to material unexpected losses.

Our results of operations and financial position depend on our ability to evaluate losses associated with risks to which we are exposed and on our ability to build these risks into our pricing policies. We recognize an allowance for loan losses aiming at ensuring an allowance level compatible with the expected loss, according to internal models credit risk measurement. The calculation also involves significant judgment on the part of our management. Those judgments may prove to be incorrect or change in the future depending on information as it becomes available. These factors may adversely affect us.

 

Damages to our reputation could harm our business and outlook.outlook

 

We are highly dependent on our image and credibility to generate business. A number of factors may tarnish our reputation and generate a negative perception of the institution by our clients, counterparties, stockholders, investors, supervisors, commercial partners and other stakeholders, such as noncompliance with legal obligations, making irregular sales to clients, dealing with suppliers with questionable ethics, clientsunauthorized disclosure of client data, leakage, inadequate behaviorsinappropriate behavior by our employees, and third-party failures in risk management, among others. In addition, certain significant actions taken by third parties, such as competitors or other market participants, may indirectly damage our reputation with clients, investors and the market in general. Damages to our reputation could have a material adverse effect on our business and prospects.

 

Strategy Risk Factorsrisk factors

Our controlling stockholder has the ability to direct our business.business

 

As of January 31, 2016,2017, IUPAR, our controlling stockholder, directly owned 51.00% of our common shares and 25.54%25.96% of our total share capital, giving it the power to appoint and remove our directors and officers and determine the outcome of any action requiring stockholder approval, including transactions with related parties, corporate reorganizations and the timing and payment of dividends.


In addition, IUPAR is jointly controlled by Itaúsa, which, in turn, is controlled by the Egydio de Souza Aranha family, and by Cia. E. Johnston, which in turn is controlled by the Moreira Salles family. The interests of IUPAR, Itaúsa and the Egydio de Souza Aranha and Moreira Salles families may be different from the interests of our other stockholders.

 

In addition, some of our directors are affiliated with IUPAR and circumstances may arise in which the interests of IUPAR and its affiliates conflict with the interests of our other stockholders. To the extent that these and other conflicting interests exist, our stockholders will depend on our directors duly exercising their fiduciary duties as members of our Board of Directors. Notwithstanding, according to Brazilian Corporation Law the controlling stockholders should always vote in the interest of the Company. In addition, they are prohibited to votefrom voting in cases of conflict of interest in the matter to be decided.

 

The integration of acquired or merged businesses involves certain risks that may have a material adverse effect on us.us

 

As part of our growth strategy in the Brazilian and Latin America financial sector, we have engaged in a number of mergers, acquisitions and partnerships with other companies and financial institutions in the past and may pursue further such transactions in the future. Any such transactions involve risks, such as the possible incurrence of unanticipated costs as of result of difficulties in integrating systems, finance, accounting and personnel platforms, fail in diligence or the occurrence of unanticipated contingencies.contingencies, as well as the breach of the transaction agreements by counterparties. In addition, we may not achieve the operating and financial synergies and other benefits that we expected from such transactions.

 

There is also the risk that antitrust and other regulatory authorities may impose restrictions or limitations on the transactions or on the businesses that arise from certain combinations or applyingimpose fines or sanctionsanctions due to the interpretation of the authorities of irregularities onwith respect to a corporate merger, consolidation or acquisition, even if the institution has done this legally clearly and transparently, as they and the experts in corporate law understood.transparently.

 

If we are unable to take advantage of business growth opportunities, cost savings, operating efficiencies, revenue synergies and other benefits we anticipate from mergers and acquisitions, or if we incur greater integration costs than we have estimated, then we may be adversely affected.

 

Our risk managementA-76

Social and environmental risk factors

 

Annual Report 2015

Socio-Environmental Risk Factors

We may experienceincur financial losses and reputational losses associateddamages to socioenvironmental risks.our reputation from environmental and social risks

 

Socio-environmental issuesEnvironmental and water scarcitysocial factors are considered one of the most evident socio-environmentalrelevant topics for the business, since they can affect the creation of shared value in the short, medium and long terms, from the standpoint of the organization and its main stakeholders. In addition, we understand social and environmental risk factors that might impactas the risk of potential losses due to exposure to social and environmental events arising from the performance of our internal operationsactivities. For more information about our Social and our business.environmental risk management, please refer to section Risk and capital management.

 

The direct risks for our operations in Brazil are related to the water crisis, caused by a reduced volume of rain in the past four years, worsened by a structural situation of heavy losses in water distribution, low capacityWe understand that environmental and dependency of water storage in few reservoirs, as well as waste by consumers.

Water scarcitysocial issues may affect our activities and the operations in our administrative buildings, branch network and data centers, in addition to affecting directly the distribution of electricity, as a large part of it is generated by hydroelectric power plants.

Another risk that may impact us is related to the financing of activities in sectors that are more exposed to socio-environmental impact, such as mining, construction of hydroelectric power plants, cattle breeding, and more, which demand higher diligence for its mitigation.

Socio-environmental risks may affect the payment flowrevenue of our customers and, therefore, cause lateclients, causing delays in payments or default, especially in the eventcase of significant environmental and social incidents. The way these risks may affect us becomes more evident where we finance projects in sectors with higher environmental and social impacts, such as mining, and large hydroelectric plants, which require comprehensive environmental and social due diligence as well as mitigating measures.

We recognize that climate change is one of the major socio-environmental impacts.challenges for us because climate events may affect our activities in our administrative buildings, network of branches and data processing centers, and are taken into consideration for all geographical regions in which we operate in Brazil.

 

Financial Reporting Risksreporting risks

We make estimates and assumptions in connection with the preparation of our consolidated financial statements, and any changes to those estimates and assumptions could have a material adverse effect on our operating results.results

 

In connection with the preparation of our consolidated financial statements, we use certain estimates and assumptions based on historical experience and other factors. While we believe that these estimates and assumptions are reasonable under the circumstances, they are subject to significant uncertainties, some of which are beyond our control. Should any of these estimates and assumptions change or prove to have been incorrect, our reported operating results could be materially adversely affected.

 

As a result of the inherent limitations in our disclosure and accounting controls, misstatements due to error or fraud may occur and not be detected.detected

 

Our disclosure controls and procedures are designed to provide reasonable assurance that information required to be disclosed by us in reports we file with or submit to the SEC under the Exchange Act is accumulated and communicated to management, recorded, processed summarized and reported within the time periods specified in SEC rules and forms. We believe that any disclosure controls and procedures or internal controls and procedures, including related accounting controls, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. These inherent limitations include the realities that judgments in decision-making can be faulty and that breakdowns can occur because of simple error or mistake. In addition, controls can be circumvented by the individual acts of some persons, by collusion of two or more people or by an unauthorized override of the controls.


Any failure by us to maintain effective internal control over financial reporting may adversely affect investor confidence in our company and, as a result, the value of investments in our securities.securities

 

We are required under the Sarbanes-Oxley Act of 2002 to furnish a report by our management on the effectiveness of our internal control over financial reporting and to include a report by our independent auditors attesting to such effectiveness. Any failure by us to maintain effective internal control over financial reporting could adversely affect our ability to report accurately our financial condition or results of operations. If we are unable to conclude that our internal control over financial reporting is effective, or if our independent auditors determine that we have a material weakness or significant deficiency in our internal control over financial reporting, we could lose investor confidence in the accuracy and completeness of our financial reports, the market prices of our shares and ADSs could decline, and we could be subject to sanctions or investigations by the SEC or other regulatory authorities. Failure to remedy any material weakness in our internal control over financial reporting, or to implement or maintain other effective control systems required of public companies subject to SEC regulation, also could restrict our future access to the capital markets.

 

Risk and capital management

We regard risk management as an essential instrument to optimize the use of our resources and to assist us in selecting business opportunities in order to maximize value creation to stockholders.

 

Our risk management process includes:

 

·Identificationidentification and measurement of existing and potential risks in our operations;
·Approvalalignment of risk management and control of institutional policies, procedures and methodologies according to the guidelines of the Board of Directors and our corporate strategies; and
·Managementmanagement of our portfolio seeking optimal risk-return ratios.

 

The risk identification process purpose is to map internal and external risk threats that may affect the business’ and support units’ strategies, keeping them from achieving their goals, potentially impacting our earnings, capital, liquidity and reputation.

Risk The risk management processes are embedded inpermeate the entire institution and are aligned with the guidelines of our Board of Directors and senior management directives, which, through the committees described below, determinedefine overall risk management objectives by establishingsetting targets and limits applicable to our business units. The control andfor risk management .The capital management and control units in turn, support our management by means ofthrough monitoring

Our risk managementA-77

Annual Report 2015

procedures and analyzing risk and capital analysis.processes. Please refer to section Our Governance,governance, item Management Structure,structure, Board of Directors and Board of Officers for further details about our Board of Directors responsibilities.

 

In linecompliance with CMN and Central Bank regulations, we have implemented a capital management structure and the Internal Capital Adequacy Assessment Process (ICAAP)., taking a prospective stance in relation to capital management.

 

Our organizational risk management governanceorganizational structure complies with current Brazilian and international regulation in place and is aligned with best market practices. Risk management responsibilities are structured according to the concept of three lines of defense, namely:

·in the first line of defense, the business and corporate support areas have the role of managing the risks they give rise to, by identifying, assessing, controlling and reporting the risks;

·in the second line of defense, an independent unit provides central control, so as to ensure that our risk is managed according to the risk appetite, and established policies and procedures. This centralized control provides the Board and executives with a global overview of our exposure, in order to optimize and speed up corporate decisions;and

·the role of the third line of defense, internal audit, is to provide an independent assessment of the institution’s activities, to ensure that senior management can see that risk controls are adequate, risk management is effective and internal controls and regulatory requirements are complied with.

During the whole risk management process we apply adequate information technology (IT) systems, in complianceaccordance with regulationsCentral Bank’s regulation and requirements in Brazilplace. We also monitor adherence to the qualitative and abroadquantitative regulators’ minimum capital and risk management requirements.

Risk management principles

To assume and manage risks is the essence of our activities and, for this reason, we must have well established objectives towards risk management. In this context, risk appetite defines the nature and the level of the risks that are acceptable for our organization and the culture of risks guides the necessary attitudes to manage them. We pursue sound risk management processes that permeate throughout the entire organization and are the basis of strategic decisions so as to ensure the sustainability of our business.

The principles below establish the fundamentals of risk management, risk appetite and the way our employees work on a daily basis for decision making:

1. Sustainability and customer satisfaction: We want to be a leading bank with a sustainable performance and customersatisfaction. We are concerned about creating shared value for employees, customers, stockholders and society, ensuring the longevity of our business. We will only do business that is good for the customer and the bank.


2. Risk culture:Our risk culture goes beyond policies, procedures and processes and strengthens the individual and collective responsibility of all employees so that they can do the right thing, at the right time and in linethe right way, respecting our ethical way of doing business. Please refer to item Risk Culture below for further information about our Risk Culture.

3. Price for risk:We operate and take risks in business that we know and understand and we avoid risks that we do not knowor in which we do not have a competitive advantage, carefully assessing risk-adjusted return.

4. Diversification:We have a low appetite for volatility in our results and, for this reason, we work with market best practices. Controla diversified client, product and business base, seeking the diversification of the risks to which we are exposed and prioritizing lower-risk business.

5. Operational excellence:We want to be an agile bank, with a robust and stable infrastructure so as to offer a high-quality service.

6. Ethics and respect for regulation:For Itaú Unibanco, ethics are non-negotiable. We promote a fair institutional environment, guiding employees to cultivate ethics in relationships and business, and the respect for rules, taking care to protect our reputation.

In 2016, we reviewed our risk appetite policy, which was established and approved by the Board of Directors and guides our business strategy. Our risk appetite is based on the following statement of the Board of Directors:

“We are a universal bank, operating predominantly in Latin America. Supported by our risk culture, we operate based on rigorous ethical and regulatory compliance standards, seeking high and growing results, with low volatility, by means of the long-lasting relationship with clients, correctly pricing risks, well-distributed fund-raising and proper use of capital.”

Based on this statement, we have implemented five dimensions to our policy, each of them composed of a set of metrics associated with the main risks involved, combining additional forms of measurement and seeking a broad view of our credit, market, operational,exposures:

§Capitalization: it establishes that we must have enough capital to protect us against a severe recession or a stress event without the need to adapt our capital structure in unfavorable circumstances. This is monitored through the follow up of our capital ratios, in normal and stress situations, and of our debt issuer ratings.

§Liquidity: it establishes that our liquidity must support long periods of stress. This is monitored through the follow up of our liquidity ratios.

§Composition of results: it determines that our business will be focused mainly on Latin America, where we will have a diversified variety of customers and products, with low appetite for volatility of results and for high risks. This dimension comprises aspects of business and profitability, market and credit risks. Metrics monitored seek to ensure, by means of limits of exposure concentration, such as industry sectors, quality of counterparties, countries and geographical regions, and risk factors, the proper composition of our portfolios, aimed at the low volatility of our results and the sustainability of our business.

§Operational risk: it focuses on the control of operational risk events that may negatively affect our business and operational strategy, and it is monitored through the follow up of the main operational risk events and losses incurred.

§Reputation: it addresses risks that may affect the value of our brand and our reputation with customers, employees, regulators, investors and the general public. The risks in this dimension are monitored through the follow up of client satisfaction or dissatisfaction, our exposure in the media, in addition to the observance of our conduct.

The Board of Directors is responsible for approving the guidelines and underwriting riskslimits of risk appetite, performing its duties with the support of the Risk & Capital Management Committee (CGRC) and our CRO.

Risk appetite is performed in a centralized manner by an independent unit, led by anregularly monitored, analyzed and reported to executive director reporting to our Chief Executive Officer (CEO)levels and to the Board of Directors, in orderDirectors. In case the monitoring of some metric point to ensure that such risks are managed pursuant to oura level above the risk appetite, and our existing policies and procedures. This independent unitin normal or projected situations, there is also responsible for centralizing our capital management. Centralized control is intendeda pre-established governance with authority of reporting, including to provide the Board of Directors, which organizes necessary discussions and senior management with a global view of ouractions to be made to retake the exposures to the desirable levels of risk appetite.


Risk Culture

 

With the aim of strengthening our values and aligning our employees’ behavior with the guidelines established in risk management, we have adopted a number of initiatives to disseminate the risk culture. Our Risk Culture is based on four basic principles illustrated on the right side of this text.

These principles are our guidance, which aim to help our employees to understand, identify, measure, manage and mitigate risks as well as within a prospective viewconscious way.

In addition to policies, procedures and processes, risk culture strengthens the individual and collective responsibility of our capital adequacy, so as to optimize and expedite appropriate corporate decisions.employees in the management of risks inherent in the activities performed individually, respecting the ethical way of managing business.

 

We use information technology (IT) systemspromote a risk culture, stressing behavior which will help people at every level of the organization to comply withconsciously assume and manage risk. With these principles disseminated throughout the Central Bank’s capital reserve requirements, as well asinstitution, there is an incentive for risk measurement purposes, following regulationsto be understood and regulatory models. We also coordinate actions among different unitsopenly debated, to verify compliance with qualitativebe kept within the levels indicated by the risk appetite, and quantitative requirements established by relevant authorities to maintainbe taken as the minimum required capital and monitor risks.individual responsibility of each employee of Itaú Unibanco, irrespective of their position, area or function.

 

We also provide channels to report operating failures, internal or external fraud, workplace concerns or cases that may cause disorders and/or losses to us or prejudice clients. All employees or third parties have the responsibility to communicate problems timely, as soon as they taken knowledge of the situation.

Risk and Capital Governancecapital governance

We

As previously mentioned, the CGRC is responsible for supporting the Board of Directors in performing its duties related to our capital and risk management. At the executive level we established committeessubcommittees, chaired by our CEO, that are responsible for risk and capital management and report directly to the Board of Directors. Committee members are elected by theRisk and Capital Management Committee. The Board of Directors is the main authority with respect to risk and capital management decisions. At the executive level, risks are managed by corporate committees, which are chaired by our CEO.

The following committees are part of our risk and capital management governance structure:

 

(1) CNRF and CTAM are chaired by Itaú Unibanco Holding’s main executive officer in charge of risk.   

 

Risk and& Capital Management Committee (CGRC):supports the Board of Directors in the performance ofperforming its duties related to our riskourrisk and capital management by meeting, at least, quarterlyfour times annually, and submitting reports and recommendations to assist the Board of Directors in its decision-making with respect to:

 

·§Decisions regarding ourthe risk appetite for riskof the institution, in terms of capital, liquidity, results, operational risk and franchise (our brand),reputation, ensuring these aspects are in alignment with our strategy and including: acceptable levels of capital and liquidity,liquidity; types of risk to which we could be exposed as well as aggregate limits for each type of risk,risk; tolerance with respect to volatility of results and risk concentrations,concentrations; and general guidelines on tolerance regarding risks that may have an impact on our franchise (or the value of our brand i.e.(i.e., image risk);

·§Supervision of our risk management and control activities in order to ensure our adequacytheir suitability to the risk levels assumed and to the complexity of transactions in which we engage,the operations as well as compliance with regulatory requirements;

·§Review and approval of capital management institutional policies and strategies thatfor capital management, which establish mechanisms and procedures intended to maintainfor maintaining capital compatible with the risks incurredthat are taken by us;

·§Determination ofEstablishing our minimum expected return on capital as a whole and for our entirelines of business as well as performance monitoring;monitoring performance;

·§Supervision of our incentive structures, including compensation, seeking to ensure their alignment with risk control and value creation objectives; and

·§Promotion andFostering improvement ofin our risk culture.Risk Culture.

Audit Committee:we have a single Audit Committee overseeing all entities within the Itaú Unibanco Group that are either authorized to operate by the Central Bank or that are supervised by SUSEP. In accordance with its internal rules, approved by the Board of Directors, the Audit Committee must meet at least quarterly and otherwise when the Chairman of the committee deems necessary. The committee

Our risk managementA-78

Annual Report 2015

is responsible for overseeing the quality and integrity of our financial statements, the compliance with legal and regulatory requirements, the performance, independence and quality of the services provided by our independent auditors and of work performed by our internal auditors, and the quality and effectiveness of the internal control and risk management systems.

Additionally, the Committee will, individually or jointly with the Conglomerate’s respective independent audit companies, formally communicate with the Central Bank or SUSEP, as the case may be: (i) noncompliance with the legal and regulatory provisions and internal norms that place the continuity of our companies at risk; (ii) fraud of any value perpetrated by senior management (members of the Board of Directors and Executive Board) of our companies; (iii) significant fraud perpetrated by our employees or by third parties; and (iv) errors resulting in significant inaccuracies in our financial statements of our companies.

Please refer to the section Our Governance,governance, item Management Structurestructure for further details about the Audit Committee responsibilities of these Committees.and for complementary information about the CGRC.

 

Superior Market Risk and Liquidity Committee (CSRML):meets on a monthly basis to set guidelines and is responsible for setting guidelinesand governance for investments and market and liquidity risks regarding our consolidated positions and business lines.

 

The CSRML is responsible for the strategic management and control of risks, and for setting limits for market and liquidity risks, according to the authority delegated by the Risk and Capital Management Committee (CGRC). The CSRML is also responsible for analyzing the levels of our current and future liquidity and taking steps to promote the safe and efficient evolution of our financial flows.

The CSRML is responsible for discussing and establishing (i) additional liquidity and market risks; (ii) guidelines to delegate operations and decision powers to the Market Risk and Liquidity Management Committee (CGRML); (iii) the funding policy and the policy on investments in the domestic and international financial markets; (iv) the criteria and rules on transfer pricing among companies of the conglomerate; (v) the strategies for financing group portfolios; (vi) the guidelines and governance for market risk and liquidity in managing funds from Technical Reserves and from Insurance, Pension and Savings Bonds; and (vii) the guidelines for monitoring the balance between assets and liabilities of Closed Private Pension Entities (Foundations) associated with the conglomerate.

Superior Operational Risk Management Committee (CSRO):meets at least on a quarterly basis. Its chief responsibilities are:bimonthly basis and is responsible for understanding the risks of our processesourprocesses and business, defining guidelines for managing operatingoperational risks management and assessing the results achieved by our Internal Controls and Compliance System.

 

Superior Products Committee (CSP):meets on a weekly basis and is the highest authority to approve ourresponsible for evaluating products, operations, servicesservicesand processes that are beyond the authority of the Products Committees that report to it or that involve image risk to us.

Superior Credit Committee (CSC):meets on a weekly basis and related processes. It is responsible for:for analyzing and deciding on credit proposalsthat are beyond the authority of the Credit Committees that report to it, and analyzing decisions which were not made due to a lack of consensus at the committee immediately subordinate to it or cases where, due to the relevance or characteristics of the topic or other features, these Credit Committees decide to submit to its review.

·Evaluating products, operations, services and processes that do not fall under the responsibility of other committees subordinated to it;
·Evaluating products, operations and processes that the Wholesale Bank does not have authority to approve; and
·Evaluating products, operations, services and processes that involve risk to our image.

 

Superior Retail Credit and Collection Committee (CSCCV):meets on a monthly basis and is responsible for approving credit policiescreditpolicies and assessing the performance of Retail Credit and Collection portfolios and strategies.

 

Superior Wholesale Credit and Collection Committee (CSCCA):meets on a monthly basis and is responsible for approving creditapprovingcredit policies and assessing the performance of Wholesale Credit and Collection portfolios and strategies.

 

Superior Credit Committee (CSC):meets on a weekly basis. It isAdditionally, we have subcommittees, chaired by our CRO and CFO, which are also responsible for:

·Analyzing and deciding on credit proposals that are beyond the authority of the Credit Committees that report to it; and
·Reviewing decisions which were not made due to a lack of consensus at the committee immediately subordinate to it or that were submitted to it for review duefor risk and capital management. They can report directly to the relevance of the topic or other features.

Risk and Financial PoliciesCapital Management Committee (CNRF):meets at least five times a year, to:

·Review and approve, by consensus, the circulars and attachments prepared by the Risk and Finance Control and Management Area (ACGRF);

·Recommend, for final approval by the Board of Directors, the institutional policies prepared by ACGRF; and

·Ratify attachments approved at the appropriate authority levels.

Model Assessment Technical Committee (CTAM):or to the subcommittees mentioned above.

 

CTAM – Market:meets every two months or upon request forTo support this structure, we have the approvalRisks & Finance Control and assessment of marketManagement Area, structured with specialized departments and pricing risk models based onsubordinated to our CRO and CFO, intending to independently and in a centralized manner to ensure that the opinion of the independent model validation group, suggestsinstitution’s risks and monitors action plans for the validated modelscapital are managed in accordance with established policies and monitors the performance of the market risk model our time goes by, determining new developments, if necessary.procedures.

 

CTAM – Credit:meets monthly or when required. Its purpose is to approve the use of credit risk models from a technical viewpoint. Its responsibilities are: to give technical approval for the use of credit risk models; to issue the technical opinions of the Broad Validation Unit on credit risk models and on other models used in theRisk management and/or quantification of specific risks, according to our needs and priorities; to resolve important management changes to the models in use; and

Our risk managementA-79

Annual Report 2015

to decide on conditions for the use of models, recommendations for action plans to eliminate/minimize risks and suggestions for future models submitted by the Broad Validation Unit.

Risk Management

 

Credit Risk risk

Credit

We define credit risk isas the possibilityrisk of losses due to theloss associated with: failure by thea borrower, issuer or counterparty to performfulfill their respective financial obligations under agreed upon terms,as defined in the devaluationcontracts; value loss of a credit agreement resulting from a deterioration of the risk rating of the borrower, issuerborrower’s, issuer’s or counterparty, thecounterparty’s credit rating; reduction of earningsprofits or remuneration, and theincome; benefits granted upon renegotiationsubsequent renegotiation; or thedebt recovery costs.

Our credit risk management is the primary responsibility of all Business Areas and is aimed at maintaining the quality of the credit portfolio at levels that are consistent with our risk appetite, for each market segment in which we operate. Our credit risk governance is managed through subcommittees, which report to the Board of Directors or to our executive structure, and act primarily by assessing the competitive market conditions, setting our credit limits, reviewing control practices and policies, and approving these actions at the respective authority levels. This includes the risk communication and reporting processes, including disclosure of institutional and supplementary policies, and other information, on credit risk management, are responsibility of this structure. We manage the credit risk to which it is exposed during the entire credit cycle, from before approval, during the monitoring process and up to the collection or recovery phase.

 

Our credit risk management and control structure establishesis centralized and independent of the business units and defines operational limits, risk mitigation mechanisms and processes, and instruments to measure, monitor and control risk that can quantify the credit risk inherent into all products, portfolio concentrations and the impacts of potential changes in the economic environment. Our portfolio, policies and strategies are continuously monitored so as to ensure compliance with the rules and laws in effect in each country.

 

OurThe key assignments of the business areas are (i) monitoring the portfolios under their responsibility, (ii) granting credit, taking into account approval levels, market conditions, macroeconomic prospects, changes in markets and products and the effects of sector and geographical concentration, and (iii) credit risk management structure isaimed at making the primary responsibility of all Business Units and aims to keep the quality of our credit portfolio consistent with risk appetite levels for each market segment in which we operate. The Business Units are responsible for:

·Following up and closely monitoring the portfolios of credit under their responsibility;

·Granting credit in accordance with the authority levels, market conditions, macroeconomic prospects, changes in markets and products and the effects of sector and geographic concentrations; and

·Managing credit risk by adopting actions that provide sustainability to its business.

Our institutional policies on credit risk management are approved by our Board of Directors and applicable to all of our companies and subsidiaries in Brazil and abroad.

business sustainable. Our credit policy is based on internal factors, such as borroweras: client ratings, criteria, performance and evolution of our portfolio, default levels, return rates, and allocated economic capital;capital, among others; and on external factors related to the economic environment,such as: interest rates, market default indicators, inflation and changes in consumption, levels.among others. Policies and products’ evaluation process enables us to identify potential risks in order to ensure that credit decisions make sense from an economic and risk perspective.

 

With respect to our individuals, small and middle market companies, credit ratings are assigned based on two statistical models: (i) application (in the early stages of our relationship with a customer) and (ii) behavior score (used for customers with whom we already have a relationship) models. Extraordinarily, an individual analysis of specific cases may be performed, in which case credit approval follows applicable authority levels.


For large companies, classification is based on information such as the counterparty’s economic and financial situation, its cash-generating capacity, the economic group to which it belongs and the current and the prospective situation of the economic sector in which it operates. Credit proposals are analyzed on a case-by-case basis through the approval governance. We have a structured process to maintain a diversified portfolio, which is considered appropriate by our institution. The concentrations are monitored continuously for economic sectors, and largest debtors, allowing preventive measures to be taken to avoid the violation of the established limits.

 

Our credit risk management governance is conducted through corporate committees that report to the Board of Directors or to our executive officers and act primarily by assessing competitive market conditions, setting our credit limits, reviewing control practices and policies and approving actions at different authority levels. The risk communication and reporting processes, including the disclosure of institutional policies on credit risk management, are also part of this governance structure.

Our credit risk control is carried out by an independent area within the bank, which is responsible for risk management and which operates separately from business units, as required by current regulations. For the credit risk control process, the main responsibilities of the risk management control area are:

·Monitoring and controlling the performance of the credit portfolios in accordance with the limits approved by senior management;
·Conducting a centralized control of the credit risk area, which is through a unit that is independent from our other business units;
·Managing the process of preparation, review and approval of institutional policies applied to credit risk, as provided for regulatory guidelines; and

·Assessing the credit risk of the operations at the authority levels appointed by the credit commissions.

Our evaluation process, with respect to policies and products, enables us to identify potential risks in order to ensure that credit decisions fall within our acceptable risk parameters, taking into account the economic benefits.

Our centralized process for approving credit policies and validating models ensures the synchronization of credit actions.

The credit rating for our Wholesale transactions is based on information such as the economic and financial condition of the counterparty, its cash-generating capabilities, its relevant affiliated parent and companies and the current and prospective situation of the economic sector in which it operates. Credit proposals are analyzed on a case-bycase basis through our internal approval governance structure.

With respect to our Retail transactions (individuals, small and middlemarket companies), rating is assigned based on two statistical models: (i) application (in the early stages of our relationship with a customer) and (ii) behavior (used for customers with whom we already have a relationship). Decisions are made based on scoring under these models and resulting ratings are continuously monitored by our credit risk independent unit. In some cases, an individual analysis of specific cases may be performed, in which case credit approval is submitted to the applicable authority levels.

Additionally, the risk assessment of both the Retail and the Wholesale segments takes into account the client´s level of indebtedness to us as well as other creditors.

Our risk managementA-80

Annual Report 2015

GovernmentWe rate government securities and other debt instruments to be purchased or held in our portfolio are classified by our credit risk independent area or business unit according to ourtheir credit quality parameters with the purpose of managing the exposures.

 

We seek toalso strictly control our credit exposure to clients and counterparties, taking actionacting to remediatereverse occasional situations in which our actual exposure exceeds targeted levels. In the cases where our actual exposure exceeds targeted levels, welimit breaches. We may seek enforcement ofuse contractual provisionscovenants for these purposes, such as the right to demand early payment or require additional collateral and/collateral.

To measure credit risk, we take into account the probability of default by the borrower, issuer or guarantees.counterparty, the estimated amount of exposure in the event of default, past losses from default and concentration of borrowers. Quantifying these risk components is part of the lending process, portfolio management and definition of limits. Models are used as tools to quantify these factors, and contribute to more exact decision-making.

The models used by us are independently validated, to ensure that the databases used in constructing the models are complete and accurate, and that the method of estimating parameters is adequate, so as to reduce the modeling risk and keep the models calibrated, to that they reflect risk parameters more accurately.

 

We countrely on a specific structure and processes aimed at ensuring that the country risk related to our client is managed and controlled, including: (i) country risk governance; (ii)establishment of country ratings; (iii) credit(ii) determination of limits for specific countries; (iv) limits monitoring; and (v) actions to limit breaches.(iii) monitoring of limits.

 

In line with the principles of the CMN regulation, our credit risk management structure and institutional policy are approved by our Board of Directors and are applicable to all companies and subsidiaries in Brazil and abroad.

 

Please refer to section Performance, item ConsolidatedComplete Financial Statements (IFRS), Note 36 – Management of Financial Risks for further details about Credit Risk.credit risk.

 

Loan Approval Processapproval process

Extensions of credit are approved based on policies at the business unit level, determined in accordance with the assumptions of each department and our bank’s risk appetite. The decision to extend credit may be granted by means of a pre-approval process or the traditional approval mechanism, which is applied on a client by client basis. In both cases, the decisions are made based on principles of credit quality such as credit rating supported by statistical models, percentage of income committed by/leverage of the client and credit restrictions determined by us and the market.

 

The business units prepare and keep updated the policies and procedures of the credit cycle.

 

The credit granting process contemplates the use of credit protection services with the purpose of checking whether a client’s credit history includes information that could be considered an obstacle to granting a loan, such as assets blocked by court orders, invalid tax payer identification numbers, prior or pending debt restructuring or renegotiation processes and checks not honored due to insufficient funds.

 

The policy assessment process allows for the identification of potential risks and is intended to ensure that credit decisions make sense from both an economic and a risk perspective.

 

Individuals

Our branch network extends nationwide and adopts a client segmentation strategy pursuant to which products and services are developed to meet the specific needs of a diversified client base.

Credit products offered at our branch network and through our electronic channels include, among others, overdraft protection, credit cards, personal loans, payroll loans, vehicle financing and vehicle financing.mortgage loans.

 

In all cases, an internal credit score is applied and a cut-off threshold is defined for each product line. Documentation required at the moment the client decides to open an account with us or when we grant a loan includes an application form with the client’s signature, personal identification and proof of income.

 

In the case of pre-approved credit, if a client’s risk profile is within the cut-off threshold and parameters established under our credit policy, the credit is considered pre-approved and is automatically available to the client. In the cases where credit is not pre-approved, credit review is carried out through a traditional process under which proposals are assessed on an individual basis by a credit expert. Under this process, approvals are decided by a credit desk, since commercial managers do not have authority to approve individual applications.

 

Documentation required at the moment the client decides to open an account with us or when we grant a loan includes an application form with the client’s signature, personal identification and proof of income.

Credit cards

 

Our credit card business is comprised of Itaucard and Hipercard credit cards as well as credit cards from associations and commercial agreements with significant retailers. Our credit cards are available to account-holding or non-account holding clients, and can be applied for by telephone, internet or points of service at our partner institutions.

 

The credit granting process for credit cards includes a pre-qualification phase in which internal or market restrictive filters are applied. For eligible clients, the maximum credit amount offered takes into consideration the client’s risk, based on statistical models specifically designed for credit cards (application score) and on the applicants’ income. A fixed interest rate is applied to revolving credit transactions.

 

Personal loans


Our decision on whether to grant loans to our account holders takes into account the client’s income level and our internal client credit rating, which is based on internally developed statistical models. Through these models, we determine which clients will receive credit offers and in which amounts, the maximum number of installments and the maximum amount for monthly installments, based on fixed interest rates.

 

Payroll loans

Our payroll loan products are available to account-holding or nonaccountnon-account holding clients. Fixed installments are directly deducted from the borrower’s payroll to the bank´s account without being recorded in the debtor’s account.

 

The maximum percentage of installments to income is defined by law and is limited to 35% of a payroll loan borrower’s net income (public sector employees), of which 5% should be devoted exclusively to credit cards.

Our risk managementA-81

Annual Report 2015

Our strategy in this segment For private sector employees, the maximum percentage is to focus on loans to the INSS´s beneficiaries, that receive benefits from federal, state or municipal governments, which, combined30%, with our good management practices andno additional limit for credit policies, should allow us to increase this portfolio with low delinquency levels compared to other types of products.cards.

 

Documentation required to receive a payroll loan includes personal identification, proof of payroll and residence and proof of the bank account where the client receives payroll benefits. If the salary is deposited with us, this documentation is not necessary.

 

Itaú BMG Consignado is the financial institution controlled by Itaú Unibanco Holding through which we engage in the offering, distribution and sale of payroll loans in Brazil.

Vehicle financing

 

Vehicle financing proposals are submitted through (i) partner car dealers throughout Brazil for all types of clients (whether account holders or not) or (ii) directly at our branches or through electronic channels for account holders.

 

A client’s internal credit rating and the terms and conditions of the proposed transaction are taken into account before approving the proposal. If the proposed transaction meets all of our credit policy requirements, which determine maximum installment amounts, loan to value, or LTV, and maturity, and the client’s personal information is validated by credit protection services, the loan is automatically approved.

 

A fixed interest rate is set based on the credit rating and the characteristics of the transaction. All vehicle financing transactions are secured by the asset itself, and the maximum LTV is defined to support any possible stress periods.

 

Mortgage loans

 

In addition to real estate loans provided through our branch network, we have entered into partnerships with large real estate brokers in Brazil, which originate real estate financing, transactions for us on an exclusive basis and in different cities across the country.

 

The approval of real estate loans is based on assumptions involving the portion of a client’s income to be committed to loan repayments, the client rating according to our internal rating system and the maximum LTV, so that even under a stress scenario LTV is kept at adequate levels. Interest rates are fixed.

 

The data included in the financing proposal is analyzed, validated and confirmed by supporting documentation provided by the client. The proposal may be rejected if the information provided to us is found to be inconsistent, the proposal fails to meet our current policy requirements or any requested information fails to be provided.

 

Credit to very small and small companies

 

We offer products such as working capital financing and discount of trade receivables to very small and small companies.

 

Credit limits to very small and small companies are assigned according to a client’s revenues and are based on a business risk assessment, as well as on other criteria such as the financial condition of the company´s stockholders or partners, the identification of possible credit restrictions and an evaluation of the economic sector in which the company operates. Documentation required includes the company’s governing documents, proof of revenues and information on the partners or stockholders.

 

Similarly to our procedures for granting of loans to individuals, credit may be granted to very small and small companies pursuant to a preapprovedpre-approved limit or subject to an individual analysis by a credit desk.

Documentation required includes the company’s governing documents, proof of revenues and information on the partners or stockholders.

 

Much of the credit we extend to for companies in this segment requires the provision of collateral or guarantees. Transactions to finance the production of goods usually require machinery and equipment as collateral. Working capital financing may be collateralized by trade receivables, checks receivable or credit cards receivable or may be collateralized by the company’s partners or stockholders and/or third parties.

 

Interest rates can be fixed or variable depending on the product that is chosen by the client.

 

Corporate Credit to middle-market and large companies

 

The credit analysis process for middle marketmiddle-market and large companies is carried out based on the financial condition of such companies and any corporate groups to which they belong. The credit analysis takes into account the company’s history, financial capacity and adequacy of the requested transaction to the client’s needs. This analysis is based on the company’s


financial statements (balance sheet, statement of income, statement of cash flows), on-site meetings with the company, market conditions, analysis of the economic sector in which the company operates and inquiries into credit protection services. An

A commensurate environmental analysisand social assessment is carried out simultaneouslyundertaken for every company with ourwhom we keep a credit analysis, and arelationship. As appropriate, an action plan of action may be created as a result of this analysis forin order to bring the company to complyclient into compliance with the requirements determined by our internal environmental policy, or apolicies. A recommendation to deny thefor credit denial may also be issued.issued as an outcome of such assessment.

 

The proposed maximum credit amount extended and the client internal rating, with a defined cut-off, are submitted to the appropriate credit authorization levels depending on the amount involved, term of the transaction and available security or guarantees, in accordance with our governance policies. Interest rates can be fixed or variable depending on the product that is chosen by the client within the credit limit approved.

 

International UnitsForeign units

 

The individual and legal entities of International Unitsforeign units follow procedures similar to those applied to individuals and the corporate segments mentioned above. For the individuals segment, lending is mainly based

Our risk managementA-82

Annual Report 2015

on income level, internal credit score and internal credit rating. In the corporate segment, the granting of credit is based on the economic and financial analysis of the client.

 

Credit granting in our subsidiaries operating outside of Brazil follows the same corporate governance and policies described above. All subsidiaries are subject to a centralized management that monitorscorporate monitoring of credit portfolios, in Brazil, as well as credit granting rules according to the performancecharacteristics of our portfolio, establishes rules for credit grantingeach subsidiary, including appropriate approval authority levels in Brazil, and is responsible for the corporate governance related to credit granting.

 

Risk-Mitigating Instruments 

As partPlease refer to section Performance, item Complete Financial Statements (IFRS), Note 36 – Management of ourfinancial risks, Credit risk, 3. Collateral and policies for mitigating credit risk, control, we have institutional policies establishing guidelines and duties in connection with the request for provision of collateral and each business unit is responsible for establishing, in its own credit policies, credit risk management rules for the acceptance of such collateral.

Collateral or personal guarantees may be required to mitigatefurther details about our risk exposure to certain transactions. In order to be considered a risk-mitigating instrument, collateral must meet legal and performance requirements established in our internal policies. All collateral that may impact credit risk, capital allocation and accrual are periodically reviewed by us, ensuring that they are legally enforceable.mitigating instruments.

 

Market Riskrisk

 

Market risk is the possibility of losses resulting from fluctuations in the market value of positions held by a financial institution, most typically caused byincluding the risk subject to variations in foreign exchange rates, interest rates, Brazilian inflationprice indexes, equity and commodity prices, along with various indexes forbased on these risk factors.

Market risk management is the process by which our management monitors and controls risk of variations in the value of financial instruments due to market movements, while aiming to optimize the risk-return ratio through an adequate limit and alertlimits structure, (described below),alerts, effective risk management models and related management tools.

 

Our policies and general market risk management framework are consistentin line with the principles contained in the regulation of CMN regulations and apply ourthe Central Bank. These principles guide the institution’s approach to market risk control and management across all business units and legal entities of the Itaú Unibanco Group.

 

Our market risk management strategy is aimed at balancing corporate business goals, taking into account, among other things:

 

·Political,political, economic and market conditions;
·Thethe profile of our portfolio; and
·Expertise within the Itau Unibanco Groupcapacity to support operationsact in specific markets.

 

Our market risk management framework is subject to the governance and hierarchy of committees and to a structure of limits and alerts, with specific limits assigned to different portfolioslevels and levels (for example, Banking Portfolio, Trading Portfolio, Equities Desk), as well classes of market risk (such as interest rate risk, foreign exchange risk, among others). This structure of limits and alerts rangescovers from aggregated risk indicators at the portfolio level, to more granular limits at the individual desk level. The market risk limits framework extends to the risk factor level, with specific limits and aims to improveis aimed at improving the process of understandingrisk monitoring and monitoring risk,understanding, as well as preventing risk concentration. Limits and alerts are calibrated based on projections of future balance sheets, stockholders’ equity, liquidity, complexity and market volatility, andas well as our risk appetite. Limits are monitored on a daily basis and both breaches and potential breaches of limits are reported and discussed in accordance with the following procedure:

 

·within one business day, for management of responsible for the business units and executives in the risk control area and business areas; and

·within one month, for the competent committees.

 

Daily risk reports, used by the business and control units,areas, are also sentdistributed to senior management.the executive responsible for managing the risks. In addition, our market risk management and control process is subject to periodic reviews, to ensure it reflects thealignment with best market practices, and continues to improve over time.

 

Our structure of limits and alerts follows the guidelines provided by the Board of Directors guidelines and isDirectors. These are approved by the relevant committees. The process for defining limit levels and reporting violations is subject to our institutional governance institutional policies of approval. The established information flow is intended to provide this information to our various executive levels of the institution, including members of the Board of Directors through the committees responsible for risk management. This structure of limits and alerts increases control effectiveness and coverage, and is reviewed at least once a year.

 

The key principles underlying our market risk control structure are as follows:


·Provideprovide visibility and comfort for all senior management levels that market risks assumed must be in line with our risk-return objectives;

·Provideprovide disciplined and informed dialogue ofon the overall market risk profile and its evolution over time;

·Increase theincrease transparency as to how the business works to optimize results;

·Provideprovide early warning mechanisms to facilitate effective risk management, without obstructing the business objectives; and

·Concentrationmonitor and avoid concentration of risks must be monitored and avoided.risks.

 

Market risk is controlled by a unit that isan area independent from our “risk originating” business units, andwhich is responsible for performing the daily activities of:activities: (i) risk measurementmeasuring and assessment;assessing risk; (ii) monitoring of stress scenarios, limits and alerts; (iii) application ofapplying, analyzing and testing stress scenarios, analysis and tests;scenarios; (iv) reporting of risk to the executives responsible individuals withinin the relevant business unit,units, in accordancecompliance with our governance requirements;governance; (v) monitoring the necessary actionsmeasures needed to readjustadjust positions and/or levels of risk to make them viable; and (vi) supporting the secure launch of new financial products. ToFor this, end, we have a structured

Our risk managementA-83

Annual Report 2015

process of communication and information flow, thatwhich provides information to our committees and monitorsensures compliance with the requirements of Brazilian and relevant foreign regulatory agencies.

 

We hedge transactions with clients and proprietary positions, including foreign investments, in order to mitigate risks arising from fluctuations in market risk factors and maintain the positions on the breaching limits. We use various financial instruments to manage risks, including exchange or over-the-counter market derivatives, which mainly include: (i) interest and exchange rate futures contracts; (ii) Foreign Exchange Non-Deliverable Forwards; (iii) interest and exchange rate swap contracts; and (iv) options. Operations with derivative financial instrumentsDerivatives are classified according to their characteristic, risk management or cash flow hedge.commonly used for these hedging activities. When these transactions are classifiedconsidered as hedges for accounting purposes, specific supporting documentation is reviewed, allowing for anprovided, including ongoing follow up of the hedge effectiveness (retrospectively(retrospective and prospectively)prospective) and of anyother changes in the accounting process. The accounting and managerial hedging procedures are governed by our internal institutional polices.

Our market risk framework categorizes transactions as part of either the part of our trading book (“Trading Book”) or banking book (“Banking Portfolio or the Trading Portfolio,Book”), in accordance with general criteria established by specific regulation.

 

Our Trading PortfolioBook is composed of all transactionstrades with financial and commodity instruments (including derivatives) heldundertaken with the intention of trading, to benefit from arbitrage opportunities, or for use of such transactions to hedge risk within this portfolio, and that have no restriction on trading. Profits are based on changes in actual or expected prices in the short term.

 

Our Banking PortfolioBook is predominantly characterized by tradesportfolios originated from the banking business and operations related to the management of our balance sheet.sheet management. As a general rule, this desk’sbook’s portfolios are intended to be either held without intention of trading and for a time horizon ofto maturity, or sold in the medium andor long term.

 

Market risk exposures that are inherent in manyvarious financial instruments, including derivatives, are composed of various risk factors that refer to a market parameter whose variation impacts the evaluation of a certain position.position’s valuation. The main risk factors measured by us are:

 

·Interest rates: the risk of losses from transactions that are subject to interest rate variations;
·Other foreign interest rates: the risk of losses fromloss on transactions subject to foreignchanges in interest rate, variations;
·FX rates: the risk of losses from positions subject to foreign exchange rate variation (e.g., foreign currency positions);
·Brazilian inflation indexes: the risk of losses from transactions subject to variations in inflation linked indexes; andcoupons or price-index coupons;

·Equities and commodities: theCurrencies: risk of losses fromloss on transactions that are subject to equity and commoditycurrency variations;

·Equities: risk of loss on transactions subject to changes in the price variations.of equities;

·Commodities: risk of loss on transactions subject to changes in commodities prices.

 

The CMN has regulations establishing the segregation of market risk exposure at a minimum into the following categories: interest rates, FX rates, equities and commodities. Brazilian inflation indexes are treated as a group of risk indicators and receive the same treatment as of the other risk indicators, such as interest rates and FX rates, and followfollows the governance and risk limits framework adopted by our management for market risk assessment.management.

 

Market risk is analyzed based on the following key metrics:

 

·Value at Risk (VaR): a statistical metric that quantifies the maximum potential economic losses based onloss expected in normal market conditions, considering a defined holding period and confidence level;

·Losses in Stress Scenarios (Stress Testing): a simulation technique to evaluate the impact, onin the assets, liabilities and derivatives portfoliosof the portfolio, of various risk factors in extreme market situations (based on prospective and historic scenarios);

·Stop Loss: a mechanismmetrics that triggerstrigger a management review of positions, if the accumulated losses in a given period reach specified levels;

·Concentration: cumulative exposure of certain financial instruments or risk factors calculated at market value (MtM – Mark(mark to Market)market); and

·Stressed VaR: a statistical metric derived from VaR calculation, aimed at capturing the largestbiggest risk in simulations of the current portfolio, taking into consideration the observable returns in historical scenarios of extreme volatility.

 

In addition to the risk metrics described above, sensitivity and loss control measures are also analyzed. They include:

 

·Gap Analysis: accumulated exposure of cash flows by risk factor, which are marked-to-market and positioned by settlement dates;

·Sensitivity (DV01 – Delta Variation Risk): impact on the market value of cash flows when a one annual basis point change is applied to current interest rates or on the index rates; and

·Sensitivities to Various Risk Factors (Greek): partial derivatives of a portfolio of options in connection withon the prices of the underlying assets, implied volatilities, interest rates and time.

Our risk managementA-84

Annual Report 2015

Please refer to our ConsolidatedComplete Financial Statements (IFRS), Note 36 – Management of Financial Risksfinancial risks for further details about Market Risk.risk.

 

VaR – Consolidated Itaú Unibanco Holding

The

Our consolidated VaR is calculated through the Historical Simulation methodology, which fully reflects all positions based on the historical series of asset prices.

Since the first quarter of 2016, we opted for including the exposures of each foreign unit in the calculation of ourthe Consolidated VaR, uses a “historical simulation” approach, which carries outso as to take into account the full repricingrisk factors of all positions, usingthese units, thus improving the real historical distributionmethodology used.

As from the third quarter of assets.2016, we have been calculating VaR for the regulatory portfolio (exposure of the trading portfolio and exposure to foreign currency and commodities of the banking portfolio) according to internal models approved by the Central Bank. Thus, details of risk factors (shown in the VaR – Consolidated and VaR and Stressed VaR Internal Model tables – Regulatory Portfolio) have been standardized to comply with the Central Bank’s rules.

 

The table below shows the Consolidated Total VaR andtable provides thean analysis of our portfolio exposure to market risk of our Trading Portfolio, Banking Portfolio and our subsidiaries outside Brazil, namely, Itau BBA International, Banco Itaú Argentina, Banco Itaú Chile, Banco Itaú Uruguay, Banco Itaú Paraguay and Itaú BBA Colombia, showing where there are higher concentrations of market risk. We adhered to our policy of operating within low limits in relation to capital and maintained our conservative management and portfolio diversification approach throughout the period.

 

              (In millions of R$) 
Global VaR          December           December 
(Historical Simulation approach)(1) Average  Minimum  Maximum  31, 2015  Average  Minimum  Maximum  31, 2014 
Group of Risk Factor                                
Brazilian Interest rate  131.9   78.2   236.4   121.2   92.4   37.0   161.8   124.8 
Other Interest rate  93.6   75.1   139.2   108.6   60.4   21.1   93.2   83.6 
FX rate  47.2   11.3   118.6   13.1   36.1   3.6   141.2   26.5 
Brazilian Inflation Indexes  134.1   103.9   294.9   108.9   99.1   45.9   162.9   115.7 
Equities and commodities  28.5   17.2   70.4   59.3   22.8   10.4   60.7   22.5 
                                 
Foreign Units(1)                   ��            
Itau BBA International(4)  3.2   1.0   10.1   3.0   1.1   0.4   2.3   1.6 
Banco Itaú Argentina(2)  8.5   1.9   118.1   7.8   4.0   0.9   18.8   1.9 
Banco Itaú Chile(2)  7.5   4.5   14.0   4.7   3.3   1.3   5.5   5.3 
Banco Itaú Uruguay(3)  2.0   0.9   4.1   2.6   1.6   0.8   2.6   2.1 
Banco Itaú Paraguay(4)  3.8   1.3   7.8   7.6   1.3   0.6   3.6   3.5 
Banco Itaú BBA Colombia(2)  1.2   0.3   1.7   0.4   0.4   0.1   1.2   0.5 
                                 
Diversification effect(5)              (233.3)              (194.9)
Total  207.0   152.3   340.7   204.0   131.9   59.0   227.7   193.1 

Global VaR
(Historical Simulation approach)(1)
 Average  Minimum  Maximum  December
 31, 2016
  Average  Minimum  Maximum  December
31, 2015
 
  (In millions of R$) 
Group of Risk Factor                                
Interest rate  482.5   323.7   607.4   607.4   363.5   314.2   606.4   347.1 
FX rate  18.4   6.8   33.2   17.0   47.1   11.3   118.6   12.3 
Equities  45.2   34.0   63.3   44.3   16.9   6.9   57.2   46.9 
Commodities  1.7   0.7   4.0   0.8   1.8   0.8   8.5   2.1 
Diversification effect (2)              (339.7)              (204.4)
Total  236.6   155.1   341.5   329.8   207.0   152.3   340.7   204.0 

(1)Determined in local currency and converted into Brazilianreais at the closing price on the reporting date.

(2)VaR calculated using historical simulation as from the first quarter of 2015.
(3)  VaR calculated using historical simulation as from the third quarter of 2015.
(4)  VaR calculated using historical simulation as from the fourth quarter of 2015.
(5)  Reduction of risk due to the combination of all risk factors.

              (In millions of R$) 
Global VaR          December           December 
(Parametric approach) Average  Minimum  Maximum  31, 2014  Average  Minimum  Maximum  31, 2013 
Group of Risk Factor                                
Brazilian Interest rate  89.0   37.0   193.0   127.8   172.4   65.6   416.9   69.1 
Other Interest rate  43.8   21.1   149.4   90.4   26.2   8.6   76.7   45.2 
FX rate  28.7   3.6   110.6   8.9   34.5   4.4   70.2   10.4 
Brazilian Inflation Indexes  89.0   45.9   144.7   82.9   76.1   37.3   155.5   65.7 
Equities and commodities  19.1   10.4   35.0   24.8   29.6   14.0   60.1   20.4 
                                 
Foreign Units                                
Itau BBA International  1.1   0.4   2.3   1.6   2.4   1.6   4.1   1.9 
Banco Itaú Argentina  4.0   0.9   18.8   1.9   4.0   2.2   7.4   5.7 
Banco Itaú Chile  3.3   1.3   5.5   5.3   5.6   2.1   13.6   2.1 
Banco Itaú Uruguay  1.6   0.8   2.6   2.1   2.8   1.5   8.9   1.7 
Banco Itaú Paraguay  1.3   0.6   3.6   3.5   0.9   0.4   1.8   0.9 
Banco Itaú BBA Colombia  0.4   0.1   1.2   0.5   0.4   0.0   1.3   0.2 
                                 
Diversification effect(1)              (169.3)              (113.0)
Total  125.5   59.0   231.4   180.4   224.5   97.9   443.4   110.4 
(1)  Reduction of risk due to the combination of all risk factors.

 

Our risk managementA-85

Annual Report2015

On December 31, 2015,2016, our average global VaR (Historical Simulation) was R$207.0236.6 million, or 0.18% of our consolidated stockholders’ equity on December 31, 2015,2016, compared to our average global VaR (Historical Simulation) of R$131.9207.0 million on December 31, 20142015, or 0.13%0.18% of our consolidated stockholders’ equity on December 31, 2014. On December 31, 2013, before migrating our internal methodology to calculate VaR with Historical Simulation, our average global VaR considering the parametric approach was R$224.5 million, or 0.27% of our consolidated stockholders’ equity on December 31, 2013.2015.

 

VaR – Trading Portfolio

 

The following table below presents risks arising from all positions with the intention of trading, following the criteria defined above for our Trading Portfolio. Our total average Trading Portfolio VaR was R$38.6 million on December 31, 2016, compared to R$23.6 million on December 31, 2015 comparedand to R$25.7 million on December 31, 2014 and to R$40.2 million on December 31, 2013.2014.

 

  (In millions of R$) 
           December           December           December 
Trading Portfolio VaR Average  Minimum  Maximum  31, 2015  Average  Minimum  Maximum  31, 2014  Average  Minimum  Maximum  31, 2013 
Group of Risk Factor                                                
Brazilian Interest rate  25.7   8.7   48.9   22.9   22.2   7.8   44.8   16.6   38.2   15.7   104.9   20.1 
Other Foreign Interest rate  11.5   5.7   32.2   14.0   12.1   3.6   35.0   3.6   13.7   4.5   31.7   21.7 
FX rates  15.8   6.5   35.3   12.9   7.9   2.4   22.8   10.7   31.8   6.2   68.1   9.4 
Brazilian Inflation Indexes  9.3   4.0   18.6   7.7   15.9   8.1   27.3   8.1   12.0   3.1   30.4   21.4 
Equities and commodities  5.6   3.5   11.0   6.6   10.3   1.7   57.2   4.3   19.2   5.8   38.2   13.7 
                                                 
Diversification effect(1)              (43.2)              (26.4)              (56.0)
Total  23.6   10.6   49.4   20.8   25.7   13.1   54.3   16.9   40.2   17.7   71.7   30.3 
Trading Portfolio VaR(1) Average  Minimum  Maximum  December
31, 2016
  Average  Minimum  Maximum  December
31, 2015
 
  (In millions of R$) 
Group of Risk Factor                                
Interest rate  41.0   15.6   69.5   49.1   26.4   11.2   48.9   22.4 
FX rate  8.9   3.5   20.8   11.0   39.9   8.9   107.7   9.2 
Equities  7.9   3.3   23.8   4.0   4.1   2.3   7.3   5.0 
Commodities  1.6   0.5   5.3   0.8   1.8   0.8   6.7   1.5 
Diversification effect (2)              (18.3)              (17.3)
Total  38.6   16.2   69.4   46.6   23.6   10.6   49.4   20.8 

(1)Determined in local currency and converted into Brazilian reais at the closing price on the reporting date.

(2)Reduction of risk due to the combination of all risk factors.

 

Sensitivity Analyses

(Tradinganalyses (Trading and Banking Portfolios)

As required by Brazilian regulation, we conduct sensitivity analysis for market risk factors considered important. The highest resulting losses are presented below, with impact on result, by risk factor, in each such scenario and are calculated net of tax effects, providing a view of our exposure under different circumstances.

 

The sensitivity analyses of the Trading Portfolio and Banking Portfolio presented here are based on a static assessment of the portfolio exposure. Therefore, such analyses do not consider the dynamic response capacity of management (e.g., treasury and market risk control unit) to initiate mitigating measures, whenever a situation of high loss or risk is identified, minimizing the possibility of significant losses. In addition, the analysis is intended to assess risk exposure and the respective protective


actions, taking into account the fair value of financial instruments, regardless of whether or not financial instruments are accounted for on an accrual basis.

 

     (In thousands of R$) 
  Trading Portfolio(1)  Trading and Banking Portfolios(1) 
Exposures  December 31, 2015  December 31, 2015    Trading Portfolio (1)
December 31, 2016
  Trading and Banking Portfolios (1)
December 31, 2016
 
Risk Factors Risk of change Scenario I  Scenario II  Scenario III  Scenario I  Scenario II  Scenario III  Risk of change Scenario I  Scenario II  Scenario III  Scenario I  Scenario II  Scenario III 
        (In thousands of R$)      
Interest Rate Fixed Income Interest Rates inreais  (285)  (114,002)  (228,507)  (4,376)  (1,572,640)  (3,021,487) Fixed Income Interest Rates in reais  (955)  (228,625)  (435,116)  (7,345)  (2,057,375)  (3,995,498)
Foreign Exchange Linked Foreign Exchange Linked Interest Rates  (162)  (5,312)  (11,459)  873   (22,408)  (25,705) Foreign Exchange Linked Interest Rates  46   (1,951)  (4,175)  (2,464)  (337,588)  (634,962)
Foreign Exchange Rates Prices of Foreign Currencies  657   57,436   242,760   533   33,770   200,816  Prices of Foreign Currencies  2,914   (17,787)  (5,666)  3,013   (45,554)  (67,157)
Price Index Linked Prices Indexes Linked Interest Rates  (32)  (4,063)  (649)  (1,334)  (229,441)  (444,651) Prices Indexes Linked Interest Rates  (169)  (22,931)  (48,586)  (1,450)  (84,699)  (341,304)
TR TR Linked Interest Rates  (0)  (7)  (14)  783   (276,817)  (635,021) TR Linked Interest Rates  -   (6)  (11)  615   (160,773)  (375,571)
Equities Prices of Equities  (148)  27,369   50,887   4,591   (86,428)  (176,770) Prices of Equities  (377)  (30,311)  (120,993)  4,056   (139,583)  (339,535)
Other Other relevant market rates or prices  (13)  (314)  549   (27)  (523)  625 
Total   30   (38,579)  53,018   1,071   (2,153,963)  (4,102,820)   1,446   (301,925)  (613,998)  (3,602)  (2,826,095)  (5,753,402)

(1)Amounts net of tax effects.

 

Scenario I: Addition of one basis point to fixed interest rates, currency coupon, inflation and interest rate indexes and one percentage point to currency and equity prices;
·Scenario I: Addition of one basis point to fixed interest rates, currency coupon, inflation and interest rate indexes and one percentage point to currency and equity prices;

Scenario II: Shocks of 25 percent in fixed interest rates, currency coupon, inflation, interest rate indexes and currency and share prices, both for growth and fall, considering the largest resulting losses per risk factor; and
·Scenario II: Shocks of 25 percent in fixed interest rates, currency coupon, inflation, interest rate indexes and currency and share prices, both for growth and fall, considering the largest resulting losses per risk factor; and

·Scenario III: Shocks of 50 percent in fixed interest rates, currency coupon, inflation, interest rate indexes and currency and share prices, both for growth and fall, considering the largest resulting losses per risk factor.

Our risk managementA-86

Annual Report2015

 

Interest rate sensitivity

Interest rate sensitivity is the relationship between market interest rates and net interest income arising from the maturity or the characteristics of the renegotiation of prices of interest-bearing assets and liabilities.

 

Our strategy for interest rate sensitivity considers the return rates, the underlying risk level and the liquidity requirements, including our minimum regulatory cash reserves, mandatory liquidity ratios, withdrawals and maturity of deposits, capital costs and additional demand for funds.

 

The pricing structure is matched when equal amounts of these assets or liabilities mature or are renegotiated. Any mismatch of interest-bearing assets and liabilities is known as a gap position. The interest rate sensitivity may vary in the renegotiation periods presented due to the different renegotiation dates within the period. Also, variations among the different currencies in which the interest rate positions are denominated may arise.

 

These relationships are material for a particular date, and significant fluctuations may occur on a daily basis as a result of both the market forces and management decisions. Our Superior Market Risk and Liquidity Committee (CSRML) analyzes the Itaú Unibanco Group’s mismatch position on a monthly basis and establishes limits for market risk exposure, interest rate positions and foreign currency positions.

 

Please refer to section Performance, item ConsolidatedComplete Financial Statements (IFRS),in IFRS, Note 36 – Management of Financial Risks for further details about the position of our interest-bearing assets and liabilities as of December 31, 2015.2016. Note 36 to our audited interim consolidatedcomplete financial statements provides a snapshot view, and accordingly, does not reflect the interest rate gaps that may exist at other times, due to changing asset and liability positions, and management’s actions to manage the risk in these changing positions.

 

Exchange rate sensitivity

Most of our banking operations are denominated in or indexed to Brazilianreais. We also have assets and liabilities denominated in foreign currency, mainly in U.S. dollars, as well as assets and liabilities that, although denominated in Brazilianreais, are indexed to U.S. dollars and, therefore, expose us to exchange rate risk. The Central Bank regulates our foreign currency positions. Please refer to section Performance, item ConsolidatedComplete Financial Statements (IFRS), Note 36 – Management of financial risks for further details.

 

The gap management policy adopted by the Superior Market Risk and Liquidity Committee (CSRML) takes into consideration the tax effects with respect to our foreign exchange positions. Since the gains from the foreign exchange rate variation on investments abroad are not taxed, we set up a hedge (a liability in foreign currency derivative instruments) in an amount sufficient so that our total foreign exchange exposure, net of tax effects, is consistent with our low risk exposure strategy.

 

Our foreign exchange position on the liability side is composed of various elements, including the issuance of securities in international capital markets, credit from foreign banks used to finance import and export transactions, and dollar-linked on-lendings from government financial institutions.institutions and deposits in currencies from Latin America countries. The proceeds of these financial operations are usually invested in loans and in the purchase of dollar-linked securities.

 

Our risk managementA-87

Annual Report2015

The following information set forth below was prepared on a consolidated basis, eliminating transactions between related parties. Our investments abroad, which are eliminated when we consolidate the accounting information, represented R$64.772.4 billion as of


December 31, 2015,2016, under the gap management policy adopted, as mentioned above. Note that we apply either economic hedges or hedge accounting to those net investments abroad.

 

  (In millions of R$, except percentages) 
  As of December 31, 2015 
              % of amounts 
     Denominated  Indexed     denominated in and 
  Brazilian  in foreign  to foreign     indexed to foreign 
Exchange rate sensitivity currency  currency(1)  currency(1)  Total  currency of total 
Assets  1,000,798   237,216   38,401   1,276,415   21.6 
Cash and deposits on demand  5,738   11,449   1,357   18,544   69.1 
Central Bank compulsory deposits  59,384   7,172   -   66,556   10.8 
Interbank deposits  7,502   23,023   -   30,525   75.4 
Securities purchased under agreements to resell  252,295   2,109   -   254,404   0.8 
Held-for-trading financial assets  154,737   6,531   3,043   164,311   5.8 
Financial assets designated at fair value through profit or loss  505   137   -   642   21.3 
Derivatives  7,445   9,266   10,044   26,755   72.2 
Available-for-sale financial assets  51,621   33,633   791   86,045   40.0 
Held-to-maturity financial assets  27,378   14,807   -   42,185   35.1 
Loan operations and lease operations portfolio  336,668   123,370   14,210   474,248   29.0 
Allowance for loan losses  (22,219)  (4,294)  (331)  (26,844)  17.2 
Other financial assets  39,287   5,362   8,857   53,506   26.6 
Investments in associates and joint ventures  4,397   2   -   4,399   0.0 
Goodwill  1,744   313   -   2,057   15.2 
Fixed assets, net  8,062   479   -   8,541   5.6 
Intangibles assets, net  5,779   516   -   6,295   8.2 
Tax assets  51,399   750   -   52,149   1.4 
Assets held for sale  471   15   -   486   3.1 
Other assets  8,605   2,576   430   11,611   25.9 
Percentage of total assets  78.4%  18.6%  3.0%  100.0%    
Liabilities and Stockholders’ Equity  968,175   278,157   30,083   1,276,415   24.1 
Deposits  180,137   112,020   453   292,610   38.4 
Securities sold under repurchase agreements  312,856   23,787   -   336,643   7.1 
Financial liabilities held for trading  -   412   -   412   100.0 
Derivatives  9,670   10,256   11,145   31,071   68.9 
Interbank market debt  91,292   63,819   1,775   156,886   41.8 
Institutional market debt  38,425   53,348   2,145   93,918   59.1 
Other financial liabilities  50,317   8,641   9,757   68,715   26.8 
Reserves for insurance and private pension  129,203   100   2   129,305   0.1 
Liabilities for capitalization plans  3,044   -   -   3,044   - 
Provisions  18,964   30   -   18,994   0.2 
Tax liabilities  4,098   873   -   4,971   17.6 
Other liabilities  16,110   4,871   4,806   25,787   37.5 
Non-controlling interests  1,807   -   -   1,807   - 
Stockholders’ equity  112,252   -   -   112,252   - 
Percentage of total liabilities and stockholders’ equity  75.8%  21.8%  2.4%  100.0%    
(1)  Predominantly U.S. dollar.
  As of December 31, 2016 
Exchange rate sensitivity Brazilian
currency
  Denominated in
foreign currency
(1)
  Indexed to
foreign currency
(1)
  Total  % of amounts
denominated in and
indexed to foreign
currency of total
 
     (In millions of R$, except percentages)    
Assets  1,049,362   279,132   24,747   1,353,241   22.5 
Cash and deposits on demand  5,946   11,464   1,132   18,542   67.9 
Central Bank compulsory deposits  80,331   5,369   -   85,700   6.3 
Interbank deposits  6,044   16,648   -   22,692   73.4 
Securities purchased under agreements to resell  264,080   971   -   265,051   0.4 
Held-for-trading financial assets  191,250   10,745   2,653   204,648   6.5 
Financial assets designated at fair value through profit or loss  1,191   -   -   1,191   - 
Derivatives  10,710   8,887   4,634   24,231   55.8 
Available-for-sale financial assets  52,859   34,748   670   88,277   40.1 
Held-to-maturity financial assets  27,436   13,059   -   40,495   32.2 
Loan operations and lease operations portfolio  318,621   162,006   9,739   490,366   35.0 
Allowance for loan and lease losses  (21,828)  (4,654)  (490)  (26,972)  19.1 
Other financial assets  41,683   6,003   6,231   53,917   22.7 
Investments in associates and joint ventures  5,071   2   -   5,073   0.0 
Goodwill  3,085   6,590   -   9,675   68.1 
Fixed assets, net  7,285   757   -   8,042   9.4 
Intangibles assets, net  5,510   1,871   -   7,381   25.3 
Tax assets  42,334   1,940   -   44,274   4.4 
Assets held for sale  547   84   -   631   13.3 
Other assets  7,207   2,642   178   10,027   28.1 
Percentage of total assets  77.6%  20.6%  1.8%  100.0%    
Liabilities and Stockholders’ Equity  1,049,276   286,829   17,136   1,353,241   22.5 
Deposits  192,447   136,485   482   329,414   41.6 
Securities sold under repurchase agreements  328,226   20,938   -   349,164   6.0 
Financial liabilities held for trading  -   519   -   519   100.0 
Derivatives  13,389   7,480   3,829   24,698   45.8 
Interbank market debt  90,848   43,042   1,593   135,483   32.9 
Institutional market debt  31,651   64,005   583   96,239   67.1 
Other financial liabilities  57,426   7,639   6,767   71,832   20.1 
Reserves for insurance and private pension  153,995   81   -   154,076   0.1 
Liabilities for capitalization plans  3,147   -   -   3,147   - 
Provisions  20,700   209   -   20,909   1.0 
Tax liabilities  4,774   1,062   -   5,836   18.2 
Other liabilities  17,859   5,369   3,882   27,110   34.1 
Non-controlling interests  12,232   -   -   12,232   - 
Total stockholders’ equity attributed to the owners of the parent Company  122,582   -   -   122,582   - 
Percentage of total liabilities and stockholders’ equity  77.5%  21.2%  1.3%  100.0%    

(1) Predominantly U.S. dollar.

Note that the information presented in the table above is not prepared on the same basis as presented in the Consolidated Financial Statements.

 

Our risk managementA-88

Backtesting

 

Annual Report2015

Backtesting

The effectiveness of the VaR model is validated by the use of backtesting techniques, that comparewhich compares hypothetical and effective daily results with the estimated daily VaR. The number of exceptions (i.e. deviations) with respect to the pre-established VaR pre-estabilished limits should be consistent, within an acceptable margin, with the hypothesis of 99.0%99% confidence intervals (i.e., there is a 1.0% probability that the financial losses are higher than the losses estimated by the model),level considering a period of 250 business days. Confidence levels of 97.5% and 95%, and periods of 500 and 750 business days (ending on December 31, 2015).are also considered. The backtesting analysis presented below takes into considerationconsiders the ranges suggested on the document “Supervisory Framework for the use of backtesting in conjunction with the internal models approach to market risk capital requirements”, published by the Basel Committee.

Committee on banking supervision. The ranges are divided into:

 

·Green (0 to 4 exceptions): corresponds to backtesting results that do not suggest any problems with the quality or accuracy of the adopted models;

·Yellow (5 to 9 exceptions): refers to an intermediate range group, which indicates an early warning and/or monitoring and may indicate the need of reviewing the model; and

·Red (10 or more exceptions): demonstrate the need for an improvement action.

According to Central Bank Circular No. 3,646, hypothetical testing consists of applying market price variations for a specific day to the portfolio balance at the end of the models adopted;

Yellow (5 to 9 exceptions): refers to an intermediate range group, which indicatespreceding business day. The effective test is the need to pay attention and/or monitor and may indicate the need for improvement actions and/or monitoring and may indicate the need of reviewing the model; and
Red (10 or more exceptions): demonstrates the need for an improvement action.

The exposure graph below illustrates the reliability of risk measures generated by the models we usevariation in the Trading Portfolio (foreign units areportfolio value up to the end of the day, including intraday transactions and excluding amounts not included in the graph below given the immateriality of amounts involved).related to market price variations, such as fees, brokerage fees and commissions.

 

The graph shows the adequacyBacktesting with Confidence level of 99%, and period of 250 business days, did not show failures in relation to effective and hypothetical results in the marketperiod.


Operational risk models used by us, presenting the risk (absolute value) versus return pairs for the period considered. Since the diagonal line represents the threshold where risk equals return, all the dots below this line indicate exceptions to the estimated risk. For the exposure of the Trading Portfolio, the hypothetical losses exceeded the VaR estimated by the model on 3 days during the 250 day period ended on December 31, 2015.

 

Backtesting – Trading Portfolio Exposure(1)

(In millions of R$)

(1) Foreign units are not considered.

Source: Itaú Unibanco Holding

Operational Risk

Operational risk is defined as the possibility of losses arising from failure, deficiency or inadequacy of internal processes, people or systems or from external events that affect the achievement of strategic, tactical or operational objectives. It includes legal risk associated with inadequacy or deficiency in contracts signed by us, as well as penalties due to noncompliance with laws and punitive damages to third parties arising from the activities undertaken by us.

 

Internally, we classify the following as first-level operational risks:its risks events in:

 

Internal fraud;
External fraud;
Labor demands and deficient security in the workplace;
Inadequate practices related to clients, products and services;
Damages to our own physical assets or assets in use;
Interruption of our activities;
Failures in information technology systems; and
Failures in the performance, compliance with deadlines and management of our activities.
·Internal fraud;

·External fraud;

·Labor claims and deficient security in the workplace;

·Inadequate practices related to clients, products and services;

·Damages to our own physical assets or assets in use;

·Interruption of our activities;

·Failures in information technology systems; and

·Failures in the performance, compliance with deadlines and management of our activities.

 

In line with CMN and Central Bank regulations, we have an operational risk management governance structure and an institutional policy, which are annually approved by the Board of Directors and are applicable to our local and foreign companies and subsidiaries.

Operational risk management is the process composed of operational risk management and control activities, which objective is to support the institution in decision making processes, always searching for the proper identification and assessment of risks, the creation of value for stockholders and the protection of our assets and image.

Our operational risk management structure is supported by We have a governance process that is structured through discussion forums and committees,subcommittees composed of senior management, which, in turn, report to the Board of Directors, and is based onby well-defined roles and responsibilities in order to reinforce the segregation of the business and management and control activities. This structure is intended to ensureactivities, ensuring independence between our unitsthe areas and, consequently, informedwell-balanced decisions with respect to risks. This independence is reflected in the risk management process carried out on a decentralized basis under the responsibility of the business unitsareas and in theby a centralized control carried out by the internal control, compliance and operational risk and internal control and compliance units by means of methodologies, training and certification of the control environment on an independent basis and providing tools for monitoring them.department.

Our management structure seeks to identify, prioritize and manage any operational risks, and to monitor and report management activities, for the purpose of ensuring the quality of the control environment in accordance with the internal guidelines and regulation in effect.

Our risk managementA-89

Annual Report2015

 

The objective of managing operational risk is to support decision-making, seeking always to identify and assess risks correctly, to create value for the shareholders and to protect our assets and our image. The managers of ourthe executive unitsareas use corporate methodologies that are builtmethods constructed and made available by the internal control, compliance and operational risk departments. area, so as to guarantee the quality of the control environments and comply with internal guidelines and current regulations.

Among the methodologies and tools used are the self-evaluation and the map of the organization’sour prioritized risks, the approval of processes, products, and system development products and projects, the monitoring of key risk indicators that and the database of operational losses. Therefore, our operational risk management ensureslosses, guaranteeing a single frameworkconceptual basis for the management ofmanaging processes, systems, projects and new products and services.

 

Operational risk management includes conduct risk, which is subject to mitigating procedures to assess product design (suitability) and incentive models. The inspection area is responsible for fraud prevention. Irrespective of their origin, specific cases may be handled by risk committees and integrity and ethics committees.

Within the governance of ourthe risk management process, there are specific operational risk, internal control and compliance forums where the consolidated reports on risk monitoring, controls, action plans and operational losses are regularly presented to ourthe business unitarea executives.

 

TheIt is worth noting that the dissemination of the risk and control culture to the employees by means of training is an important pillar, of our operational risk agenda, aimed at providing a better understanding of the matter and playing a relevant role in riskits mitigation.

 

Cyber Security

We have structured solutions in an effort to mitigate the main threats posed by cyberattacks at different levels of our organization, through the definition of policies, processes and procedures that support the entire chain of information.

 

We monitor and address all types of attacks and security incidents. We have a certified IT staff with knowledge of various technologies. We control the access to our systems and digital resources, while constantly updating our registry to maintain a high level of security and avoid breaches and unauthorized access. We employ state-of-the-art technology in seeking to secure our network and data, as well as other barriers such as restricted access to our servers, facilities, and virtual environments, through the use of firewalls, password-protection and encryption.

 

Our Corporate Security area works together with our business, IT, internal controls and internal audit teams to keep our systems always up-to-date, seeking to reduce financial losses and reputational damages in Brazil and abroad that could result from cyber attacks.

 

Crisis Managementmanagement and Business Continuitybusiness continuity

The purpose of our Business Continuity Program is to protect our employees, ensure the continuity of the critical functions of our business lines, safeguard revenue and sustain both a stable financial market in which we operate and the trust of our clients and strategic partners in providing our services and products.

 

Our Business Continuity Program is composed of procedures for relocating and/or recovering operations in response to a variety of interruption levels and can be divided into two key elements:


·Crisis Management: centralized communication and response processes to manage business interruption events and any other types of threats to our image and reputation of its identity before its employees, clients, strategic partners and regulators. Our structure has a command center that constantly monitors daily operations, as well as the media channels in which we are mentioned. Our success of crisis management takes place through the focal agents, who are the representatives appointed by the business areas and that work in the monitoring of potential problems, resolution of crisis, resumption of business, improvement of processes and search for prevention actions; and

  

Crisis Management: centralized communication and response processes to manage business interruption events and any other types of threats to our image and reputation with respect to our employees, clients, strategic partners and regulators. Our crisis management infrastructure has a command center that constantly monitors daily transactions, as well as media channels in which we are mentioned. Our crisis management is handled by our Focal Agent Network, which is composed of representatives appointed by our business units and that work in the monitoring of potential problems, resolution of crises, business continuity, improvement of processes and search for preventive actions; and
Business Continuity Plans (PCN): document with procedures and information, developed, consolidated and maintained available for use during possible incidents, allowing the resumption of critical activities in acceptable terms and conditions. For the quick and safe resumption of the operations, we have established, in our PCN, corporate wide and customized actions for its line of business by means of:
Disaster Recovery Plan: focused on the recovery of our primary data center, ensuring the continuity of the processing of critical systems within minimum pre-established periods;
Workplace Contingency Plan: employees responsible for carrying out critical business functions have alternative facilities from which to perform their activities in the event the buildings in which they usually work become unavailable. There are approximately 2,000 contingency dedicated seats that are fully equipped to meet the needs of critical business units in emergency situations;
Emergency Plan: procedures aimed at minimizing the effects of emergency situations that may impact our facilities, with a preventive focus; and
Processes Contingency Plan: alternatives for carrying out the critical processes identified in each of our business units.
·Business Continuity Plans (BCP): document with procedures and information, developed, consolidated and maintained available for use during possible incidents, allowing the resumption of critical activities in acceptable terms and conditions. For the quick and safe resumption of operations, we have established, in our BCP, corporate wide and customized actions for our lines of business by means of:

·Disaster Recovery Plan: focused on the recovery of our primary data center, ensuring the continuity of the processing of critical systems within minimum pre-established periods;

·Workplace Contingency Plan: employees responsible for carrying out critical business functions have alternative facilities from which to perform their activities in the event the buildings in which they usually work become unavailable. There are approximately 2,000 contingency dedicated seats that are fully equipped to meet the needs of critical business units in emergency situations;

·Emergency Plan: procedures aimed at minimizing the effects of emergency situations that may impact our facilities, with a preventive focus; and

·Processes Contingency Plan: alternatives (Plan B) to carry out the critical processes identified in the business areas.

 

In order to keep the continuity solutions aligned with applicablethe business requirements with respect to processes, minimum resources and legal requirements, among others, the Business Continuity Programprogram applies the following tools to analyze our organization:understand the institution:

 

Business Impact Analysis (BIA): evaluates how critical it is to resume processes that support the delivery of products and services. Through this analysis, we define priorities for resuming activities; and
Threats and Vulnerabilities Analysis (AVA): identification of threats to the locations where our buildings are located. The efficiency of our controls is evaluated against potential threats in order to identify vulnerabilities so that controls may be adjusted or implemented to enhance the resilience level of our critical facilities.
·Business Impact Analysis (BIA): evaluates how critical it is to resume processes that support the delivery of products and services. Through this analysis, the business’ resumption priorities are defined; and

·Threats and Vulnerabilities Analysis (AVA): identification of threats to the locations where our buildings are located. The controls’ efficiency is evaluated against potential threats in order to identify vulnerabilities so that controls are adjusted or implemented to enhance the resilience level of our critical facilities.

 

Please refer to www.itau.com.br/_arquivosestaticos/RI/pdf/en/Corporate_Business_Continuity_Policy.pdf, for further details about our Corporate Business Continuity Policy.

 

Our risk managementA-90

Annual Report2015

Liquidity Riskrisk

Liquidity risk is defined as the likelihood that an institution will not bebeing able to effectively honor its expected and unexpected obligations, current and future, obligations, including those from guarantee commitments,guarantees commitment, without affecting its daily operations and notor incurring significant losses.

 

Our liquidity risk control is carried out by an independent group of our business units andthat is responsible for determining the composition of our reserves, proposing assumptions for the performance of cash flows, identifying, assessing, monitoring, controlling and reporting on a daily basis the exposure to liquidity risk, in different timeframes, proposing liquidity risk limits in accordance with the group risk appetite, communicating any mismatches, considering liquidity risk on an individual basis in the countries where we operate, simulating the behavior of cash flows in stress conditions, assessing and reporting in advance the risks inherent to new products and operations, andas well as reporting on the information required by the regulatory agencies. All activities are subject to assessment by our independent validation, internal controls and audit units.departments.

 

The liquidity risk measurement has to comprisecomprises all financial trades of our companies, as well as possible contingent and unexpected exposures, such as those derived from settlement services, provision of sureties and guarantees, and credit lines contracted and not used.

 

TheOur liquidity policies of management and associated limits are established based on prospective scenarios, reviewed periodically and based on definitions from senior management.

 

PursuantWe manage and control liquidity risk on a daily basis, through governance approved at subcommittees, which provides, among other activities, the adoption of minimum liquidity limits, sufficient to absorb possible cash losses under situations of stress, measured by means of both in-house and regulatory methodologies.

Additionally, and pursuant to the requirements of CMN and Central Bank regulations, Itaú Unibanco iswe are required to deliver on a monthly basis itsour Liquidity Risk Statements (DLR) to the Central Bank. In connection with such analysis,Bank and the following items are regularly prepared and submitted to the senior management for monitoring and decision support:

 

Different scenarios for liquidity projections;
Contingency plans for crisis situations;
Reports and charts to enable monitoring risk positions;
Assessment of funding costs and alternatives; and
Tracking the sort of funding sources trough a continuous control of funding sources considering counterparty type, maturity and others aspects.
·different scenarios for liquidity projections;

 

The basic requirement for the effectiveness of the liquidity risk control is the proper measurement of the risk exposure. The liquidity risk measurement process uses corporate systems and own applications that are internally developed.

·contingency plans for crisis situations;

 

·reports and charts to enable monitoring risk positions;

The structure of liquidity risk management of our institution is considered adequate and in line with the best practices, allowing for the timely control of the risk. In 2015, we made investments to improve and provide more efficiency to our liquidity risk controls.

·assessment of funding costs and alternatives; and

·tracking, monitoring and continuously control of funding sources considering counterparty type, maturity and other aspects.

 

Please refer to section Performance,performance, item Financial Performance, Results, for further details about liquidity and capital resources.

 

As from the second quarter of 2016, we started to report the average of our liquidity coverage ratio (LCR) for the period, which is calculated based on the methodology defined by Central Bank regulation, which is in line with the international guidelines. In 2016, the minimum required by the Central Bank is 70%. The average ratio for the fourth quarter was 212.8%. We have diversified sources of funding, of which a significant portion comes from the retail segment. Our principal sources of funds are deposits, savings, issuance of securities sold under repurchase agreements from own issue and funds from acceptances and issuance of securities.acceptances.

 

Please refer to section Performance,performance, item Financial Performance, Liabilities, for further details about funding and results and item Consolidated Financial StatementsComplete financial statements (IFRS), Note 17 – Deposits, Note 19 – Securities Soldsold under Repurchase Agreementsagreements and Interbank and Institutional Market Debts,institutional market debts, and Note 36 – Management of Financial Risksfinancial risks for further details.

 

Please refer to section Our Risk Management,risk management, item Regulatory Environment,environment, for further details about the implementation of Basel III in Brazil.

 

Social and Environmental Riskenvironmental risk

In managing our business, we continuously take into consideration

We see social and environmental risk as the risk of potential losses due to exposure to social and environmental events arising from the performance of our activities that impact on the environment or human health.activities.

 

OurMitigation actions of social and environmental risk management is dealt with our Socialare carried out through processes mappings, internal controls, monitoring new regulations on the subject, and Environmental Risk Committeerecording occurrences in internal databases.

In addition, risks identified, prioritized and its main responsibility is to propose institutional policies with respectactions taken are reported to our activities and operations’ exposure tomanagement of social and environment risk and formalize them by means of internal regulations and procedures.

environmental risk. Please refer to www.itau.com.br/_arquivosestaticos/RI/pdf/en/POLICY_ FOR_SUSTAINABILITY_RI_2015__ING_.pdf,POLICY_FOR_SUSTAINABILITY_RI_2015__ING_.pdf, for further details about our Sustainability and Social Environmental Responsability Policy.

 

In addition to seekingThe social and environmental risk management is carried out by the developmentfirst line of several internal processes aimed atdefense in its daily operations, supplemented by a technical support of our legal and risk control area, which has a team specialized in social and environmental management. Business units also have their criteria for the control and the mitigationapproval of events that may lead to the occurrence ofnew products, including assessing the social and environmental risk, we consistently seekrisks, which ensures compliance in all new products and processes employed by the institution. Governance with respect to evolve inthese risks also includes the managementSocial and Environmental Risk Committee, which is primarily responsible for emitting institutional views of the social and environmental risk taking into accountexposure related to our activities and operations.

Our efforts to improve the challengesassessment of social and environmental risks have been recognized as to changesa benchmark in Brazil and demands of society. Among other actions,abroad, as shown by our recurring presence in the major sustainability indexes abroad, such as the Dow Jones Sustainability Index, and the Euronext Vigeo – Emerging 70. In Brazil, we are included in the Corporate Sustainability Index. We have assumed and incorporated into our internal processes a number of national and international voluntary commitments and pacts aimed at integrating social, environmental and governance aspects in our business. The main ones arealso been awarded numerous prizes on the Principles for Responsible Investment (PRI), the Charter for Human Rights – Ethos, the Equator Principles (EP), the Global Impact, the Carbon Disclosure Project (CDP), the Brazilian GHG Protocol Program, thePacto Nacional para Erradicação do Trabalho Escravo (National Pact for Eradicating Slave Labor), among others.subject.

 

Reputational Riskrisk

We define reputational risk as the risk arising from internal practices, risk events and external factors that may generate a negative perception of our bank among clients, counterparties, stockholders, investors, supervisors, commercial partners, among others, which could affect

Our risk managementA-91

Annual Report2015

the value of our brand and financial losses, in addition to adversely affecting our capability to maintain our existing commercial relations, enter intostart new businesses and maintain continuedcontinue to have access to financing sources.

 

We believe that our reputation is extremely important in achieving our long-term goals which is why the institution tries to align its speech with ethical and transparent practice and work, which is essential to raise the confidence of Itaú Unibanco’s stakeholders. Itaú Unibanco’s reputation depends on its strategy (vision, culture and skills) and derives from direct or indirect experience of the relationship between Itaú Unibanco and its stakeholders.

Since the reputational risk directly or indirectly permeates all of our operations and processes, we have an infrastructure governance that seeks to ensure that potential reputational risks are identified, analyzed and managed while in the initial phases of its operations and the analysis of new products.

 

We believe that our reputationThe treatment given to reputational risk is extremely important in order to achieve our long- term goals which is why we seek to align our external communications with ethicalstructured by means of many processes and transparent practice and work, which is essential to raise the confidence of our stakeholders. Therefore, in order to maintain our strong reputation and avoid negative impact on the perception of our image by many stakeholders, reputational risks are addressed by many internal processes and initiatives, which, in turn, are supported by internal regulations with the main purpose of providingpolicies, which seek to provide mechanisms for the monitoring, management, control and mitigation of the main reputational risks to which we could become exposed. They include:

Riskrisks. Among them are (i) risk appetite framework;
Processstatement; (ii) process for the prevention ofand fight against the use of Itaú Unibanco in unlawful acts;
Crisis (iii) crisis management processprocesses and business continuity;
Processescontinuity procedures; (iv) processes and guidelines of thewith respect to governmental and institutional relations;
Corporate (v) corporate communication process;
Brandprocesses; (vi) brand management process;
Ombudsmanprocesses; (vii) ombudsman offices initiatives and commitment to customer satisfaction; and
Ethics (viii) ethics guidelines and the prevention of corruption.

 

Regulatory Risk risk

The

We consider regulatory risk isas the risk arising from losses due to fines, sanctions and other penalties applied by regulatory agencies resulting from noncompliancelack of compliance with regulatory requirements. The regulatory risk is managed through a structured


process aimed at identifying changes in the regulatory environment, analyzing their impactimpacts on our various departmentsthe institution and monitoring the implementation of actions directed at complianceto comply with regulatory requirements.

 

We have a structuredstructure flow established in internal policies to recognize, distribute, monitor and consistent flowcomply with regulatory requirements. This structure involves various areas of procedures for addressing compliance withthe institution, and consists of: (i) lines of defense; (ii) monitoring draft legislation, public notices and public hearings; (iii) monitoring new rules and regulations, covering the stages of identification, distribution, monitoring and compliance, and all of these processes and procedures are applied consistently throughout our organization and established in internal rules. The structure and flow for addressing the regulatory risk are composed of: (i) monitoring of legislative bills, notices and public consultation; (ii) recognition of new rules for determining action plans; (iii) relationship with regulators; (iv) monitoringdefinition of action plans; (iv) relationship with regulators and professional organizations; (v) prioritization of risks; andmonitoring action plans; (vi) control ofcontrolling compliance with legal decisions on class actions and withTAC (conduct adjustment agreements), executed in public civil actions. In addition, the conduct adjustment instrumentsinstitution’s risks are classified and prioritized according to which we are party (Termos de Ajustamentode Conduta, or TACs).our internal control methodology.

 

Model Riskrisk

Our risk management already has proprietary models for therisk management of risks that are continuously monitored and reviewed whenwhenever necessary, in order to ensure the effectiveness of ourwhich aim at ensuring effective strategic and business decisions.

 

Model risk is defined as the risk that arises when ourfrom the models doused by us not reflect,correctly reflecting, on a consistent basis, the relationships of variables of interest, creatingwhich can create results that systematically differ from actual results. This risk may materialize mainlydue the application of models to situations that differ from those originally modeled for or as a result of methodological inadequacies during the development of the model or because the application of such models in situations other than those anticipated in the modeling process.their development.

 

We use theThe best market practices are used to manage the model riskmodeling risks to which we arethe institution is exposed during the entire lifecyclelifetime of aeach model and the stages of which mayutilized. Best market practice can be classified into four main stages:steps: development, implementation, validation and use. The best practices we applyused by the institution with respect to our model risk control include: (i) quality(i) certification of ourthe quality of the database used; (ii) application of a listcheck-list of essential steps to be taken during the model´s development,model in question’s development; (iii) applicationthe use of a conservative approachestimates in our decision making, as applied to our models,judgmental models; (iv) use of external benchmarks,benchmarks; (v) approval of results generated in model implementation; (vi) independent technical validation;validation of models; (vii) assessmentsvalidation of use;use of models; (viii) assessments of the impact in the use;use of models; (ix) monitoring of performance;performance of models; and (x) monitoring of the distribution of the explanatory variables and final score.score with respect to a model.

 

Country Riskrisk

Country risk is defined as the risks related to our operations outside of Brazil, including losses arising from noncompliance with the financial obligations in the terms agreed-uponagreed upon by borrowers, issuers, counterparties or guarantors as a result of actions taken by the government of the country where the borrower, issuer, counterparty or guarantor is located or as a result of political, economic and social events related to the country.

 

We operate in many other countries in addition to Brazil. In orderaddition to properly address country risk,our foreign units, we have a relationship with borrowers, issuers, counterparties and guarantors from many places in the world, regardless of whether we have a foreign unit in the place where the borrower, issuer, counterparty or guarantor is located.

We have a specific process structure aimed at ensuring thatfor the risk is managedmanagement and controlled. These processes include: (i)control of country risk, governance; (ii)consisting of commissions and committees and dedicated teams, with responsibilities defined in policies. The institution has a structured and consistent procedure for managing and controlling country risk, including: (i) the establishment of country ratings; (iii)(ii) the determination of limits for specific countries; and (iv)(iii) the monitoring of limits and treatment of noncompliance.limits.

 

Business and Strategy Riskstrategy risk

We define the business and strategy risk as the risk of a negative impact on our financial results or capital as a consequence of the lack ofa faulty strategic planning, the making of adverse strategic decisions, our inability to implement the proper strategic plans and/or changes in its business environment.

Our risk managementA-92

Annual Report2015

Since business and strategic risk can directly affect the creation of value and the feasibilityperformance of our bank, we have implemented various mechanisms to ensure that both the business and the strategic decision making processes follow proper governance standards, have the active participation of officers and the Board of Directors, are based on market, macroeconomic and risk information and are aimed at optimizing the risk-return ratio.

Decision-making and the establishment of business and strategy guidelines count on the full engagement of the Board of Directors, primarily through the Strategy Committee, and of the executives, through the Executive Committee. In order to properly addresshandle risk adequately, we utilize thehave governance standards and processes listed below. These governance standardsthat involves the Risks & Finance Control and processes are utilized by senior management and the risk control and management department of the relevantManagement Area in business and strategicstrategy decisions, in orderso as to ensure that the risk is managed and that the decisions are sustainable. These governance standardssustainable in the long term. They are: (i) the qualifications and processes are as follows:

Governance that has qualified decision-makers who, atincentives of board members and executives; (ii) the same time, are properly motivated;
Budgeting process withbudgetary process; (iii) product assessment; (iv) the active participationevaluation and prospecting of the risk control and management department;
Process for the assessment of new products before they are sold; and
Specific structure for the assessment and prospection ofproprietary mergers and acquisitions.
acquisitions; and (v) a risk appetite framework which, for example, restricts the concentration of credit and exposure to specific and material risks.

 

Insurance Risk, Pension Planproducts, pension plan and Premium Bond premium bonds risks

Products Risk

The portfoliothat compose portfolios of our insurance companies is comprised ofare related to life and elementary insurance, (for example, credit life and housing), as well as pension plans and premium bond. With respectbonds. Accordingly, we understand that the main risks inherent to suchthese products insurance risk relates to:are:


·Underwriting risk is the possibility of losses arising from insurance products, pension plans and premium bonds that go against our expectations, directly or indirectly associated with technical and actuarial bases used for calculating premiums, contributions and technical provisions;

 

Underwriting risk is the possibility of losses arising from insurance products, pension plans and premium bond products that go against our expectations and that are directly or indirectly associated with technical and actuarial bases used for calculating premiums, contributions and technical provisions;
Market risk is the possibility of losses resulting from fluctuations in market value of assets and liabilities that comprise technical actuarial reserves;
Credit risk is the possibility of noncompliance, by a given debtor, with obligations related to the settlement of operations that involve the trading of financial assets of reinsurance;
Operational risk is the possibility of the occurrence of losses arising from the failure, deficiency or inadequacy of internal processes, people and systems, or from external events that affect the achievement of the strategic, tactical or operational objectives of the insurance, pension and premium bond operations; and
Liquidity risk is the possibility of the bank not being able to timely comply with its obligations with insurance policyholders and beneficiaries of pension funds arising from the lack of liquidity of the assets that make up the actuarial technical reserves.
·Market risk is the possibility of losses resulting from fluctuations in market value of assets and liabilities that comprise technical actuarial reserves;

·Credit risk is the possibility of noncompliance, by a given debtor, with obligations related to the settlement of operations that involve the trading of financial assets or reinsurance;

·Operational risk is the possibility of the occurrence of losses arising from the failure, deficiency or inadequacy of internal processes, people and systems, or from external events that affect the achievement of the strategic, tactical or operational objectives of the insurance, pension and premium bonds operations; and

·Liquidity risk in insurance operation is the possibility of the institution not be able to timely honor its obligations to policyholders and beneficiaries due to the lack of liquidity of the assets comprising actuarial technical reserves.

 

In line with good national and international practices and to ensure that risks arising from insurance products, pension plans and premium bonds are properly identified, measured, evaluated,assessed, reported and approved in relevant forums, we have a risk management framework, in place, of which thewhose guidelines are established pursuant to ourin institutional norms areguidelines, approved by our Board, of Directors, that is applicable to companies and subsidiaries atexposed to risk from insurance products, pension plans and premium bonds, in Brazil and abroad.

The process of risk management for insurance, pensions and special savingspremium bonds plans is based on defined responsibilities distributed between the control and business areas, ensuring that they are independent of each other and focusing on the special nature of each risk, as per the guidelines established by us.

 

As part of the risk management process, there is a governance structure where decisions may be taken by committees,escalated to subcommittees, thus ensuring compliance with several regulatory and internal requirements, as well as balanced decisions relative to risks.

Our objective is to ensure that assets serving as collateral for long-term products, with guaranteed minimum returns, are managed according to the characteristics of the liabilities, so that they are actuarially balanced and solvent over the long term.

Each year, liabilities for long-term products, which result in projected future benefits flows, are mapped using actuarial premises.assumptions. This mapping enables Asset Liability Management models to be created, and these are used to define the best makeupcomposition of the asset portfolio to neutralize the risk of this type of product, taking into account their economic and financial viability over the long term. Portfolios of collateral assets are rebalanced periodically according to changes in market prices, our liquidity requirements and the changes in the characteristics of the liabilities.

 

Capital Managementmanagement

The Board of Directors is the main authority with respect tobody responsible for our capital management and is responsible for approving the institution’s capital management institutional policypolicies and guidelines regarding the capitalization level of the conglomerate,guidelines. The Board is also responsible for approving the ICAAP report, and analyzing the results of the independent validation of ICAAP’s models and processes, performed by our internal controls and model validation teams. Additionally, the conclusions of and points of attention raised by auditors on capital management processes are submitted to the Board of Directors.

The ICAAPa process which is intended to assess the adequacy of our capital adequacy by identifying material risks; by assessing whetherdefining the need for additional capital is required for such risks and the internal means of quantifying it; by elaboratingpreparing a capital plan, both for normal and stress situations; and by preparingstructuring a capital contingency plan. In order to independently validate

At the effectiveness of ICAAP’s processes and models, our internal controls team isexecutive level, committees are responsible for evaluating our governance framework, processes, policies and activities of monitoring and reporting.

Our risk managementA-93

Annual Report2015

The result of the latest ICAAP – which was dated December 2015 – shows that, in addition to the capital required to cover material risks, we have a significant capital surplus, thus ensuring the bank’s soundness.

The methodologies forapproving risk assessment and capital calculation methodologies, as well as thereviewing, monitoring and recommending capital-related documents and topics are evaluated by the Senior Management Committee before its submission to the Board of Directors.

In As for the subcommittees, we have a dedicated structure for capital management, context, we prepare a capital plan consistent with our strategic planningwhich consolidates information and designedcoordinates related processes, all of which subject to maintain an adequate and sustainable capital level, taking into account analyses of the economic, competitive and political environment, in addition to other external factors. Our capital plan is also approvedverification by the Board of Directorsindependent validation, internal controls and comprises the following:

·Our short and long-term capital goals and projections, under normal and stress scenarios, according to the Board of Directors’ guidelines;
·Description of our main sources of capital; and
·Our contingency capital plan, identifying actions to be taken in the event of a potential capital deficiency.

As part of our capital planning, extreme economic and market conditions are simulated, in order to measure our capital position under stress. The stress scenarios are approved by the Board of Directors, and their impacts on capital are considered when devising our strategy and positioning of our businesses and capital.

Complementing the calculation of capital to cover Pillar 1 risks (credit risk, market risk and operational risk), we have been developing mechanisms to identify and analyze the materiality of other risks, in addition to methodologies for assessing and quantifying the need for additional capital to cover such risks.audit areas.

 

In order to provide the necessary information for our officerssupporting decision making by the Executives and the Board of Directors, to make decisions, managerialmanagement reports are prepared and presented at committee meetings, where committee members are informedsubcommittees, informing about our capital adequacy, as well as about the projections of future capital levels in normal and stress situations.

 

For our annual assessment of capital adequacy, our procedure is as follows:

·identification of the risks to which we are exposed and analysis of their materiality;

·assessment of the need for capital to cover the material risks;

·development of methods for quantifying additional capital;

·quantification of capital and internal capital adequacy assessment; and

·submission of report on capital adequacy to the Central Bank of Brazil (BACEN).

The ICAAP is the fundamental component of our internal capital management, and its most important element is stress testing. This process lets us assess our capital under adverse scenarios, and its purpose is to measure and confirm that, even in severe adverse conditions, we would have levels of capital adequate to ensure no restrictions on our operations or income distribution.

The result of the last ICAAP – dated as of December 2015 – showed that, in addition to having enough capital to face all material risks, we have a significant cushion, thus ensuring the soundness of its equity position.

Please refer to section Our Risk Management,risk management, item Regulatory Environment,environment, for further details about the implementation of Basel III in Brazil.


Minimum requirements

 

Our minimum capital requirements are denominated infollow the form of ratios between available Regulatory Capital (PR), and risk-weighted assets, or RWA. These minimum capital requirements were established by a with a set of resolutions and circulars publisheddisclosed by the CMN and Central Bank since 2013, which implementthat implemented, in Brazil, the global capital requirement standards known as Basel III. These are expressed as ratios of the capital available stated by the Referential Equity (PR), or Total Capital, composed by the Tier I Capital (which comprises the Common Equity and Additional Tier I Capital) and Tier II Capital, and the risk-weighted assets, or RWA.

 

Our available Regulatory Capital (PR) consistsFor purposes of calculating these minimum capital requirements, the sum of Tier 1 and Tier 2 Capital, as defined by CMN resolutions. The total RWA is determined as the sum of the risk-weighted asset amounts for credit, risk,market, and operational risks. Itaú Unibanco uses the standardized approaches to calculate credit and operational risk-weighted asset amounts.

From September 1, 2016, the Central Bank has authorized our institution to use internal market risk and operational risk, which are calculatedmodels to determine the total amount of regulatory capital, using the standardized approaches.portion RWAMINT for our daily calculation, replacing the portion RWAMPAD,as set out in BACEN Central Bank Circular No. 3,646.

 

The standardized approach continues to be used for units which are not considered significant in calculating regulatory capital for market risk. Accordingly, use of the internal models does not apply to the following units: Argentina, Chile, Itau BBA International, Itaú BBA Colombia, Paraguay and Uruguay.

From January 1, 2016 to December 31, 2016, the minimum RegulatoryTotal Capital requirement corresponded toratio required was 9.875%. The required minimum Total Capital ratio was 11% frombetween October 1, 2013, toand December 31, 2015, and will decrease gradually2015. The required minimum Total Capital ratio is scheduled for a gradual reduction to reach 8 percent in8% on January 1, 2019. CMN and

Additionally, the Central Bank standards also requirerules call for theAdditional Common Equity Tier 1, which correspondsI Capital (ACP), corresponding to the sum of the components ACPConservationConservation’,ACPCountercyclicalCountercyclicaland ACPSystemicSystemic,which, in togetherconjunction with the requirements mentioned, in the preceding paragraph, increase capital requirements over time. Under CMN Resolution, the values of the components ACPConservationand ACPCountercyclicalwill increase gradually from 0.625%, as from January 1, 2016, to 2.5% as from January 1, 2019. However, the countercyclical capital buffer is triggered during the credit cycle expansion phase, and currently, according to Central Bank standards also established requirementsrules, the required amount for the countercyclical capital buffer portion is zero. Further, if this portion should increase, the new percentage takes effect only 12 months after the announcement. In the case of component ACPSystemic, the current requirement applicable under Central Bank rules is 0%, increasing gradually from 0.25%, as from January 1, 2017, to qualify instruments eligible for Tier1% as from January 1, or Tier 2 Capital. Additionally, these standards establish a gradual reduction of eligibility of capital instruments issued pursuant to the former regulation on Regulatory Capital instruments that are still outstanding.2019.

 

Capital Composition composition

Pursuant to current regulations our

The Regulatory Capital (PR), used to monitor our compliance with the capital requirementsoperational limits imposed by the CMN and the Central Bank,BACEN, is the sum of three items, namely:

Common Equity Tier 1: sum of social capital, reserves and retained earnings, less deductions and prudential adjustments;

Additional Tier 1 CapitalCapital: consits of instruments of perpetual nature, which meet certain eligibility requirements. Together with Common Equity Tier I it makes up Tier I capital; and

Tier 2 Capital: consists of subordinated debt instruments with defined maturity dates, that meet certain eligibility requirements. Together with Common Equity Tier I and Additional Tier I Capital, according to which:

·Common Equity Tier 1: sum of share capital, reserves and retained earnings, net from deductions and regulatory adjustments (ajustesprudenciais);
·Additional Tier 1 Capital: comprises of instruments of perpetual nature, which meet eligibility requirements; and
·Tier 2 Capital: debt instruments with defined dates, primarily subordinated debt, wich meet eligibility requirements.
it makes up Total Capital.

 

In accordance with applicable Brazilian regulations, we must maintain our Regulatory Capital, Tier 1 Capital and Common Equity Tier 1 Capital ratios above the minimum regulatory requirements established at all times. The RWA used for assessing these minimum regulatory requirements can be determined by adding the following portions:

 

RWA = RWACPAD+ RWAMINT + RWAOPAD

 

RWACPAD = portion relatingrelated to exposures to credit risk;

risk, calculated using standardized approach;

RWACAMMINT = portion relatingrelated to exposures in gold, foreign exchange rate and assets subjectthe market risk capital requirement, calculated using internal approach, according to foreign exchange rate variations;

RWAJUR = portion relating to exposures subject to variations of interest rates, interest coupons and coupon rates and classified in the Trading Portfolio;

RWACOM = portion relating to exposures subject to variations in commodity prices;

RWAACS = portion relating to exposures subject to variations in equities prices and classified in the Trading Portfolio; and

Our risk managementA-94

Annual Report2015

Central Bank rules, it includes units which are not considered significant, which follow standardized model;

RWAOPAD = portion relatingrelated to the calculation of operational risk capital requirements.requirements, calculated using standardized approach.

 

Capital Adequacyadequacy

Through our Internal Capital Adequacy Assessment Process (ICAAP), we ensureassess the sufficiencyadequacy of our capital to coverface the incurred risks. For ICAAP, capital is composed by regulatory capital for credit, market and operational risks, which are representedand by our Minimum Required Regulatory Capital andthe necessary capital to coverface other risks we consider material.risks.

 

In order to ensure our capital strengthsoundness and availability of capital to support business growth, we maintain Regulatory CapitalReferential Equity levels above the minimum required regulatory capital levels, based on the BIS ratio (as defined below) and onaccording to the Common Equity Tier 1 Capital,I, Additional Tier 1I Capital, and Tier 2 Capital ratios (calculated by dividing Common Equity Tier 1 Capital, Additional Tier 1 Capital and Tier 2 Capital by the total risk weighted assets).

Basel ratio. On December 31, 2015,2016, our Regulatory Capital at the prudential conglomerate level reached R$128,465139,477 million, a decreasean increase of R$1,32511,012 million when compared to December 31, 2014, at2015, mainly impacted by the financial conglomerate, mainly due toresult and the decreaseeffect of our Tier 2 Capital.foreign exchange variations during the period.


  As of December 31,    
 Prudential Conglomerate  Financial
Conglomerate
  Variation 
Capital Composition 2016  2015  2014  2016-2015  2015-2014 
  (In millions of R$)  (%) 
Tier 1 Capital(1)  115,940   101,001   96,232   14.8   5.0 
Common Equity Tier 1 Capital(2)  115,408   100,955   96,212   14.3   4.9 
Additional Tier 1 Capital(3)  532   46   20   1,056.5   130.0 
Tier 2 Capital(4)  23,537   27,464   33,559   (14.3)  (18.2)
Referential Equity  139,477   128,465   129,790   8.6   (1.0)
Minimum Referential Equity Required  72,210   79,471   84,488   (9.1)  (5.9)
Surplus Capital in relation to the Minimum Referential Equity Required  67,267   48,994   45,302   37.3   8.1 
Additional Common Equity Tier I requirement  4,570                 
Referential equity calculated for covering the interest rate risk on operations not classified in the trading portfolio (RBAN)  2,264   1,275   1,846   77.6   (30.9)
Risk weighted assets (RWA)  731,240   722,468   768,075   1.2   (5.9)

 

     (In millions of R$)     (%) 
     As of December 31,       
  Prudential          
  Conglomerate  Financial Conglomerate  Variation 
Capital Composition 2015  2014  2013  2015-2014  2014-2013 
Tier 1 Capital(1)  101,001   96,232   87,409   5.0   10.1 
Common Equity Tier 1 Capital(2)  100,955   96,212   87,409   4.9   10.1 
Additional Tier 1 Capital(3)  46   20   -   129.9   - 
Tier 2 Capital(4)  27,464   33,559   37,734   (18.2)  (11.1)
Regulatory Capital  128,465   129,790   125,144   (1.0)  3.7 
Minimum Required Regulatory Capital  79,471   84,488   83,099   (5.9)  1.7 
Excess Capital in relation to Minimum Required Regulatory Capital  48,994   45,302   42,045   8.1   7.7 
Risk weighted assets (RWA)  722,468   768,075   755,441   (5.9)  1.7 

(1)Comprised of the Common Equity Tier 1 Capital, as well as the Additional Tier 1 Capital.

(2)Sum of sharesocial capital, reserves and retained earnings, net fromless deductions and regulatory adjustments (ajustes prudenciais).prudential adjustments.

(3)Comprised of of instruments of a perpetual nature, which meet eligibility requirements.

(4)Comprised of subordinated debt instruments with defined maturity dates, primarily subordinated debt, which meet eligibility requirements.

 

Our BIS ratio (calculated as the ratio between our Regulatory Capital and the total amount of RWA) at the prudential conglomerate level reached 17.8%19.1%, on December 31, 2015,2016, an increase compared to December 31, 2014, at the financial conglomerate,2015, mainly explained due to a decreaseby an increase in RWA.Regulatory Capital. Our BIS ratio on December 31, 20152016 consisted of 14.0%15.9% of Common Equity Tier 1 Capital and 3.8%3.2% of Tier 2 Capital.

 

  As of December 31,
 Prudential Conglomerate  Financial
Conglomerate
 
Capital Composition 2016  2015  2014 
  (%) 
BIS ratio  19.1   17.8   16.9 
Tier 1 Capital  15.9   14.0   12.5 
Common Equity Tier 1 Capital  15.8   14.0   12.5 
Additional Tier 1 Capital  0.1   -   - 
Tier 2 Capital  3.2   3.8   4.4 

Our Regulatory Capital, Tier 1 Capital and Common Equity Tier 1 Capital ratios were calculated on a consolidated basis, applied to the financial institutions included in our Financial Conglomerate, up to December 31, 2014. From January 1, 2015, instead of calculating ratios for our Financial Conglomerate we calculated at the Prudential Conglomerate level, which is comprised of not only financial institutions but also of collective financing plans (“(consórcios), payment entities, factoring companies or companies that directly or indirectly assume credit risk, and investment funds in which our Itaú Unibanco Group retains substantially all risks and rewards.

 

Please refer to section Our Risk Management,risk management, item Regulatory Environment,environment, Implementation of Basel III in Brazil, for further details about minimum capital ratios.

 

Please refer to section Performance, item ConsolidatedComplete Financial Statements (IFRS),in IFRS, Note 33 – Regulatory Capital for further details about regulatory capital.

 

     (%) 
     As of December 31, 
  Prudential  Financial Conglomerate 
Capital Ratios 2015  2014  2013 
BIS ratio  17.8   16.9   16.6 
Tier 1 Capital  14.0   12.5   11.6 
Common Equity Tier 1 Capital  14.0   12.5   11.6 
Additional Tier 1 Capital  -   -   - 
Tier 2 Capital  3.8   4.4   5.0 

Please refer to section Our Risk Management,risk management, item Regulatory Environment,environment, Basel III Framework,framework, Implementation of Basel III in Brazil.

 

Money Laundering Preventionlaundering prevention

Financial institutions play a key role in preventing and fighting illicit acts, which includes money laundering, terrorism financing and fraud.

 

The challenge is to identify and prevent increasingly sophisticated operations that seek to conceal the source, ownership and transfer of goods and assets, derived from illegal activities.

 

Itaú Unibanco established a corporate policy to prevent its involvement in illicit activities, protecting its reputation and image among employees, customers, strategic partners, suppliers, service providers, regulators and the society, through a governance structure focused on transparency, strict compliance with the rules and regulations and cooperation with police and judicial authorities. It also continuously seeks to align itself with the local and international best practices to prevent and fight illicit acts, through investments and training its employees on ongoing basis.

 

In order to be compliant with the corporate policy guidelines, Itaú Unibanco established a program to prevent and fight illicit acts, which includes the following pillars:

 

Our risk managementA-95·Customer Identification Process;

 

Annual Report2015·“Know Your Customer” Process (KYC);

·“Know your Partner ” Process (KYP);

 

Customer Identification Process;
“Know Your Customer” Process (KYC);
“Know your Partner ” Process (KYP);
“Know Your Supplier” Process (KYS);
“Know Your Employee” Process (KYE);
Risk Assessment on New Products and Services;
Transaction Monitoring;
Reporting Suspicious Transactions to Regulators and Authorities; and
Training.
·“Know Your Supplier” Process (KYS);

·“Know Your Employee” Process (KYE);

·Risk Assessment on New Products and Services;

·Transaction Monitoring;

·Reporting Suspicious Transactions to Regulators and Authorities; and

·Training.

 

This program is applicable to Itaú Unibanco and its controlled entities in Brazil and abroad. The oversight of prevention and detection of illegal activities is carried out by the Board of Directors, the Audit Committee, the Compliance and Operational Risk Committee, the Internal Operational Risk Committee, and the Anti-Money Laundering Committee.

 

Please refer to section Our Risk Management,risk management, item Regulatory Environmentenvironment for further details about money laundering regulation and to https://www.itau.com.br/_arquivosestaticos/RI/pdf/en/PREVENTION_AGAINST_ILLICIT_ACT_ RI2013.pdf,HF16_-_DOC_ING_RI_2016.pdf?title=Illicit Acts Prevention and Combat Corporate Policy, for more details about our Illicit Acts Prevention and Combat Corporate Policy.

 

Politically Exposed Personsexposed persons

Our commitment to the compliance with applicable law and to the adoption of the best practices for prevention and detection of money laundering activity is also reflected in the identification, assessment and monitoring of politically exposed persons, or PEPs,Politically Exposed Persons (PEPs), whether as individuals or entities.

 

As per our policies related to PEPs, we apply enhanced due diligence with respect to these customers and we require a higher level of approval (at a minimum at the director level), prior to establishing any relationship with such PEPs.

 

Please refer to section Our Risk Management,risk management, item Regulatory Environmentenvironment for further details about politically exposed persons.

 

Regulatory environment

We are subject to regulation by, and supervision of, several entities, in accordance with the countries and for the segments in which we operate. The supervisory activities of these entities are essential to the structure of our business, and they directly impact our growth strategies. Below we describe the main entities that regulate and supervise our activities in Brazil:

 

CMN: the highest authority responsible for establishing monetary and financial policies in Brazil, overall supervision of Brazilian monetary, credit, budgetary, fiscal and public debt policies, for regulating the conditions for organization, operation and inspection of financial institutions, as well as supervising the liquidity and solvency of these institutions. The CMN is also responsible for the general guidelines to be followed in the organization and operation of the securities market and the regulation of foreign investments in Brazil;
Central Bank: responsible for implementing the policies established by the CMN, authorizing the establishment the financial institutions and supervising financial institutions in Brazil. It establishes minimum capital requirements, limits for permanent assets, credit limits and requirements for compulsory deposits, in accordance with the policies established by the CMN;
CVM: responsible for regulating, sanctioning and inspecting the Brazilian securities market (which in Brazil includes derivatives) and its participants, as well as overseeing exchange and organized over-the-counter markets;
CNSP: responsible for establishing the guidelines and directives for insurance and premium bond companies and open private pension entities;
SUSEP: responsible for regulating and supervising the insurance, open private pension funds and capitalization markets in Brazil and their participants; and
ANS: responsible for regulating and supervising the health insurance market in Brazil and its participants.
·CMN: the highest authority responsible for establishing monetary and financial policies in Brazil, overall supervision of Brazilian monetary, credit, budgetary, fiscal and public debt policies, for regulating the conditions for organization, operation and inspection of financial institutions, as well as supervising the liquidity and solvency of these institutions. CMN is also responsible for the general guidelines to be followed in the organization and operation of the securities market and the regulation of foreign investments in Brazil;

·Central Bank: responsible for implementing the policies established by CMN, authorizing the establishment of financial institutions and supervising financial institutions in Brazil. It establishes minimum capital requirements, limits for permanent assets, credit limits and requirements for compulsory deposits, in accordance with the policies established by CMN;

·CVM: responsible for regulating, sanctioning and inspecting the Brazilian securities market (which in Brazil includes derivatives) and its participants, as well as overseeing exchange and organized over-the-counter markets;

·CNSP: responsible for establishing the guidelines and directives for insurance and premium bond companies and open private pension entities;

·SUSEP: responsible for regulating and supervising the insurance, open private pension funds and premium bond markets in Brazil and their participants; and

·ANS: responsible for regulating and supervising the health insurance market in Brazil and its participants.

 

Outside of Brazil, we have main operations subject to oversight by local regulatory authorities in the following jurisdictions: South America, in particular Argentina, Colombia, Chile, Uruguay and Paraguay; Europe, in particular, the United Kingdom and Switzerland; Central America in particular Panamá, and the Caribbean, in particular Bahamas and Cayman Islands; and the United States of America.

 

Financial institutions are subject to a number of regulatory requirements and restrictions, among which the following are noteworthy:

 

·prohibition against operating in Brazil without the prior approval of the Central Bank;

·prohibition against acquiring real estate that are not for the financial institution’s own use, except real estate received for settlement of loan losses, in which case such real estate must be sold within one year, extendable by the Central Bank;

·prohibition against acquiring interests in companies without the prior approval of the Central Bank, except for ownership interest typical of investment portfolios held by investment banks or universal banks with investment portfolios;
prohibition of operating in Brazil without the prior approval of the Central Bank;
prohibition of acquiring real estate that are not for the financial institution’s own use, except those received for settlement of loan losses, in which case such real estate must be sold within one year, extendable by the Central Bank;
prohibition of acquiring interests in companies without the prior approval of the Central Bank, except for ownership interest typical of investment portfolios held by investment banks or universal banks with investment portfolios;
prohibition of granting loans that represent more than 25% of the financial institution’s regulatory capital to only one person or group;
restrictions on borrowing and lending, as well as granting advances and guarantees, to certain related individuals and legal entities. Please refer to the section Our Risk Management, item Regulatory Environment, item Loans and Advances to Related Persons to more information about these individuals and legal entities;
obligation of depositing a portion of the deposits received from clients with the Central Bank (compulsory deposit); and
obligation of maintaining
·prohibition against granting loans that represent more than 25% of the financial institution’s regulatory capital to only one person or group;

·restrictions on borrowing and lending, as well as granting advances and guarantees, to certain related individuals and legal entities. Please refer tosection Our risk management, item Regulatory environment, item Lending limits for more information about these individuals and legal entities;

·obligation to deposit a portion of the deposits received from clients with the Central Bank (compulsory deposit); and

·obligation to maintain sufficient capital reserves to absorb unexpected losses, pursuant to the rules proposed by the Basel Committee and implemented by the Central Bank.

Our risk managementA-96

Annual Report2015

 

Basel III Frameworkframework

The Basel III framework increases minimum capital requirements, and creates new conservation and countercyclical buffers, changes risk-based capital measures, and introduces a new leverage limit and new liquidity standards in comparison to the former framework. The new rules will be phased in gradually and each country is expected to adopt such recommendations in laws or regulations applicable to local financial institutions.

 

The Basel III framework requires banks to maintain minimum capital levels corresponding to the following percentages of risk-weighted assets: (i) a minimum common equity capital ratio of 4.5%, composed of common shares; (ii) a minimum Tier 1 Capital ratio of 6.0%; and (iii) a minimum total capital ratio of 8.0%. In addition to the minimum capital requirements,

Basel III requires a “capital conservation buffer” of 2.5% and each national regulator is given discretion to institute a “countercyclical buffer” if it perceives a greater system-wide risk to the banking system as the result of a build-up of excess credit growth in its jurisdiction. Basel III also introduces a new leverage ratio, defined as Tier 1 Capital divided by the bank’s total exposure.

 

Basel III implemented a liquidity coverage ratio,Liquidity Coverage Ratio, or LCR, and a net stable funding ratio, or NSFR.Net Stable Funding Ratio (NSFR). The LCR requires affected banks to maintain sufficient high-quality liquid assets to cover the net cash outflows that could occur under a potential liquidity disruption scenario over a thirty-day period. The NFSR establishes a minimum amount of stable sources of funding that banks will be required to maintain based on the liquidity profile of the banks’ assets, as well as the potential for contingent liquidity needs arising from off-balance sheet commitments over a one-year period.

 

Additional requirements apply to non-common equity Tier 1 Capital or Tier 2 Capital instruments issued by internationally active banks. To be included in Additional Tier 1 Capital or Tier 2 Capital, an instrument must contain a provision that requires that, at the discretion of the relevant authority, such instrument be either written-off or converted into common shares upon a “trigger event.” A “trigger event” is the decision of a competent authority pursuant to which, for a bank to remain a feasible financial institution, it is necessary:necessary (i) to write-off an instrument, or (ii) to inject government funds, or equivalent support, into such bank, whichever occurs first. The requirements are applicable to all instruments issued after January 1, 2013. The instruments qualified as capital issued before that date that do not comply with these requirements will be phased out of banks’ capital over a ten-year10-year period, beginning on January 1, 2013.

 

Additional regulatory capital requirements apply to systemically important financial institutions, or G-SIFIs.Global Systemically Important Financial Institutions (G-SIFIs). The Basel Committee’s assessment methodology to determine which financial institutions are G-SIFIs is based on indicators that reflect the following aspects of G-SIFIs: (i) size; (ii) interconnectedness; (iii) lack of readily available substitute or financial institution infrastructure for the services provided; (iv) global or cross-jurisdictional activity; and (v) complexity, eachcomplexity. Each of these factors receivingreceives an equal weight of 20.0% in the assessment.

 

The Basel Committee has also issued a framework for the regulation of domestic systemically important banks, or D-SIBs,Domestic Systemically Important Banks (D-SIBs), which supplements the G-SIFI framework by focusing on the impact that the distress or failure of systemically important banks would have on the domestic economy of each country.

 

Implementation of Basel III in Brazil

CMN and the Central Bank have issued several rules which detail the implementation of the Basel III framework in Brazil.

 

Brazilian banks’ minimum total capital ratio is calculated as the sum of the following two components: Regulatory Capital (patrimônio dereferência); and Additional Core Capital (adicional de capital principal).

Regulatory Capital (patrimônio de referência); and

Additional Core Capital (adicional de capital principal).

 

Brazilian banks’ Regulatory Capital is comprised of Tier 1 Capital and Tier 2 Capital. Tier 1 Capital is further divided into two portions:elements: Common Equity Tier 1 Capital (common equity capital and profit reserves, orcapital principal) and Additional Tier 1 Capital (hybrid debt and equityinstrumentsequity instruments authorized by the Central Bank, orcapital complementar).

 

In order to qualify as Additional Tier 1 Capital or Tier 2 Capital, all instruments issued after October 1, 2013 by a Brazilian bank must contain loss-absorbency provisions, including a requirement that such instruments be automatically written off or converted into equity upon a “trigger event“event”. A “trigger event” is the earlier of: (i) Common Equity Tier 1 Capital being less than 5.125% of the risk-weighted assets for Additional Tier 1 Capital instruments and 4.5% for Tier 2 Capital instruments; (ii) the execution of a firm irrevocable written agreement for the government to inject capital in the financial institution; (iii) the Central Bank declaring the beginning of a temporary special administration regime (Regime de AdministraçãoEspecial Temporária, or RAET) or intervention in the financial institution;or (iv) a decision by the Central Bank, according to criteria established by the CMN, that the write-off or conversion of the instrument is necessary to maintain the bank as a viable financial institution and to mitigate relevant risks to the Brazilian financial system. Specific procedures and criteria for the conversion of shares and the write-off of outstanding debt related to funding instruments eligible to qualify as regulatory capital are established by CMN


regulation. The legal framework applicable to financial bills (letras financeiras) was adapted to allow Brazilian financial institutions to issue Basel III-compliant debt instruments in the Brazilian market.

 

Existing hybrid instruments and subordinated debt previously approved by the Central Bank as eligible capital instruments may continue to qualify as Additional Tier 1 Capital or Tier 2 Capital, as

Our risk managementA-97

Annual Report2015

the case may be, provided that they comply with the above requirements and a new authorization from the Central Bank is obtained. Instruments that do not comply with these requirements will be phased out as eligible capital instruments by deducting 10.0% of their book value per year from the amount that qualifies as Additional Tier 1 Capital or Tier 2 Capital. The first deduction occurred on October 1, 2013, and subsequent deductions will take place annually starting January 1, 2014 until January 1, 2022.

 

The Additional Core Capital requirement is subdivided into three elements: the capital conservation buffer (Adicional de CapitalPrincipal Conservação), the countercyclicalcapitalcountercyclical capital buffer (Adicional de Capital PrincipalContracíclico) and the higher loss absorbencyrequirementlossabsorbency requirement for domestic systemically important banks (Adicional de Capital PrincipalSistêmico). The capital conservation buffer isaimedis aimed at increasing the loss absorption ability of financial institutions. The countercyclical capital buffer can be imposed within a range by the Central Bank if it judges that credit growth is increasing systematic risk. The higher loss absorbency requirement for domestic systemically important banks seeks to address the impact that the distress or failure of Brazilian banks may have on the local economy. In the event of non-compliance with the Additional Core Capital requirement, certain restrictions will apply, including the inability of the financial institution to: (i) pay officers and directors their share of variable compensation; (ii) distribute dividends and interest on equity to stockholders; and (iii) repurchase its own shares and effect reductions in its share capital.

 

From October 1, 2015, a minimum LCR in a standardized liquidity stress scenario is required for banks with total assets in excess of R$100 billion, individually or at the consolidated enterprise level (conglomerado prudencial), as the case may be. The calculation of the LCR follows the methodology set forth by the Central Bank which is aligned with the international guidelines. During periods of increased need for liquidity, banks may report a lower LCR than the minimum required ratio, provided that they also report to the Central Bank the causes for not meeting the minimum requirement, the contingent sources of liquidity it hasthey have available, and the measures it plansthey plan to adopt to be in compliance with the LCR requirement. Banks will also be required to effect public disclosures of their LCR on a quarterly basis after April 1, 2016.

In January 2017, the Central Bank enacted a new rule amending the provisions regarding calculation methods and procedures for the disclosure of LCR information. The new regulation establishes a new possible stress scenario and indicates that, for LCR purposes, cash and time deposits are considered retail funding components.

 

The following table presents the schedule for phased-in implementation by the Central Bank of the capital adequacy and liquidity coverage ratio requirements under Basel III, as applicable to Itaú Unibanco Holding. The figures presented below refer to the percentage of our risk-weighted assets.

 

              (%) 
           From January 1, 
Basel III – Schedule 2015  2016  2017  2018  2019 
Common equity Tier 1  4.5   4.5   4.5   4.5   4.5 
Tier 1 Capital  6.0   6.0   6.0   6.0   6.0 
Total regulatory capital  11.0   9.875   9.25   8.625   8.0 
Additional common equity Tier 1 (ACP)  -   0.625   1.5   2.375   3.5 
Capital conservation buffer  -   0.625   1.25   1.875   2.5 
Countercyclical capital buffer(1)  -   -   -   -   - 
Systemic  -   -   0.25   0.5   1.0 
Common equity Tier 1 + ACP  4.5   5.1   6.0   6.9   8.0 
Total regulatory capital + ACP  11.0   10.5   10.8   11.0   11.5 
Prudential adjustments deductions  40   60   80   100   100 
(1)According to Circular No. 3.769 of Central Bank, the ACP countercyclical requirement is zero.
  From January 1, 
Basel III - Schedule 2015  2016  2017  2018  2019 
  (%) 
Common equity Tier 1  4.5   4.5   4.5   4.5   4.5 
Tier 1 Capital  6.0   6.0   6.0   6.0   6.0 
Total regulatory capital  11.0   9.875   9.25   8.625   8.0 
Additional common equity Tier 1 (ACP)  -   0.625   1.5   2.375   3.5 
Capital conservation buffer  -   0.625   1.25   1.875   2.5 
Countercyclical capital buffer(1)  -   -   -   -   - 
Systemic  -   -   0.25   0.5   1.0 
Common equity Tier 1 + ACP  4.5   5.1   6.0   6.9   8.0 
Total regulatory capital + ACP  11.0   10.5   10.8   11.0   11.5 
Liquidity coverage ratio  0.6   0.7   0.8   0.9   1.0 
Prudential adjustments deductions  40   60   80   100   100 

 

(1) According to Circular No 3.769 of Central Bank, the ACP countercyclical requirement is zero.  

The Central Bank has also established the calculation methodology for the leverage ratio. However, it has not yet determined a minimum ratio. Banks are required to prepare public disclosures of their leverage ratios on a quarterly basis after October 1, 2015.

 

CMN regulation also defines the entities that compose the consolidated enterprise level (conglomerado prudencial) of a Brazilian financial institution, and establishes the requirement that a financial institution prepare and file with the Central Bank monthly consolidatedcomplete financial statements at the consolidated enterprise level (conglomerado prudencial) pursuant to the parameters defined therein. Such financial statements should also be audited by external auditors on a semi-annual basis. As of January 1, 2015, minimum capital and ratio requirements apply at the consolidated enterprise level (conglomerado prudencial).

 

In addition to the resolutions and circular lettersrules issued in accordance with the criteria set forth in Basel III, in July, 2013, Law No. 12,838 was issued, allowing the determination of deemed credit based on deferred tax creditsassets arising from temporary differences resulting from allowances for loan losses, which, in practice, exempts financial institutions from deducting this type of credit from its core capital. The law also changes the rules for the issue of financial bills, allowing forsubordinated debt, requiring the inclusion of clauses for the suspension of the stipulated compensation and the terminationextinction of the credit right or its conversion into shares, and conditions stockholders’ remuneration to compliance with the prudential requirements established by the CMN.


 

Brazilian financial institutions are also required to implement a capital management structure compatible with the nature of its transactions, the complexity of the products and services it offers, as well as with the extent of its exposure to risks. Capital management is defined as a process that includes: (i) monitoring and controlling the financial institution’s capital; (ii) assessing capital needs in light of the risks to which the financial institution is subject; and (iii) setting goals and conducting capital planning in order to meet capital needs due to changes in market conditions. Financial institutions should publish a report describing the structure of their capital management at least on

Our risk managementA-98

Annual Report2015

an annual basis. Disclosure and reporting of risk management matters, risk-weighted asset calculation, and adequate compliance with regulatory capital requirements are regulated by the Central Bank and reflect the so-called “Pillar 3” of regulatory capital recommended under Basel III, aimed at improving governance and disclosure.

 

G-SIFI assessment in Brazil

The Central Bank has adopted the same indicators set out by the Basel Committee to determine if Brazilian financial institutions qualify as global systemically important financial institutions, or G-SIFIs, which include: (i) size; (ii) interconnectedness; (iii) lack of readily available substitute or financial institution infrastructureG-SIFIs. Please refer to section Our risk management, item Regulatory environment, Basel III framework, for the services provided; (iv) global or cross-jurisdictional activity; and (v) complexity, with each of these factors receiving an equal weight of 20.0% in the assessment.further details. This assessment should be carried out byis required of banks with total exposure – the denominator for the leverage ratio – in excess of R$500 billion, individually or at the consolidated enterprise level (conglomeradoprudencial), as the case may be. However, noadditionalno additional loss absorbency requirements for Brazilian G-SIFIs have been established. We were not included on the latest list of G-SIFIs issued on November 3, 2015.21, 2016. The next update is expected in November 2016.2017.

 

Recovery plans for systematically important financial institutions

On June 30, 2016, CMN enacted a rule providing stricter guidelines for recovery plans (Planos de Recuperação) for Brazil’s systemically important financial institutions. The new rule, which incorporated recommendations from the Financial Stability Board, requires financial institutions to prepare recovery plans that aim to re-establish adequate levels of capital and liquidity and to preserve the viability of such institutions under stress scenarios. The guidelines require, among other things, that subject financial institutions must identify their critical functions for the National Financial System (Sistema FinanceiroNacional) and their core business lines, monitor indicators and their critical levels, adopt stress-testing scenarios, predictrecovery strategies, assess possible risks and barriers related to the strategies and define clear and transparent governance procedures, as well as effective communication plans with key stakeholders. The rule provides for a phase-in implementation period from October 2016 to December 2017 to allow the relevant financial institutions to adapt their recovery plans to the new requirements.

Segmentation for the proportional application of the prudential regulation

On January 30, 2017, CMN enacted a resolution establishing segmentation for financial institutions, financial institution groups and other institutions authorized to operate by the Central Bank for proportional application of the prudential regulation, considering the size, international activity and risk profile of members of each segment. According to such resolution, the segments are qualified as follows:

(i)          Segment 1 is composed of multiservice banks, commercial banks, investment banks, foreign exchange banks and savings banks that (a) have a size equivalent or superior to 10% of its internal gross domestic product (GDP); or (b) perform relevant international activities, independently from the magnitude of the institution;

(ii)         Segment 2 is composed of multiservice banks, commercial banks, investment banks, foreign exchange banks and savings banks with (a) size below 10% of its internal GDP; and (b) other institutions of same magnitude equivalent or superior to 1% of its internal GDP;

(iii)        Segment 3 is composed of institutions with a size below 1% and equivalent or superior to 0.1% of its internal GDP;

(iv)        Segment 4 is composed of institutions of size below 0.1% of its internal GDP; and

(v)         Segment 5 is composed of (a) institutions with a size below 0.1% of its internal GDP that applies a simplified optional method for the verification of reference equity’s minimum requirements, except for multiservice banks, commercial banks, investment banks, foreign exchange banks and savings bank; and (b) institutions not subject to the verification of reference equity.

Secured real estate bill

In January 2017, the Central Bank enacted a public consultation regarding the secured real state bill (Letra Imobiliária Garantida – LIG – Brazilian covered bond), which aims to regulate the provisions of Law No. 13,097 of January 19, 2015. The secured real state bill would provide the sector with an alternative source of funding in an attempt to expand the real estate credit market in the next few years.


Passive provision for financial guarantees

On July 28, 2016, CMN enacted a new rule, establishing specific accounting procedures for the assessment and registration of passive provisions (provisão passiva) that financial institutions must create in respect of financial guarantees. The accounting procedures established by this regulation seek to align the Brazilian standards with IFRS. Such resolution is effective since January 1, 2017.

Foreign Currency Transactionscurrency transactions and Exposureexposure

 

Transactions involving the sale and purchase of foreign currency in Brazil may only be conducted by institutions authorized to do so by the Central Bank. There are no limits for long or short positions in foreign currency for banks authorized to carry out transactions on the foreign exchange market. The compulsory deposit requirement rate on the foreign currency short position held by financial institutions is currently 0%.

 

In accordance with CMN regulation, financial institutions in Brazil may raise funds abroad, either through direct loans or through the issuance of debt securities. Funds raised accordingly may be freely invested in Brazil, including but not limited to on-lending to Brazilian companies and financial institutions. Brazilian banks authorized to operate in foreign currency markets which hold regulatory capital higher than R$5 billion may also use these funds to grant loans abroad to Brazilian companies, their offshore subsidiaries and to foreign companies controlled by Brazilians or to acquire securities issued or guaranteed by such companies in the primary market. Cross-border loans, in which one party is in Brazil and the other party is abroad, require previous registration with the Central Bank, which may establish limits on the conditions of such foreign currency loan transactions. Please refer to item Taxation for further details about tax on foreign exchange transactions.

 

Financial institutions may also grant loans in or indexed to a foreign currency to their clients’ trade-related activities, such as by granting advances on foreign exchange contracts (Adiantamento sobre Contratode Câmbio), advances on delivered comercial papersexport register (Adiantamento sobre Cambiais Entregues) or export or import prepayment agreements(agreements (Pré-Pagamento deExportação e Financiamento à Importação), all in accordance with Brazilian regulations on foreign exchange markets and internationalandinternational capital flows.

 

The Central Bank and the Brazilian government frequently change rules and regulations applicable to foreign currency borrowing and loans in accordance with the economic scenario and Brazilian monetary policy.

 

BesideBesides that legislation sets forth that the total exposure in gold and other assets and liabilities indexed or linked to the foreign exchange rate variation undertaken by financial institutions (including their offshore branches), and their direct and indirect subsidiaries, on a consolidated basis, may not exceed 30.0% of their regulatory capital.

 

Liquidity and Fixed Assets Investment Regimefixed assets investment regime

In accordance with CMN regulation, financial institutions may not hold, on a consolidated basis, permanent assets, including investments in unconsolidated subsidiaries, real estate, equipment and intangible assets, exceeding 50.0% of the adjusted regulatory capital.

 

Lending Limitslimits

Furthermore, we are legally prevented from granting loans or advances, and guarantees, entering intoincluding derivative transactions, underwriting or holding in our investment portfolio securities of any clients or group of affiliated clients that, in the aggregate, give rise to exposure to such client or group of affiliated clients that exceeds 25.0% of our regulatory capital.

 

Credit Exposure Limitsexposure limits

For the purpose of this limit, the following public sector entities are to be considered as separate customers: (i) the Brazilian government, (ii) an entity controlled directly or indirectly by the Brazilian government which is not financially dependent on another entity controlled directly or indirectly by the Brazilian government, (iii) entities controlled directly or indirectly by the Brazilian government which are financially dependent among themselves, (iv) a State or the Federal District, jointly with all entities directly or indirectly controlled by it, and (v) a municipal district, jointly with all entities directly or indirectly controlled by it.

 

Risk Weighted Asset Calculationweighted asset calculation

The calculation of risk exposure is based on several factors set forth by the Central Bank regulations and impacts the capital requirements. The components take into consideration the type of risk and include the parameters and procedures for calculation of the risk weighted asset (RWA) to determine the capital requirements resulting from each

Our risk managementA-99

Annual Report2015

risk exposure. The Central Bank has been frequently changing and updating the rules and regulations for calculation of RWA.


Financial Billsbills

Law No. 12,838 of July 9, 2013 adapted financial bills (letras financeiras) to the Basel III framework and granted the Central Bank power to limit the payment of dividends and interest on capital by financial institutions that do not comply with the CMN capital requirements. With the changes enacted by Law No. 12,838, Brazilian financial institutions will likely issue Basel III-compliant hybrid or subordinated debt instruments under the regulatory framework of financial bills. The main characteristics of financial bills changed by Law No. 12,838 are:

 

Possibility of issuance of financial bills convertible into equity. The conversion may not be requested by the investor or the issuer financial institution;

Suspension of payment of interest in case of non-compliance with capital requirement rules in case the financial bills are part of the regulatory capital of the financial institution. Additionally, in order to preserve the regular functioning of the Brazilian financial system, the Central Bank may determine that financial bills be converted into equity or writen-off. These determinations will not be considered a default by the financial institution and will not accelerate the maturity of its other debts; and

Financial bills may include, as early maturity events, default on the payment of the interest of the financial bill or the dissolution of the financial institution.

 

Anti-Corruption LawPrinciples and institutional policy

On November 24, 2016, CMNenacted a new rule establishing principles and institutional policies that must be observed by financial institutions and other institutions authorized to operate by the Central Bank with respect to their relationship with clients and users of financial products and services. In addition to ethical principles, responsibility, transparency and diligence, other measures are required such as: (i) promoting an organizational culture that incentivizes a cooperative and balanced relationship with clients and users; (ii) granting fair and equitable treatment to clients and users; and (iii) promoting legitimacy and compliance of products and services provided by financial institutions. The regulation will become effective on November 24, 2017.

Establishment of a succession policy

On November 24, 2016, CMN enacted a new resolution requiring that financial institutions and other institutions authorized to operate by the Central Bank establish a succession policy for their management. The new regulation requires that the Board of Directors of the institutions approves, supervises and controls the process of planning such policy, which must expressly assign the positions conditioned to the succession policy, taking into consideration the institution’s structure, risk profile and business model. The succession policy shall cover recruiting, promotion, election and retention processes, based on rules that regulate the identification, evaluation and training of senior management positions considering the following aspects: (i) conditions required by Brazilian law to exercise such positions; (ii) technical capacity; (iii) management capacity; (iv) interpersonal skills; (v) legislation and regulation knowledge regarding liability for their actions; and (vi) experience. The regulation provides for a phase-in implementation period from November 2016 to May 2017.

Code of Corporate Governance

In 2016, the Code of Corporate Governance for publicly-held companies (Código Brasileiro de Governança Corporativa – Companhias Abertas) was edited. It sets forth corporate governance-related principles, guidelines and actions applicable to publicly-held companies and determines that companies adopt the “apply or explain” model in respect of their principles, guidelines and actions. As a result of the edition of this Code, in December 2016 CVM submitted to public consultation the draft of a new ruling amending the current disclosure related ruling to adapt to the guidelines of the new Code. The new ruling probably will be applicable as from the end of the first semester of 2018.

Anti-corruption law

In January 2014, a new Brazilian anti-corruption law came into force which establishes that legal entities will have strict liability (regardless of fault or willful misconduct) if they are involved in any form of bribery. Although known as an anti-corruption law, it also encompasses other injurious acts contrary to the Brazilian or foreign public administration including bid rigging and obstruction of justice. The law provides for heavy penalties, both through administrative and judicial proceedings including determination of dissolution of a company, prohibition to undertakeagainst undertaking financing with public entities and prohibition to participateagainst participating in public biddings.

 

In addition, the law authorizes the public administrative authorities responsible for the investigation to enter into leniency agreements. The self-disclosure of violations and cooperation by legal entities may result in the reduction of fines and other sanctions as determined by the new federal regulation issued in March 2015. Also, on December 2015, the Brazilian government enacted Provisional Measure No. 703 (MP 703) amending the rules applicable to leniency agreements. MP 703 authorizes the federal, state, and local governments, severally or jointly with the Prosecutor’s Office or the General Attorney, to enter into leniency agreements. In addition, MP 703 provides more details as to the procedure to execute such agreements. The definitive conversion into law of MP 703 still needs to be approved by the Brazilian Congress and, subsequently, sanctioned by the President.

 

The new regulation also provides parameters for the application of the anti-corruption law including with respect to penalties and compliance programs. Please refer to to:


https://www.itau.com.br/_arquivosestaticos/RI/pdf/en/POLITICA_CORPORATIVA_DE_PREVENCAO_A_CORRUPCAO_ENGL.pdf from whichwhere you can electronically access further details about our Bribery PreventionAnti-corruption Corporate Policy. As

https://www.itau.com.br/_arquivosestaticos/RI/pdf/en/HF5_-_DOC_RI_2016_(ingles).pdf where you can electronically access further details about our Integrity and Ethics Corporate Policy and guidelines for situations of 2014, the workforce's target segment had attended corruption prevention modules as partconflicts of training programs.interests.

 

Compensation of Directorsdirectors and Officersofficers of Financial Institutionsfinancial institutions

According to rules set forth by the CMN, Brazilian financial Institutionsinstitutions are required to have a compensation policy. If variable compensation is to be paid to management, at least 50% of the total compensation should be paid in shares or share-based instruments and at least 40% of the total compensation should be deferred for future payment for at least three years. If the institution records a significant decrease in the realized recurring profit or a negative result during the deferral period, the deferred and unpaid portions of the compensation should be reversed proportionally to the decrease in result, in order to minimize the loss incurred by the financial institutions and their stockholders.

 

Our compensation policy, applicable to directors and officers in Brazil (major(constituting the major part of the management population of the Itaú Unibanco Group), complies with CMN’s regulatory requirements. Our compensation principles and practices worldwide are compliantcomply with each local regulation and seek to increase alignment between the interests of our stockholders and our management.

 

For further information, see section Our Governance,governance, item Corporate Governance,governance, Directors’ and Senior Management’s Compensation.senior management’s compensation.

 

Antitrust Regulationregulation

The Brazilian Antitrust Law sets forthrequires that transactions resulting in economic concentration should be previously submitted for prior approval to CADE, the Brazilian antitrust regulator, provided that theyauthority, if the transactions meet the following criteria: (i) the economic group of any of the parties to a transaction recorded, in the fiscal year prior to that of the transaction, minimum gross revenues of R$750 million; and (ii) at least one of the other economic groups involved in the transaction recorded, for the same time period, minimum gross revenues of R$75 million. The closing of a transaction beforeprior to CADE’s approval subjects the parties to fines ranging from R$60,000 to R$60 million, the annulmentnullity of the relevant agreement and potential administrative proceedings.

Financial conglomerates shall submit In addition to submitting such transactions in various industries to CADE’s approval. Additionally,approval, financial institutions are required by Circular No. 3,590/2012 of the Central Bank

Our risk managementA-100

Annual Report2015

requires submission of (updated by Circular No. 3,800/2016) to submit to the Central Bank’s antitrust approval any concentration acts involving two or more financial institutions to the Central Bank’s approval in the following cases: (i) acquisition of corporate control, (ii) a merger, (iii) acquisition or (iv) transfer of the business to another financial institution, and (v) another(iv) other transactions that lead institutions to increasewhich result in increased market share in the market segments which operates.they operate.

 

With respect to the conflict of jurisdiction to review and approve concentration acts involving financial institutions, the matter remains undefined, and theundefined. The uncertainty aroundconcerning whether the CADE or the Central Bank should review and approve concentration acts involving financial institutions has resulted in financial institutions submitting for antitrust approval all concentration acts in the banking sector not only to the Central Bank but also to CADE.

 

Please refer to www.itau.com.br/_arquivosestaticos/RI/pdf/en/ANTITRUST_CORPORATE_POLICY_RI_2015.pdf for further details about our Antitrust Corporate Policy.

 

Treatment of Past Due Debtspast due debts

Brazilian financial institutions are required to classify their credit transactions (including leasing transactions and other transactions characterized as credit advances) at different levels and recognize provisions according to the level attributed to each such transaction. The classification is based on the financial condition of the clients the terms and conditions of the transaction and the period of time during which the transaction is past due, if any. For purposes of Central Bank requirements, transactions are classified as level AA, A, B, C, D, E, F, G or H, with AA being the highest classification. Credit classifications must be reviewed on a monthly basis and, apart from additional provisions required by the Central Bank which are deemed necessary by the management of financial institutions, each level has a specific allowance percentage that is applied to it and which we use to calculate our allowance for loan losses, as specified in more detail in the table below:following table:

 

Classification(1) AA A B C D E F G H
Allowance (%) 0 0.5 1 3 10 30 50 70 100
Past due (in days) - - 15 to 30 31 to 60 61 to 90 91 to 120 121 to 150 151 to 180 Over 180
(1)Our credit classification also takes into account the client´s credit profile, which may negatively impact the past due classification.
Classification (1) AA  A  B  C  D  E  F  G  H 
Allowance (%)  0   0.5   1   3   10   30   50   70   100 
Past due (in days)  -   -   15 to 30   31 to 60   61 to 90   91 to 120   121 to 150   151 to 180   Over 180 

(1)   Our credit classification also takes into account the client´s credit profile, which may negatively impact the past due classification.

 

Under IFRS, the allowance for loan losses is based on our internally developed incurred loss models, which calculate the allowance for loan losses by multiplying the probability of default by the clients or counterparty (PD) by the potential for recovery on defaulted credits (LGD) for each transaction, as described in Note 2.4(g) VIII2.4(d) X to our consolidatedcomplete financial statements under IFRS. The risk levels are categorized as “lower risk”, “satisfactory”, “higher risk”, and “impaired” based on the probability of default, following an internal scaling, as set out in Note 36 to our consolidatedcomplete financial statements under IFRS.


Bank insolvency

The insolvency of financial institutions is handled pursuant to applicable laws and regulations by the Central Bank, which initiates and monitors all applicable administrative proceedings. There are three types of special regimes that may be imposed to either private-sector financial institutions (private or public, but not federal)state-owned (other than federal government-owned) financial institutions or similar institutions: (i) temporary special administration regime (RAET), (ii) intervention, and (iii) extrajudicial liquidation. Financial institutions may also be subject to the bankruptcy regime.

 

In the course of the special regimes described below, the steering committee, the intervenor, and the liquidator may, when authorized by the Central Bank: (i) dispose of assets and rights of the financial institution to third parties and (ii) proceed with corporate restructuring processes in the financial institution or its subsidiaries, among other possible measures of similar effect.

 

RAET

The

RAET is a less severe special regime which allows financial institutions to continue to operate. Its main effect is that directors lose theirthe whole management loses its offices and areis replaced by a steering committee appointed by the Central Bank with broad management powers. Its duration is limited and its main objective is the adoption of measures aimed at the resumption of the financial institution’s regular activities. If resumption is not possible, this regime may be turned into an extrajudicial liquidation.

 

Intervention

Under this regime, the Central Bank appoints an intervenor that takes charge of the financial institution'sinstitution’s management, suspending its regular activities and dismissing the financial institution’s management. In general, the intervention is aimed at preventing the continuation of certain irregularities and the aggravation of the financial situation of the financial institution, which can put assets at risk and harm the financial institution’s creditors. The intervention is also time-limited and may be followed by the resumption of the financial institution’s regular activities or the declaration of extrajudicial liquidation or bankruptcy.

 

The intervention suspends all actions related to payment obligations of the financial institution, prevents the early settlement or maturity of its obligations and freezes pre-existing deposits.

 

Extrajudicial Liquidationliquidation

Extrajudicial liquidation generally corresponds to the process of dissolution of the company in cases of unrecoverable insolvency or severe violations of the rules that regulate a financial institution’s

Our risk managementA-101

Annual Report2015

activities. The extrajudicial liquidation aims at promoting the liquidation of the existing assets for the payment of creditors, with the return of any amounts left to stockholders. Controlling stockholders may be held responsible for remaining liabilities.

 

The extrajudicial liquidation (i) suspends actions and executions related to the financial institution, (ii) accelerates the maturity of the financial institution’s obligations; and (iii) interrupts the statute of limitations of the financial institution'sinstitution’s obligations. In addition, the debt of the estate under liquidation will no longer accrue interest until all obligations to third parties are settled.

 

Deposit Insuranceinsurance

In the event of intervention, extrajudicial liquidation or liquidation of a financial institution in a bankruptcy proceeding, the Credit Insurance Fund, or FGC, a deposit insurance system, guarantees the maximum amount of R$250,000 for certain deposits and credit instruments held by an individual, a company or another legal entity with a financial institution (or financial institutions of the same economic group). The resources of the FGC come primarily from mandatory contributions from all Brazilian financial institutions that receive deposits from clients, currently at a monthly rate of 0.0125% of the amount of the balances of accounts corresponding to the financial instruments that are the subject matter of the ordinary guarantee, even if the related credits are not fully covered by FGC, and certain special contributions. Deposits and funds raised abroad are not guaranteed by the FGC. As from February 2016, credits of financial institutions and other institutions authorized to operate by the Brazilian Central Bank, complementary welfare entities, insurance companies, capitalization companies, investment clubs and investment funds, as well as those representing any interest in or financial instrument held by such entities, are not protected by the ordinary guarantee of FGC.

 

Payment of Creditorscreditors in Liquidationliquidation

In the event of extrajudicial liquidation of a financial institution or liquidation of a financial institution in a bankruptcy proceeding, the salaries of employees and the related labor claims up to a certain amount, secured credits and tax charges have priority in any claims against the entity in liquidation. The payment of unsecured credits, including deposits from regular retail clients that are not guaranteed by the FGC, is subject to the prior payment of preferred credits. Additionally, upon the payment of the deposits guaranteed by the FGC, the FGC becomes an unsecured creditor of the estate in liquidation.


Insurance Regulationregulation

With governmental approval, insurance companies in Brazil may offer all types of insurance, except for workers’ compensation insurance, directly to clients or through qualified brokers.

 

Insurance companies must set aside reserves to be invested in specific types of securities. As a result, insurance companies are among the main investors in the Brazilian securities market and subject to CMN regulations regarding the investment of technical reserves.

 

In the event an insurance company is declared bankrupt, the insurance company will be subject to a special procedure administered by SUSEP or by ANS. If an insurance company is declared bankrupt and (i) its assets are not sufficient to guarantee at least half of the unsecured credits or (ii) procedures relating to acts that may be considered bankruptcy-related crimes are in place, the insurance company will be subject to ordinary bankruptcy procedures.

 

There is currently no restriction on foreign investments in insurance companies in Brazil.

 

Brazilian legislation establishes that insurance companies must buy reinsurance to the extent their liabilities exceed their technical limits under the rules of the regulatory body (CNSP and SUSEP), and reinsurance contracts may be entered into through a direct negotiation between the insurance and reinsurance companies or through a reinsurance broker authorized to operate in Brazil.

 

Insurance companies, until December 31, 2016, when transferring their risks in reinsurance, must transfer 40.0% of each facultative or automatic contract to local reinsurers (companies domiciled in Brazil).

From January 1, 2017, this percentage reduces to 30%, and will reduce annually until it reaches 15% inon January 1, 2020.

In addition, until December 31, 2016, risk assignment between insurers and reinsurers belonging to the same economic group is limited to 20.0% of the premiums pertaining to each facultative or automatic contract. From January 1, 2017, this percentage has increased to 30%, and annually will increase until it reaches 75% on January 1, 2020.

 

Anti-Money Laundering RegulationAnti-money laundering regulation

The Brazilian anti-money laundering law establishes the basic framework to prevent and punish money laundering as a crime. It prohibits the concealment or dissimulation of origin, location, availability, handling or ownership of assets, rights or financial resources directly or indirectly originated from crimes, subjecting the agents of these illegal practices to imprisonment, temporary disqualification from managing enterprises up to ten10 years and monetary fines.

 

The Brazilian anti-money laundering law also created the Financial Activities Control Council, or COAF, which is the Brazilian financial intelligence unit that operates under the jurisdiction of the Ministry of Finance. COAF performs a key role in the Brazilian anti-money laundering and counter-terrorism financing system, and its legal responsibility is to coordinate the mechanisms for international cooperation and information exchange.

Our risk managementA-102

Annual Report2015

 

In compliance with the Brazilian anti-money laundering law and related regulations enacted by the Central Bank, including the rules applicable to procedures that must be adopted by financial institutions to prevent and combat money laundering and terrorism financing, as well as in response to the recommendation of the Financial Action Task Force – FATF and United Nations Security Council, financial institutions in Brazil must establish internal control and procedures aiming at:

 

identifying and knowing their clients, which includes determining if they are PEPs, and also identifying the ultimate beneficial owners (UBO) of the transactions. These records should be kept up-to-date;

checking the compatibility between the movement of funds of a client and such client'sclient’s economic and financial capacity;

checking the origin of funds;

carrying out a prior analysis of new products and services, under the perspective of money laundering prevention;

keeping records of all transactions carried out or financial services provided on behalf of a certain client or for that client;

reporting to COAF, within one business day, any transaction deemed to be suspicious by the financial institution, as well as all transactions in cash equivalent to or higher than R$100,000, without informing the involved person or any third party;

applying special attention to (i) unusual transactions or proposed transactions with no apparent economic or legal bases; (ii) transactions involving PEPs, (iii) indication of evading client identification and transaction registering procedures; (iv) client and transactions for which the UBO cannot be identified; (v) transactions originated from or destined to countries that do not fully comply with the recommendations of the Financial Action Task Force (FATF); and (vi) situations in which it is not possible to keep the clients’ identification records duly updated;

determining criteria for hiring personnel and offering anti-money laundering training for employees;

establishing procedures to be complied with by all branches and subsidiaries of a Brazilian financial institutions located abroad with respect to anti-money laundering;

establishing that, any institutions authorized to operate in the Brazilian foreign exchange market with financial institutions located abroad must verify whether the foreign financial institution is physically located in the jurisdiction where it was organized and licensed, and that it is subject to effective supervision;

monitoring transactions and situations which could be considered suspicious for anti-money laundering purposes;

reporting to COAF the occurrence of suspicious transactions, as required under applicable regulations, and also, at least once a year, whether or not suspicious transactions are verified, in order to certify the non-occurrence of transactions subject to reporting to COAF (negative report);

requiring clients to inform the financial institution, at least one business day in advance, of their intention to withdraw amounts equal to or exceeding R$100,000;

ensuring that policies, procedures and internal controls are commensurate with the size and volume of transactions; and

unavailability of goods, values and rights of possession or ownership and all other rights, real or personal, owned, directly or indirectly, of natural or legal persons subject to sanctions by the Council resolutions of the United Nations Security United.Council.

 

Non-compliance with any of the obligations above subjects the financial institution and its officers to penalties ranging from: (i) formal notice, (ii) fines (from 1.0% to 200.0% of the amount of the transaction, 200.0% of the profit generated thereby, or a fine of up to R$20,000,000), (iii) rendering executive officers ineligible for holding any management position in financial institutions, to (iv) the cancellation of the financial institution’s license to operate.

 

In August 2013, the Brazilian Association of Banks (Federação Brasileira deBancos, or FEBRABAN) enacted an anti-money laundering and terrorismfinancingterrorism financing self-regulation. The purpose of the document is to improve the contribution of the Brazilian financial system to the prevention of money laundering and make consistent the practices adopted by all banks, encouraging them to reinforce their preventive procedures.

 

Politically Exposed Personsexposed persons (PEPs)

 

PEPs are public agents who hold or have held a relevant public position, as well as their representatives, family members or other close associates, over the past five years, in Brazil or other countries, territories and foreign jurisdictions. It also includes their legal entities. Financial institutions must develop and implement internal procedures to identify PEPs and obtain special approval from a more senior staff member, such as an officer, than otherwise would be required to approve relationships prior to establishing any relationship with those individuals. They should also adopt reinforced and continuous surveillance actions regarding transactions with PEPs and report all suspicious transactions to COAF.

 

Portability of Credit Transactionscredit transactions

 

The portability of credit transactions is regulated by the Central Bank since 2013. ItPortability consists of the transfer of a credit transaction from the original creditor to another institution, at the request of the debtor, maintaining the same outstanding balance and payment conditions. The regulation establishes standard procedures and deadlines for the exchange of information and the mandatory use of an electronic system authorized by the Central Bank for the transfer of funds between financial institutions, prohibiting the use of any alternative procedure to produce the same effects of the portability, including so-called "debt purchases"“debt purchases”.

Our risk managementA-103

Annual Report2015

 

Rules Governinggoverning the Chargecharge of Feesfees on Bankingbanking and Credit Card Operationscredit card operations

Banking fees and credit card operations are extensively regulated by the CMN and the Central Bank. According to Brazilian legislation, we must classify the services we provide to individuals under pre-determined categories and are subject to limitations on the collection of fees for such services.

 

Brazilian financial institutions are generally not authorized to charge fees from individuals for providing services classified as “essential” with respect to checking and saving accounts, such as supplying debit cards, check books, withdrawals, statements and transfers, among others.

 

Brazilian legislation also authorizes financial institutions to charge fees related to “priority services”, a standard set of services defined by Central Bank regulation. Financial institutions must offer to their individual clients “standard packages” of priority services. Clients may also choose between these or other packages offered by the financial institution, or to use and pay for services individually instead of selecting a package.

 

Current rules also authorize financial institutions to charge fees for specific services called “additional services” (serviç(serviçosdiferenciados) diferenciados), provided that the accountholderaccount holder or user is informed of the use and payment conditions relating to such services, or that fees and collection methods are defined in the contract.

 

The CMN also establishes rules applicable to credit cards, determining the events that allow for the collection of fees by issuers, as well as the information that must be disclosed in credit card statements and in the credit card agreement. There is also a list of priority services. The rules define two types of credit cards: (i) basic credit cards, with simpler services, without rewards programs and (ii) “special credit cards”, with benefits and reward programs. A minimum of 15% of the total outstanding credit card balance must be paid monthly by credit card holders.

 

A minimum 30-day prior notice to the public must precede the creation or increase of a fee, whereas fees related to priority services may only be increased 180 days after the date of a previous increase (while the reduction of a fee can take place at any time). With respect to credit cards, a 45-day prior notice to the public is required for any increase or creation of fees, and


such fees may only be increased 365 days after a previous increase. The period of 365 days is also subject to changes in the rules applicable to benefit or reward programs.

 

Payroll DeductionAt the end of Credit Card

In 2015,2016 and the beginning of 2017, two major changes occurred in the Brazilian government increasedpayment market. In December 2016 a provisional measure was published authorizing the total payroll deduction limit from 30%surcharge by payment instrument as a way to 35% of an individual’s monthly income and authorized the use of payroll deductionstimulate retail sales, allowing retailers to pay credit card bills. 5% of such limit is required to be used exclusively forcharge different prices depending on the payment ofmethod. In January 2017 the Central Bank published a new resolution establishing that debits made with credit card bills. This measure results fromcards cannot have a revolving credit feature for more than one payment period. Financial institutions may offer to those clients an installment credit with lower interest rates than the conversion of Provisional Measure No. 681 into Law No. 13,172 of October 21, 2015.revolving credit line.

 

Leasing regulation

Although leasing transactions are not classified as credit transactions under Brazilian legislation, the Central Bank of Brazil regulates and oversees leasing transactions. The parties involved in a leasing transaction are the “lessor” (the bank) and “lessee” (our client). The leased asset, owned by the lessor, is delivered to be used by the lessee until the end of the contract, when the lessee may opt to either acquire or return it to the lessor or renew the contract for a new period.

 

Brazilian legislation establishes a specific methodology to account for the profits or losses in leasing transactions and all information that should be included in a lease agreement. The guaranteed residual amount paid by a lessee should correspond to a minimum return required for the transaction to be viable for the lessor, whether the purchase option is exercised or not. The laws and regulations applicable to financial institutions, such as those related to reporting requirements, capital adequacy and leverage, assets composition limits and allowance for losses, are also generally applicable to leasing companies.

 

Correspondent agents

 

We may engage other entities to provide certain services to our clients, including customer service. These entities are generally called correspondents, and our relationship with correspondents is regulated by the Central Bank. Among other requirements, the Central Bank establishes that employees of all correspondent agents must hold a technical certification authorizing them to serve customers involved in credit and leasing operations.

 

Banking secrecy

 

Brazilian financial institutions must maintain the secrecy of banking transactions and services provided to their clients. The only circumstances in which information about clients, services or transactions by Brazilian financial institutions or credit card companies may be disclosed to third parties are the following:

 

the disclosure of information with the express consent of the interested parties;

the exchange of information between financial institutions for record purposes;

the disclosure of information to credit reference agencies based on data from the records of subscribers of checks drawn on accounts without sufficient funds and defaulting debtors;

the disclosure of information to the competent authorities relating to the actual or suspected occurrence of criminal acts or administrative wrongdoings, including the disclosure of information on transactions involving funds related to any unlawful activities;

 

Our risk managementA-104

the disclosure of some information established by law to tax authority; and

 

Annual Report2015

involving funds related to any unlawful activities; and
the disclosure of information in compliance with a judicial order.

 

Except as permitted under the Brazilian legislation or by judicial order, a breach of bank secrecy is a criminal offense.

 

Digitalization of documents and record keeping

On March 31, 2016, CMN enacted a new resolution regulating the digitalization of documents with respect to transactions carried out by financial institutions and other institutions authorized to operate by the Central Bank. The regulation authorizes those institutions to maintain digital documents, instead of paper documents, for recordkeeping purposes, if certain requirements to ensure the documents authenticity, validity and protection are met. It also permits the disposal of original paper documents provided that this measure will not prejudice the institution’s ability to exercise any rights or to commence any proceeding or exercise any protective remedy related to the relevant document.

Ombudsman

In 2015, the CMN and the Central Bank updated the regulatory framework relatedregulation about the Ombudsman’s Office for Financial Institutions subject to supervision. The Ombudsman’s Office has been mandatory since 2007 and is the ombudsman (ouvidoria) structuremain channel of customer assistance and mediation of conflicts monitored by the Central Bank.

In this update, the main duties of the entities subjectOmbudsman’s Office were reinforced, to Central Bank supervision. The new rules revoke the current applicable framework and give financial institutions until June 30, 2016 to adapt to the new provisions.

The new framework aims at establishing a more effective and transparent ombudsman that is able to provide better assistance to the relevant financial institution’s customers. The ombudsman will have the following responsibilities:

provide assistance as final recourse to answer clients’ demands, after such demands have been analyzed by other client service channels (including banking correspondents and the Customer Service Attendance channel – SAC);
actcontinue acting as a communication channel betweenlast resource within the institutions and the clients, including for dispute mediation; and
inform the management of the ombudsman activities.

The new framework also sets forth a requirementcompany to record telephone conversationsresolve clients’ demands between clients and the ombudsman services.institution, and to attend to complaints not resolved in our primary channels.


Every six months, the Ombudsman has to prepare a report about the most critical complaints, root cause analysis and action plans to improve customer experience. This report is submitted to upper management and audit committee, as well as to Central Bank.

 

The officer in chargerevised standard reduced SLAs from 15 to a maximum of the ombudsman office must prepare a report every six months, which must be provided10 days from client’s complaints. It also demanded more transparency and highlight to contact information, telephone number for access to the managementOmbudsman’s Office on the internet and auditing bodies, as well as be availablethe need to publish a public report on the Central Bank for at least five years.Ombudsman’s work.

Itaú Unibanco has been in compliance since the mandatory date of June 30, 2016.

 

Regulation of the Brazilian Securities Marketbrazilian securities market

According to the Brazilian Corporate Law, a company is considered publiclypublicly-traded or closely-held depending on whether the securities issued by it are accepted for trading in the securities market or not. All publicly-held companies, such as ourselves,our company, are registered with the CVM and are subject to information disclosure and reporting requirements.

 

Disclosure Requirementsrequirements

Under CVM rules, publicly tradedpublicly-traded companies are subject to disclosure requirements and rules governing the use of material information. Any decision that may reasonably influence the price of the securities issued by a publicly-held company or the decision of investors to buy, sell, or hold these securities, is considered material.

 

The CVM improved the quality of the information that must be presented in periodic filings by securities issuers by requiring such issuers to fileregister a “Reference Form” with the CVM.in its files. This form was modeled after IOSCO’s shelf registration system in gathering all of the issuer’s information in a single document.

 

Asset Management Regulationmanagement regulation

The Brazilian asset management regulation requires asset managers to obtaina previous registration with the CVM to perform the services of portfolio management and fund administration.

 

Itaú Unibanco Group provides several services in the capital markets and, in particular, performs activities related to fund administration and portfolio management under CVM registration according toand in accordance with CVM regulation.

 

By providing these services, our entities engaged in the asset management business can be held civilcivilly and administratively liable for losses arising from either intentional acts or negligence in conducting ourtheir activities.

 

The CVM has regulatory powers to oversee these activities, including powers to impose fines and other sanctions on registered asset managers.

 

Funds of foreign investors

In March 2015, a new regulatory framework issued by the CMN and the CVM became effective regarding (i) foreign investment in the Brazilian financial and capital markets and (ii) depositary receipts.

 

The most significant changes in the rules applicable to foreign investment in the Brazilian financial and capital markets introduced by the new regulation are: (i) a requirement that only financial institutions authorized to operate in Brazil may act as legal representatives of non-resident investors in Brazil for purposes of any investments made within the purview of such rule; (ii) clarification of requirements regarding simultaneous foreign exchange transactions (without the effective transfer of money) related to foreign investments; and (iii) clarification about the types of investments that can be made through a foreign investor account (conta de domiciliado no exterior) maintained at a bank in Brazil.

 

The new regulation also amended the rules applicable to depositary receipts, by allowing the issuance of depositary receipts based on (i) any security issued by Brazilian companies registered with the CVM (companhias abertas), in contrast to the previous rules which limited the issuance of depository receipts to equity securities, and (ii) credit instruments issued by financial institutions and other types of institutions registered with the CVM and authorized by the Central Bank, and eligible to be included in the financial institution’s regulatory capital (Patrimônio de Referência).

 

Some of the changes implemented by the CVM rules on registry, operations and disclosure of information related to foreign investment in the Brazilian financial and capital markets were made to detail the

Our risk managementA-105

Annual Report2015

activities of legal representatives, to enlarge the scope of non-resident investor´s private transactions and to determine the exceptions of transfer between non-resident investors prohibited by the CMN.

 

Internet and E-Commerce Regulatione-commerce regulation

On April, 2014, a new law (Federal Law No. 12,965/2014) establishing the regulatory framework for Internet services was enacted in Brazil. This law sets forth principles and rules to be observed by internet providers and users, including the protection of privacy and personal data and the preservation and safeguard of net neutrality. Also, certain

Certain aspects of electronic commerce are regulated, including the validity of electronic documents in Brazil and electronic commerce transactions from the consumer protection standpoint. Current regulation on electronic commerce is intended to: (i) clearly identify the supplier and the product sold on the Internet;internet; (ii) provide an electronic service channel to clients; and (iii) guarantee cancellation and return of Internetinternet orders.

In addition, computer hacking offenses were criminalized in Brazil in 2012.


In light of the increased use of electronic channels in the Brazilian banking industry, the CMN has enacted a number of resolutions over the past few years in order to provide or establish:

 

that Brazilian residents may open deposit bank accounts by electronic means, which includes the Internet,internet, ATMs, telephone and other communication channels, provided that transfers of amounts from such accounts are allowed only between accounts of the same account holder or in the event of liquidation of investment products and funds of an account, of the same account holders who own the investment products or funds;

the requirements related to the verification of a client’s identity;

that all financial institutions that offer products and services through electronic means must guarantee the security, secrecy and reliability of all electronic transactions and disclose, in clear and precise terms, the risks and responsibilities involving the product or service acquired through these channels; and

the opening of deposit bank and savings accounts that can be used exclusively through electronic means.

 

On April 10, 25, 2016, CMN enacted a regulation on the opening and closing of banking accounts by electronic means, without the restrictions described above. Banks must adopt procedures and controls to confirm and guarantee the client’s identity and the authenticity of the information required to open an account. The regulation permits the use of digital signatures and the collection of signatures through electronic devices. The procedures and technologies used in the opening and closing of electronically deposit accounts must observe:

I - integrity, authenticity and confidentiality of the information and electronic documents used;

II - protection against access, use, modification, reproduction and unauthorized destruction of information and electronic documents;

III - backup production of information and electronic documents; and

IV - tracking and auditing procedures and technologies used in the process.

Under the new regulation, customers must be afforded the option of closing banking accounts electronically.

Federal Law No. 12,965/2014 and Federal No. Decree 8,771/2016 establish the regulatory framework for internet services in Brazil and set forth principles and rules to be observed by internet providers and users, including the protection of privacy and personal data and the preservation and safeguard of net neutrality.

FEBRABAN, the Brazilian Federation of Banks, has issued a regulation on hiringextending credit through remote channels (such as ATM’s,ATMs, call centercenters and Internet Banking)internet banking), setting forth minimum guidelines and procedures to ensure reliability, quality, transparency and efficiency.

 

Regulation on Paymentpayment Agents and Payment Arrangementspayment arrangements

A Brazilian law enacted in October 2013 establishedestablishes the legal framework for “payment arrangements” (i.e., the set of rules governing a payment scheme, such as a credit or debit card transaction), and “payment agents” (i.e., any agent that issues a payment instrument or acquirersacquires a merchant for payment acceptance), which became part of the Brazilian Payments System and subject to oversight by the Central Bank. Payment agents, in spite of being regulated by the Central Bank, are not deemed to be financial institutions and are prohibited from engaging in activities that are exclusive of financial institutions.

 

In November 2013, the CMN and the Central Bank published a set of rules referring toin November 2013 regulating payment arrangements and payment agents, which became effective in May 2014.agents. This regulation establishes:establishes, among other matters: (i) consumer protection and anti-money laundering compliance and loss prevention rules that should be followed by all entities supervised by the Central Bank when acting as payment agents and payment arrangers; (ii) the procedures for the incorporation, organization, authorization and operation of payment agents, as well for the transfer of control, subject to the Central Bank’s prior approval; (iii) capital requirements; (iv) definition of arrangements excluded from the Brazilian Payments System; (v) payment accounts, which are divided into prepaid and post-paid accounts; and (vi) a liquidity requirement for prepaid accounts that demands the allocation of their balance to a special account at the Central Bank or to be invested in government bonds, starting at 20% in 2014 and raising gradually up to the totality of the total account balance in 2019; among other matters.2019.

 

In October 2015, a new regulation was published by the Central Bank complementing the previous ones and bringing new rules and concepts, among them:regulating limitations on closed payment arrangements, the concept of domicile institution, obligation of centralized clearing and settlement for the payment arrangements, and transparency of the interoperability rules intra-arrangementwithin an arrangement and between arrangements.

 

Provision of financial services through electronic channels

On April 25, 2016, CMN enacted a new regulation, altering the exceptions to the general rule that obligates financial institutions to provide client access to traditional banking services channels, establishing that it is not required for collection and receipt services based on agreements that demand exclusively electronic channels.


Credit Performance Informationperformance information

Brazilian law establishes rules for the organization and consultation of databases compiling positive credit history information of individuals and legal entities. The Central Bank regulates the provision of positive credit history information by financial institutions to such databases and the sharing of such information, such provision and sharing being subject to the express request or authorization of the client.

 

Consumer Protection Code

The Brazilian Consumer Protection Code or CDC,(CDC) sets forth consumer defense and protection rules applicable to clients’consumers’ relationships with suppliers of products or services. Brazilian higher courts understand that the CDC is also applicable to financial institutions.

 

The basic consumer rights dealing with financial institutions are as follows:

 

reverse burden of proof in court;

financial institutions must ensure that proper and clear information is provided with respect to the different products and services offered, with accurate specifications for quantity, characteristics, composition, quality, and price, as well as on any risks such products pose;

 

Our risk managementA-106

Annual Report2015

is provided with respect to the different products and services offered, with accurate specifications for quantity, characteristics, composition, quality, and price, as well as on any risks such products pose;
financial institutions are prohibited from releasing misleading or abusive publicity or information about their contracts or services, as well as promoting overbearing or disloyal commercial practices;

financial institutions are liable for any damages caused to their clientsconsumers by misrepresentations in their publicity or information provided;

interest charged in connection with personal credit and consumer directed credit transactions must be proportionally reduced in case of early payment of debts;

collection of credits cannot expose the client to embarrassment or be performed in a threatening manner; and

amounts charged improperly may in limited circumstances have to be returned in an amount equal to twice what was paid in excess of due amounts. Such rule does not apply to cases of justifiable mistake, such as systemic failure or operational error.

 

Moreover, the Brazilian Congress is considering enacting new legislation that, if signed into law as currently drafted,proposed, could have an adverse effect on us. For example, a proposed law to amend the Brazilian consumer protection code would allow courts to modify terms and conditions of credit agreements in certain circumstances, imposing certain difficulties forspecified restrictions on the collection of amounts from final consumers. In addition, local or state legislatures may, from time to time, consider bills intending to impose security measures and standards for customer services, such as limits in queues and accessibility requirements, that, if signed into law, could affect our operations. More recently, certain bills have passed (and others werehave been proposed) in certain Brazilian states or municipalities that impose, or aim to impose, restrictions on the ability of creditors to include the information about insolvent debtors in the records of credit protection bureaus, which could also adversely affect our ability to collect credit outstanding.

 

Regulation of Independent Auditorsindependent auditors

In accordance with CMN regulation establishing the rules that govern external audit services provided to financial institutions, the financial statements and financial information of financial institutions must be audited by independent auditors who are (i) duly registered with the CVM; (ii) qualified as specialists in audit of banks by the CFC and the IBRACON; and (iii) meet the requirements that ensure auditor independence.

 

After issuing audit reports for five consecutive fiscal years, the responsible audit partner and audit team members with management responsibilities must rotate-off and cannot be part of the audit team of such institution for three consecutive fiscal years.

 

CMN regulation also prohibits the engagement and maintenance of independent auditors by financial institutions in the event that: (i) any of the circumstances of impediment or incompatibility for the provision of audit services provided for in the rules and regulations of the CVM, CFC or IBRACON arise; (ii) ownership of shares of or entering into financial transactions (either asset or liability) with the audited financial institution by the audit firm or members of the audit team involved in the audit work of the financial institution; and (iii) fees payable by the institution represent 25% or more of the total annual fees of the audit firm. Additionally, the audited financial institution is prohibited from hiring partners and members of the audit team with managerial responsibilities who were involved in the audit work at the financial institution during the preceding 12 months.

 

In addition to the audit report, the independent auditor must prepare the following reports, as required by CMN regulation.

 

Anan assessment of the internal controls and risk management procedures of the financial institution, including its electronic data processing system;

Aa description of non-compliance with legal and regulatory provisions that have, or may have, a significant impact on the audited financial statements or operations of the audited financial institution; and

Othersothers reports required by Central Bank.


These reports, as well as working papers, correspondence, service agreements and other documents related to the audit work must retained and made available to the Central Bank for at least five years.

 

Under Brazilian law, our financial statements must be prepared in accordance with the accounting practices adopted in Brazil applicable to institutions authorized to operate by the Central Bank. We also prepare financial statements in accordance with the International Financial Reporting Standards (IFRS). as issued by IASB. Please refer to Context, item Context of this Report,report, About our financial information for further details. Financial institutions must have their financial statements audited every six months. Quarterly financial statements filed with the CVM must be reviewed by independent auditors of the financial institutions. CVM rules require publicly-held companies, including financial institutions, to disclose information related to non-audit services provided by independent auditors when they represent more than 5% of the fees for audit services. Such information should include the type of service, the amount paid and the percentage that they represent of the fees for audit of financial statements. Please refer to Our Governance,governance, item Audit Committee, for further details about Feesfees and services of the main auditors.

Self regulators

We are signatories of self-regulation codes that establish principles, rules and recommendations of best corporate governance practices and determined activities, as applicable. The self-regulatory entities that we are subject to are: Brazilian Association of Publicly-Held Companies (ABRASCA), Brazilian Association of Credit Cards and Services Companies (ABECS), Brazilian Financial and Capital Markets Association (ANBIMA), Brazilian Federation of the Main Auditors.Banks (FEBRABAN), amongst others.

Our risk managementA-107

Annual Report2015

 

Taxation

We summarize below the main taxes levied on the transactions entered into by entities in the Itaú Unibanco Group in Brazil. This description does not represent a comprehensive analysis of all tax considerations applicable to the Itaú Unibanco Group. For a more in-depth analysis, we recommend that potential investors consult their own tax advisors. The main taxes we are subject to, with respective rates, are as follows:

 

Tax Rate Tax calculation basis
     
IRPJ (Corporate Income Tax) 15.0% plus a 10.0% surtax Net income with adjustments (exclusions, additions, and deductions)
     
CSLL (Social Contribution  on Net Income) 20.0% (financial institutions, insurance companies and capitalization entities) or 9.0% (other Itaú Unibanco Group companies) Net income with adjustments (exclusions, additions, and deductions)
     
COFINS (Social Security Financing Contribution) 4.0% (financial institutions, insurance companies and capitalization entities) or  7.6% (other Itaú Unibanco Group companies) Gross revenue minus specific deductions
     
PIS  (Contribution on Social Integration Program) 0.65% (financial institutions, insurance companies and capitalization entities) or 1.65% (other Itaú Unibanco Group companies) Gross revenue minus specific deductions
     
ISS (Service Tax) 2.0% to 5.0% Price of service rendered
     
IOF (Tax on Financial Transactions) Depends  on  the  type  of  the  transaction,  as described below. Transaction nominal value

 

Corporate Income Taxincome tax and Social Contributionsocial contribution on Net Incomenet income

In accordance with applicable legislation, corporate income tax (Imposto de Renda daPessoa Jurídica, or IRPJ), and social contributiononcontribution on profits (Contribuição Social Sobre o LucroLíquido, or CSLL) are determined by the taxableincometaxable income regime. Under this regime, our taxable income, on which IRPJ and CSLL will be levied, must be adjusted by additions, deductions, and exclusions, such as nondeductible expenses, operating costs and equity accounting, respectively.

 

The IRPJ is levied at a basic 15.0% rate, and a 10.0% surtax is applicable when the total amount of profit for the fiscal period exceeds R$20,000 per month or R$240,000 per year. In other words, any portion of our profit exceeding this limit is taxed at an effective 25.0% rate.


CSLL is currently levied on our taxable income at a 20.0% rate, which is specific for financial institutions, insurance and similar companies. Note that this tax is generally levied at a 9.0% for non-financial legal entities. Nonetheless, the Federal Government increased such a rate initially to 15.0%, and then to 20.0%. Despite such increase, some Brazilian financial institutions, including us, are disputing the constitutionality of this higher CSLL tax rate. The amounts in dispute are accounted for as a tax liability provision in our balance sheet. In regard to this matter, it is worth mentioning that on the same rule that increased CSLL from 15.0% to 20.0% (Law 13,169), the Federal Government also determined that, as from January 1, 2019, the CSLL rate will be reduced to 15.0%.

 

As other Brazilian legal entities, our companies may offset the historical nominal amount of tax losses determined in prior years against results of subsequent years at any time (i.e., with no limitations with respect to time periods), provided that such offsetting does not exceed 30.0% of the annual taxable income of such future year. For purposes of IRPJ and CSLL taxation, companies should consider their income abroad as well rather than income solely from Brazilian operations. Therefore, profits, capital gains and other income earned abroad by Itaú Unibanco Group entities in Brazil, their branches, representations, affiliates or subsidiaries, will also be computed for determination of the entities net income. However, Brazilian legislation provides for our deducting the amounts paid as corporate income tax abroad against the IRPJ due in Brazil and CSLL, provided certain limits are observed.

 

Income Taxtax for Individualsindividuals and Foreign Investorsforeign investors

On September 22, 2015, the President of Brazil enacted Provisional Measure No. 692, or MP 692, converted into Law No. 13,259 of March 16, 2016, which aimed at increasing the flat 15% rate of the income tax levied on capital gains derived by individuals, certain corporations and foreign investors (individuals and corporations) as a result of the disposal of assets and rights in general exceeding R$5 million, by adopting a system of progressive rates that may reach a 22.5% tax rate (for positive results exceeding R$30 million). Since capital gains arising from transactions executed through a securities exchange are subject to specific tax rules, which are not included under the scope of Law No. 13,259, it is possible to sustain the position that the provisions of this rule should not apply to such transactions. This rule applies since January 1, 2017. If the stockholder is a resident of or domiciled in a tax haven jurisdiction or a privileged tax regime, the capital gains are still subject to the withholding income tax at a 25% rate.

 

In order to become effective in 2016, MP 692 had to be mandatorily converted into law before the end of 2015. Since it did not occur prior to the end of 2015, such rule will not have any legal effect in 2016. If the conversion into law occurs in 2016, the effective date of MP 692 would be postponed to January 1, 2017. If MP 692 is not converted into law within 120 days from its date of enactment, which will occur on February 29, 2016, it will not produce any legal effects. During the process of converting MP 692 into law, the provisions thereof may still be subject to changes.

Our risk managementA-108

Annual Report2015

Interest on Stockholders’ Equity

On September 30, 2015, the Brazilian government enacted Provisional Measure No. 694, or MP 694, which amended the income tax regulations concerning distributions of interest on stockholders’ equity by Brazilian companies. Under MP 694, the calculation of interest on stockholders’ equity will be limited to the (i) daily variation of the long term interest rate (Taxa de Juros de Longo Prazo, or TJLP), multiplied by the value of certain equity accounts of the Brazilian company or (ii) an annual 5% flat rate, whichever is lower. Moreover, MP 694 increases from 15% to 18% the withholding income tax rate levied on interest on stockholders’ equity payments made by Brazilian companies to non- Brazilian residents not domiciled in tax-haven jurisdictions, as defined by the Brazilian tax authorities. Because MP 694 was not converted into law during the effective period for such conversion, these amendments to the income tax regulations are no longer effective.

If the stockholder is a resident of or domiciled in a tax haven jurisdiction, the payment of interest on capital is subject to withholding income tax at a rate of 25%.

Contribution on Social Integration Programsocial integration program and Social Security Financing Contributionsocial security financing contribution

In addition to IRPJ and CSLL, Brazilian legal entities are subject to the following taxes on revenue: contribution on social integration program (Contribuição Para o Programa daIntegração Social, or PIS) and social securityfinancingsecurity financing contribution (ContribuiçãoSocial Para oFinanciamento da Seguridade Social, or COFINS).

 

In accordance with applicable legislation, financial institutions are subject to the cumulative regime for calculation of these taxes. Under the cumulative regime, financial institutions are required to pay PIS at a 0.65% rate and COFINS at a 4.0% rate. The cumulative regime provides for rates lower than those levied under the non-cumulative regime, which is explained below, but it prevents the use of tax credits.

 

Some additional deductions are legally permitted to financial institutions, and therefore the calculation basis is similar to the profit margin. Some of our subsidiaries claim that the PIS and COFINS should be levied only on their revenue from the sale of products and services, rather than on the revenues from financial and other activities. The amounts in dispute are accounted for as tax contingencies in the balance sheets of these companies.

 

Most non-financial companies, on the other hand, are authorized to pay PIS and COFINS contributions according to the non-cumulative regime. Under the non-cumulative regime, PIS is levied at a 1.65% rate and COFINS is levied at a 7.6% rate. The calculation basis of these taxes is the gross revenue earned by the entity; however, the taxpayer may offset credits calculated through the application of the same rates on the value paid on the purchase of certain inputs used in the entity’s production process. Currently, under such non-cumulative regime, the financial income (exceptof non-financial companies is subject to PIS and COFINS at the rate of 0.65% and 4%, respectively, except for income from interest on capital) of non-financial companiescapital, wich is not subjectsubjected to PIS and COFINS.COFINS at the rate of 1.65% and 7.6%, respectively.

 

Please refer to section Performance, item Consolidated Financial Statements (IFRS), Note 37 – Supplementary Information and Note 32 – Provisions, contingencies and other commitments, IV – Program for Cash or Installment Payment of Federal Taxes, for information regarding Law No. 12,973/2014.Service tax

 

Service Tax

The tax on services (Imposto Sobre Serviços de Qualquer Natureza, or ISS) is generally levied on the price of services rendered (e.g., banking services) and is charged by the municipality where our branch or office rendering the service is located. The tax rates vary from 2.0% up to the maximum rate of 5.0%, depending on the municipality in which the service is provided and its respective nature.

 

A new tax law enacted on December 30, 2016 effected a number of changes with respect to the Brazilian tax on service ISS. Among a series of modifications to the ISS, the new law introduced a minimum tax rate of 2%. The original proposed legislation approved by the Brazilian Congress provided changes related to ISS assessment on new activities such as credit card and leasing operations but the President vetoed these changes. Following the legislative procedure, there is a possibility that the Brazilian Congress overturns the presidential veto.


Tax on Financial Transactionsfinancial transactions

The tax on financial transactions is levied at specific rates according to the transaction in question, and may be changed by a decree from the Executive Branchexecutive branch (which may become effective as of its publication date), rather than by a law enacted by the Brazilian Congress.

 

Our risk managementA-109

Annual Report2015

The following table below summarizes the main IOF rates levied on our transactions. Notwithstanding, we note that IOF is a very comprehensive tax. Therefore, for a more in-depth analysis, we recommend that tax advisors be consulted accordingly.

 

Typeof
transaction
 

Applicable Rates

(Rates may be changed by a decree enacted by the Brazilian government up to amaximum rate, as described below, which may become effective as of its publicationdate)

   
Foreign exchange transactions 

IOF/FX: zero to 6.38% (depending on the transaction)


Maximum rate: 25%

   
Insurance transactions 

IOF/Insurance: zero to 7.38%


Maximum rate: 25%

   
Loans and credit transactions 

IOF/Credit: 0.0082% (individual) or 0.0041% (legal entities) per day, until it reaches 365 days, plus a flat 0.38% rate


Maximum rate: 1.5% per day (plus 0.38%)

   
Securities 

IOF/Securities: zero to 1.5% as a general rule (possible to be higher)


Maximum rate: 1.5% per day

   
Securities – Derivatives 

IOF/Securities - Derivatives: zero


Maximum rate: 25%

 

U.S. Foreign Account Tax Compliance Act (FATCA)

FATCA attempts to minimize tax avoidance by U.S. persons investing in foreign assets both through their own accounts and through their investments in foreign entities. FATCA requires U.S. withholding agents such as Itaú to provide information to the U.S. Internal Revenue Service (IRS) regarding their U.S. account holders including substantial U.S. owners of certain non-financial foreign entitiesNon-Financial Foreign Entities (NFFEs) and specified U.S. persons having an interest in certain professionally managed investment vehicles and trusts known as owner-documented foreign financial institutions (FFIs).

 

To the extent a U.S. withholding agent is not able to properly document an account, it generally will be required to deduct 30% FATCA withholding on certain payments of U.S. source income. Gross proceeds from the sale of property that would yield U.S. source dividends or interest are subject to withholding beginning JanuraryJanuary 1, 2019.

 

U.S. tax law has detailed rules for determining the source of income. Different rules apply for each type of income. Interest and dividends, two of the most common types of income for investors, are generally sourced by reference to the residence of the obligor. Specifically, dividends are generally treated as U.S. source income when paid by a U.S. corporation with respect to its stock, and interest is generally treated as U.S. source income when paid by a U.S. borrower of money.

 

The United States collaborated with other governments to develop Intergovernmental Agreements (IGAs) to implement FATCA. IGAs with partner jurisdictions facilitate the effective and efficient implementation of FATCA. The purpose of these agreements is essentially to remove domestic legal impediments to compliance with FATCA and sharing of information and to reduce burdens on FFIs located in partner jurisdictions.

 

More than 70 jurisdictions have signed an IGA, including Brazil, the Cayman Islands, Switzerland and United Kingdom. In addition, approximately 30 other jurisdictions are deemed as having an IGA in effect. Some countries signed a reciprocal agreement, meaning that the country (such as Brazil) and the U.S.United States will automatically exchange annually, on a reciprocal basis, specific account holder information.

 

There are two types of IGAs – Model 1 IGA, where local FFIs are required to implement account opening and due diligence procedures to identify U.S. accounts and report them to the local tax authority for exchange with the IRS (examples of Model 1 IGA countries are Brazil, Cayman Islands, The Bahamas, Peru and Colombia), and Model 2 IGA, where local FFIs are required to implement account opening and due diligence procedures to identify U.S. accounts, but report such information directly to the IRS (examples of Model 2 IGA countries are Switzerland, Chile, Paraguay and Japan).

 

The governments of Brazil and the United States entered into a Model 1 IGA on September 23, 2014, which became effective in Brazil on August 24, 2015, after the approval by the Brazilian Congress, ratification by the President and enactment of Decree 8,506 (IGA-BR).

 

Under the IGA-BR, Brazilian financial institutions and other entities subject to FATCA disclosure requirements are generally required to provide certain information on their U.S. account holders to the Brazilian tax authorities, which will share this information with the U.S. Internal Revenue Service.


Furthermore, Normative Ruling No. 1,680, dated December 28, 2016, was enacted to introduce the so-called Common Reporting Standard (CRS) in Brazil, which seeks to implement a system of reporting financial accounts in a manner similar to FATCA. CRS is the result of discussions on the necessity of exchanging information between tax authorities of many countries in the context of the Base Erosion and Profit Shifting (BEPS) Project, coordinated by the Organization for Economic Co-operation and Development (OECD). In connection therewith, an ancillary obligation called “e-financeira” provided by Normative Ruling No. 1,571, dated July 2, 2016, will be the mandatory report filed by financial institutions in order to fulfill FATCA and CRS obligations.

Moreover, on May 6, 2016, Brazilian tax authorities issued Normative Ruling No. 1,634, effective as of January 1, 2017, that amended the regulation applicable to the National Registry of Legal Entities (CNPJ). This regulation introduced a new rule providing an ancillary obligation by which certain entities have to indicate the “Final Beneficiary” in each CNPJ, which is defined as the natural person who ultimately, directly or indirectly, owns, controls or significantly influences a particular entity or on whose behalf a transaction is conducted.

In addition, Normative Ruling No. 1,681 was enacted in December 28, 2016 providing the obligation to annually deliver the so-called Country-by-Country Statement, an ancillary obligation also arising from the discussions under the BEPS Project, before the Brazilian Federal Revenue Service (RFB), which in its turn is also expected to exchange such information with other countries’ tax authorities.

 

Pursuant to FATCA, the issuer, any other financial institution or other entities subject to FATCA disclosure requirements to or through which any payment with respect to the preferred shares or ADSs is made may be required, pursuant to the IGA-BR or under applicable law, to (i) request certain information from holders or beneficial owners of our preferred shares or ADSs, which information may be provided to the U.S. Internal Revenue Service; and (ii) withhold U.S. federal tax at a 30.0% rate on some portion or all of the payments considered “pass-thru payments” made after December 31, 2018, with respect to the preferred shares or ADSs if such information is not duly provided by such a holder or beneficial owner (referred to under FATCA as a “recalcitrant account holder”). If the issuer or any other person is required to withhold

Our risk managementA-110

Annual Report2015

amounts under or in connection with FATCA from any payments made in respect of the preferred shares or ADSs, holders and beneficial owners of the preferred shares or ADSs will not be entitled to receive any gross up or other additional amounts to compensate them for such withholding.

 

The above description is based on guidance issued to date by the U.S. Treasury Department, including the final U.S. Treasury regulations and IGA-BR. Future guidance may affect the application of FATCA to the preferred shares or ADSs.

 

Exchange controls

Individuals or legal entities domiciled outside Brazil may own our stock through ADSs negotiated in a U.S. Exchange or through direct investments in the Brazilian Market.

 

However, the right to convert dividend payments and proceeds from the sale of our shares in the Brazilian Market, into foreign currency and to remit such amounts abroad is subject to restrictions under foreign investment and foreign currency legislation. This legislation which generally requires, among other things, the documentary evidence that providesestablishes the validity and proves the economic legitimacy of the exchange operation and that the relevant investment behas registered with the Central Bank and the CVM, as applicable.

 

In case the investment in our stock is made through ADS, the ADS holders benefit from the electronic certificate of foreign capital registration obtained in Brazil by the custodian of preferred shares underlying the ADSs, which permits the depositary bank to convert dividends and other distributions with respect to the preferred shares underlying the ADSs into foreign currency and remit the proceeds abroad.

 

In case the investment in our stock is made directly in the Brazilian Market,market, such investment needs to be registered with the Central Bank either as (i) a foreign direct investment, the Electronic Declaratory Registration of Foreign Direct Investment (RDE-IED), or (ii) a portfolio investment, the Electronic Declaratory Registration of Portfolio (RDE – Portfolio).

 

The foreign direct investment (RDE-IED) enables non-resident investors to hold stock of companies, although it, limits the ability of the investor to negotiate such stocks in Brazil.the Brazilian capital markets. On the other hand, the portfolio investment (RDE – Portfolio) entitles certain foreign investors to invest not only in stocks, but also in almost allother financial assets and securities, and to engage in almost alla variety of transactions available in the Brazilian financial and capital markets, provided that certain requirements of the regulation are fulfilled.

 

Registration under RDE – Portfolio affords favorable tax treatment to non-resident investors who are not residents or domiciled in tax haven jurisdictions, as defined by Brazilian tax laws.

Our risk managementA-111


  

Annual Report2015

Financial performancePerformance

 

Message from the Chief FinancialFinance Officer

 

Dear reader,

 

At Itaú Unibanco, we are strongly committedwork to transparencymaintain a sustainable performance for the purpose of creating value to our many stakeholders. To this end, we seek a transparent and close relationship with capital market agents. Our wish and mission is to be close to our shareholders,clients, commercial partners, stockholders, investors and investment analysts, explaining them onagents from the capital markets, reporting, in a cleartimely manner, our results, risks and timely basis the decisions made by our management, the performance of the organization and the risks inherent in our business.strategies.

 

A number of initiatives make upIn order to become increasingly more accessible to the market, we invest in many communication initiatives. Some years ago, we combined our annual report, form 20-F, sustainability report and debt prospect in this communicationConsolidated Annual Report so as to centralize and transparency effort.homogenize the way we present the bank’s relevant information. In 2015, for example,2016, we held 2216 public meetings about our results, strategies and strategies, distributedprospects through cities of all regions of Brazil, by means of the APIMEC (Association of Capital Markets Analysts and Investment Professionals), and we participated in 30 conferences and 9 road shows, in Brazil and abroad. We frequently review our documents and financial statements, aiming at providing information that meet the market agents’ needs for assessment and understanding of our operation.

 

This report supplements these initiativesincludes the history of the bank, its strategies, main businesses, risks and shows our commitmentresults over six sections. I invite you all to constantly evolve in our disclosure practices. In 2013, we unified our annual report, 20-F form and debt prospects intoget to know a little bit more about the Annual Consolidated Report. Since then, we have searched for more objectivity and better alignment of that document with information required by other regulatory forms. In 2015, we were acknowledged in three categorieschanges in the IR Magazine Awards Brazil 2015, including the Best Annual Report.

In this document, we comment on the organization’s profile, including its history, strategies, main shareholders, business and presence in Brazil and abroad. We also describe our structure and corporate governance practices that comprise, among other information items, the resumes of our management.Executive Committee and its members in the Our Governance section. In the section abouton risk management, we detailyou can learn more about our Risk Culture, an important instrument to ensure that all our employees take conscious risks. Together with our policies, procedures and processes, our Risk Culture strengthens the structureindividual and practicescollective responsibility of control and mitigation inherentall employees in the banking activity. Inmanagement of the same chapter,risks inherent to the performed activities. Also in this section, we reassessed the description ofdescribe our risk factors, which represent the main events that could significantly impactaffect our business. Lastly, we

In the section on Performance, I invite you all to understand, in detail, the financial performance of ItauItaú Unibanco in 2015,2016, which is presented in accordance with the International Financial Reporting Standards (IFRS). In it you will find the result of the application of the strategy described throughout this report by means of our main figures.

 

Today, we are the largest private bank in Latin America and one of the world’s 20 largest financial institutions in market value. We are present in 19 countries with a staff of more than 90,000 employees who work for the satisfaction of our clients. We have new challenges ahead of us and they encourage us to continue seeking excellence in serving our stakeholders, making available different communication channelsto build an increasingly more sustainable, transparent and technological bank.

In November 2016, we announced a number of changes to the market, among which we point outbank’s Executive Committee, including my own appointment to the position of General Wholesale Officer. I wish Caio Ibrahim David, who takes over as CFO and CRO of Itaú Unibanco Holding, a great deal of success in his new journey.

Our team is always at the disposal of anyone interested in getting to know the bank better by means of the following communication channels: Investor Relations website: www.itau.com.br/ investor-relationswebsite (www.itau.com.br/relacoes-com-investidores) and our pages on Facebook (facebook.com/itauunibancori) and Twitter.Twitter (@itauunibanco_ri). We will be honored to receive yourappreciate any suggestions by email: investor.relations@itau-unibanco.com.br.received in the e-mail address: relacoes.investidores@itau-unibanco.com.br.

 

I wish you all a good reading.

Cordially,Best regards,

 

Eduardo Vassimon

CFO & CRO

in 2016

Financial performanceA-113


Annual Report2015

Financial Performanceperformance

 

Significant Accounting Policiesaccounting policies

 

General Informationinformation

 

The preparation of the consolidated financial statements included in this annual reportConsolidated Annual Report involves some assumptions that are based on our historical experience and other factors that we deem reasonable and material. Although we review these estimates and assumptions in the ordinary course of business, the presentation of our financial condition and results of operations often requires our management to make judgments regarding the effects on our financial condition and results of operations of matters that are uncertain by nature. The comments below describe those aspects that require significant judgment or involve a higher degree of complexity in the application of the accounting policies that currently affect our financial condition and results of operations.accounting. Actual results may differ from those estimated under different variables, assumptions or conditions.

 

Use of Estimatesestimates and Assumptionsassumptions

 

The preparation of complete financial statements in accordance with IFRS requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the consolidatedcomplete financial statements, as well as the reported amounts of revenue, expenses and gains and losses during the reporting period because the actual results may differ from those determined based on such estimates and assumptions.

 

All estimates and assumptions made by management are in accordance with IFRS and represent our best estimates made in conformity with applicable standards. Estimates and judgments are evaluated on an ongoing basis, based on past experience and other factors.

 

Please refer to section Performance, item Complete Financial Statements (IFRS), Note 2.3 – Critical Accounting Estimates and Judments, for further details.

Allowance for Loanloan and Lease Losseslease losses

 

The allowance for loan and lease losses represents our estimate of the probable losses inherent to our loan portfolio at the end of each reporting period. In order to determine the amount of the allowance for loan and lease losses, a portfolio is classified into two categories with respect to which specific methodologies are used to estimate losses. Loans and leases are analyzed on an individual or portfolio basis.

 

Loans and leases analyzed on an individual basis (corresponding to our corporate portfolio) are individually analyzed for impairment. For those considered to be impaired, we determine the amount of the allowance based on the expected cash flows of the company that will receive the loan. The loans that are not impaired are rated based on risk factors, and the inherent losses for each rating are estimated based on our historical experience, which involves judgments related to identifying risk factors and assigning a rating.
Loans analyzed on a portfolio basis (corresponding to the following portfolios: (i) Individuals, (ii) Very Small, Small and Medium Business and (iii) Foreign Units – Latin America) are further segregated into classes, when appropriate, based on their underlying risks and characteristics. The allowance for loan and lease losses is determined by portfolio based on historical experience, which also involves judgments and assumptions.
Loans and leases analyzed on an individual basis (corresponding to our corporate portfolio) are individually analyzed for impairment. For those considered to be impaired, we determine the amount of the allowance based on the expected cash flows that the company that will receive from the loan. The loans analyzed on an individual basis that are not impaired are rated based on risk factors, and the inherent losses for each rating are estimated based on our historical experience, which involves judgments related to identifying risk factors and assigning a rating.

Loans analyzed on a portfolio basis (corresponding to the following portfolios: (i) Individuals, (ii) Very Small, Small and Medium Business and (iii) Foreign Units – Latin America) are further segregated into classes, when appropriate, based on their underlying risks and characteristics. The allowance for loan and lease losses is determined by portfolio based on historical experience, which also involves judgments and assumptions.

 

Many factors affect the estimate of losses in each of the categories for which we estimate the allowance on a portfolio basis, such as the methodology used to measure historical delinquency and the historical period to be used. Additionally, factors affecting the specific amount of the allowances to be recorded are subjective and include economic and political conditions, credit quality trends and volume and growth observed in each portfolio. We present information on our allowance for loan and lease losses in the table below:following table:


Allowance for Loan and Leases Losses 12/31/2016  12/31/2015  12/31/2014  12/31/2013  12/31/2012 
  (In millions of R$, except percentages) 
Amount Recognized in the Balance Sheet at the beginning of period  26,844   22,392   22,235   25,713   23,873 
Write-offs  (24,251)  (20,065)  (18,675)  (21,769)  (22,142)
Individuals  (13,682)  (11,235)  (12,668)  (13,541)  (12,317)
Credit card  (4,905)  (4,055)  (3,784)  (3,513)  (4,073)
Personal loans  (6,745)  (5,221)  (5,150)  (6,247)  (4,895)
Payroll loans  (1,273)  (622)  (429)  (480)  (472)
Vehicles  (709)  (1,294)  (3,254)  (3,263)  (2,840)
Mortgage loans  (50)  (43)  (51)  (38)  (37)
Corporate  (4,985)  (4,321)  (672)  (478)  (556)
Small and Medium Businesses  (4,267)  (3,981)  (4,992)  (7,573)  (9,209)
Foreign Loans Latin America  (1,317)  (528)  (343)  (177)  (60)
Expense Recognized in the Income Statement  24,379   24,517   18,832   17,856   23,982 
Amount Recognized in the Balance Sheet at the end of period (1)  26,972   26,844   22,392   22,235   25,713 
Recovery of loans written off as loss  3,742   4,779   5,054   5,061   4,663 
Individuals  1,397   1,886   2,077   2,058   1,917 
Credit card  450   590   663   653   515 
Personal loans  426   563   577   525   427 
Payroll loans  341   458   453   278   172 
Vehicles  118   202   324   499   656 
Mortgage loans  62   73   60   103   147 
Corporate  929   1,537   1,642   1,602   1,380 
Small and Medium Businesses  450   666   769   891   976 
Foreign Loans Latin America  966   690   566   510   390 
Net Write-offs  (20,509)  (15,286)  (13,621)  (16,708)  (17,479)
Ratio of Write-offs during the period to average loans outstanding during the period (%)  5.0   4.3   4.4   5.7   6.2 
Ratio of net write-offs during the period to average loans outstanding during the period (%)  4.2   3.3   3.2   4.4   4.9 
Ratio of allowance for loan losses to total loans and leases (%)  5.5   5.7   4.9   5.4   7.0 

(1) The carrying amount of the individual loans increased by R$435 million in 2013 due to the acquisition of companies as explained in the Consolidated Financial Statements (IFRS).

 

        (In millions of R$, except percentages) 
        As of December 31, 
Allowance for Loan and Leases Losses 2015  2014  2013  2012  2011 
Amount recognized in the balance sheet at the beginning of period  22,392   22,235   25,713   23,873   19,994 
Write-offs  (20,065)  (18,675)  (21,769)  (22,142)  (16,159)
Individuals  (11,235)  (12,668)  (13,541)  (12,317)  (8,655)
Credit card  (4,055)  (3,784)  (3,513)  (4,073)  (3,038)
Personal loans  (5,221)  (5,150)  (6,247)  (4,895)  (3,222)
Payroll loans  (622)  (429)  (480)  (472)  (308)
Vehicles  (1,294)  (3,254)  (3,263)  (2,840)  (2,013)
Mortgage loans  (43)  (51)  (38)  (37)  (74)
Corporate  (4,321)  (672)  (478)  (556)  (122)
Small and medium businesses  (3,981)  (4,992)  (7,573)  (9,209)  (7,118)
Foreign loans Latin America  (528)  (343)  (177)  (60)  (264)
Expense recognized in the income statement  24,517   18,832   17,856   23,982   20,038 
Amount recognized in the balance sheet at the end of period(1)  26,844   22,392   22,235   25,713   23,873 

During the year ended December 31, 2016, we wrote off a total amount of R$24,251 million from our loan portfolio and our ratio of the allowance for loan and lease losses to total loans and leases was 5.5%. The increase in loans written off from the prior year is due to the worsening macroeconomic scenario, mainly in Brazil.

Financial performance  A-114

Annual Report2015

     (In millions of R$, except percentages) 
           As of December 31, 
Allowance for Loan and Leases Losses 2015  2014  2013  2012  2011 
Recovery of loans write-offs  4,779   5,054   5,061   4,663   5,477 
Individuals  1,886   2,077   2,058   1,917   2,362 
Credit card  590   663   653   515   616 
Personal loans  563   577   525   427   446 
Payroll loans  458   453   278   172   160 
Vehicles  202   324   499   656   956 
Mortgage loans  73   60   103   147   184 
Corporate  1,411   1,518   1,490   1,274   1,455 
Small and medium businesses  792   893   1,003   1,082   1,355 
Foreign loans Latin America  690   566   510   390   305 
Net write-offs  (15,286)  (13,621)  (16,708)  (17,479)  (10,682)
Ratio of write-offs during the period to average loans outstanding during the period (%)  4.3   4.4   5.7   6.2   5.1 
Ratio of net write-offs during the period to average loans outstanding during the period (%)  3.3   3.2   4.4   4.9   3.3 
Ratio of allowance for loan losses to total loans and leases (%)  5.7   4.9   5.4   7.0   6.9 

(1) The carrying amount of the individual loans increased by R$435 million in 2013 due to the acquisition of companies as explained in the Consolidated Financial Statements (IFRS).

 

During the year ended December 31, 2015, we wrote off a total amount of R$20,065 million from our loan portfolio and our ratio of the allowance for loan and lease losses to total loans and leases was 5.7%. The increase in loans written off from the prior year is due to the worsening macroeconomic scenario, mainly in Brazil.

 

During the year ended December 31, 2014, we wrote off a total amount of R$18,675 million from our loan portfolio and our ratio of the allowance for loan and lease losses to total loans and leases was 4.9%. The decrease in loans written off from the previous year from the prior year is a result of the adoption of a policy of stricter selectivity in origination, which gave rise to lower default levels compared to the previous year.

 

During the year ended December 31, 2013, we wrote off a total amount of R$21,769 million from our loan portfolio and our ratio of the allowance for loan and lease losses to total loans and leases was 5.4%. The decrease in loans written off is a result of the adoption of a policy of stricter selectivity in origination, which gave rise to lower default levels compared to the previous year.

 

During the year ended December 31, 2012, we wrote off a total amount of R$22,142 million from our loan portfolio and our ratio of the allowance for loan and lease losses to total loans and leases was 7.0%. TheThis represents an increase in loans written off from the loans written off for the year ended December 31, 2011, when we wrote off a total amount of R$ 16,159 million. This increase is due to the increase in defaults in 2011 and beginning of 2012, associated with the increase in the volume of our portfolio of credit card, personal loans, small and medium businesses.

 

During the year ended December 31, 2011, we wrote off a total amountFair value of R$16,159 million from our loan portfolio and our ratio of the allowance for loan and lease losses to total loans and leases was 6.9%. Our ratio of allowance for loan and lease losses to total loans increased by 10 basis points when compared to the previous year, since the volume of loans and leases written off was maintained at the same level in 2011. This level was maintained as a result of the increase in default rates in 2009 and 2010, together with a strong growth of the loan and lease portfolio in 2011.financial instruments

Fair Value of Financial Instruments 

Financial instruments recorded at fair value on our balance sheet include mainly securities classified as held-for-trading and available-for-sale as well as other trading assets, including derivatives. Securities classified as held-to-maturity are recorded at amortized historical cost on our balance sheet, and their corresponding fair values are shown in the notes to our consolidatedcomplete financial statements. We present information on the fair value of our financial instruments in the following table below as of December 31, 2016, 2015 2014 and 2013.

  (In millions of R$, except percentages) 
     As of December 31, 
Financial instruments recorded at fair value 2015  2014  2013 
Assets            
Held-for-trading  164,311   132,944   148,860 
Designated at fair value through profit or loss  642   733   371 
Derivatives  26,755   14,156   11,366 
Available-for-sale  86,045   78,360   96,626 
Total  277,753   226,193   257,223 
Share (derivatives/total – %)  9.6   6.3   4.4 
Liabilities            
Held-for-trading  412   520   371 
Derivatives  31,071   17,350   11,405 
Total  31,483   17,870   11,776 
Share (derivatives/total – %)  98.7   97.1   96.8 

2014.

Financial performance  A-115

Annual Report2015
  As of December 31, 
Financial instruments recorded at fair value 2016  2015  2014 
  (In millions of R$, except percentages) 
Assets            
Held-for-trading  204,648   164,311   132,944 
Designated at fair value through profit or loss  1,191   642   733 
Derivatives  24,231   26,755   14,156 
Available-for-sale  88,277   86,045   78,360 
Total  318,347   277,753   226,193 
Share (derivatives / total)  7.6%  9.6%  6.3%
Liabilities            
Held-for-trading  519   412   520 
Derivatives  24,698   31,071   17,350 
Total  25,217   31,483   17,870 
Share (derivatives / total)  97.9%  98.7%  97.1%

 

We determine the fair value of our financial instruments based on International Financial Reporting Standard 13 (IFRS 13), which defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.

 

According to IFRS 13, there are different levels of inputs that may be used to measure the fair value of financial instruments classified as levels 1, 2 and 3.

 

Level 1: observable inputs reflect the quoted prices (unadjusted) of identical assets or liabilities in active markets;
Level 2: observable inputs reflect the information on assets and liabilities that are either directly (such as prices) or indirectly (derived from prices) observable, except for the quoted prices included in Level 1; and
Level 3: information on assets and liabilities that are not based on observable market data due to little market activity on the measurement date. We present information on our level 3 financial instruments in the table below as of December 31, 2015, 2014 and 2013.
Level 1: observable inputs reflect the quoted prices (unadjusted) of identical assets or liabilities in active markets;

 

  (In millions of R$, except percentages) 
     As of December 31, 
Level 3 2015  2014  2013 
Held-for-trading  60   790   27 
Available-for-sale securities  4,259   5,404   6,489 
Net position of derivatives  1,218   77   119 
Total  5,537   6,271   6,635 
(Held-for-trading + available-for-sale securities)/Total level 3 (%)  78.0   98.8   98.2 

Level 2: observable inputs reflect the information on assets and liabilities that are either directly (such as prices) or indirectly (derived from prices) observable, except for the quoted prices included in Level 1; and

Level 3: information on assets and liabilities that are not based on observable market data due to little market activity on the measurement date. We present information on our level 3 financial instruments in the following table as of December 31, 2016, 2015 and 2014.

  As of December 31, 
Level 3 2016  2015  2014 
  (In millions of R$, except percentages) 
Held-for-trading  1,005   60   790 
Available-for-sale securities  9,534   4,259   5,404 
Net position of derivatives  461   1,218   77 
Total  11,000   5,537   6,271 
(Held-for-trading + Available-for-sale securities) / Total Level 3  95.8%  78.0%  98.8%

 

Please refer to section Performance, item ConsolidatedComplete Financial Statements (IFRS), Note 31 – Fair Value of Financial Instruments for further details.

 

Judgments are also required to determine whether there is objective evidence that a financial asset or a group of financial assets is impaired. If there is any evidence of impairment for available-for-sale or held-to-maturity financial assets, the cumulative loss, measured as the difference between the acquisition cost and current fair value, is recognized in the statement of income. The primary factors that are used by management to determine whether there is objective evidence that a financial asset is impaired include the observed period of the loss, the level of the loss, whether we were required to sell the securities before the recovery and the expectation, on the date of analysis, of the possibility of realization of the security. Please refer to section Performance, item ConsolidatedComplete Financial Statements (IFRS), Note 2 – Significant Accounting Policies for further details about other significant accounting policies.

 

Contingent Liabilitiesliabilities

 

Contingent liabilities arise mainly from judicial and administrative proceedings inherent to the ordinary course of our business and that are filed by third parties, including former employees and public bodies related to civil, labor, tax and social security claims.


These contingencies are assessed based on the best estimates of our management, taking into consideration the opinion of legal advisors when there is a probability that financial resources will be required to settle obligations and the amount of such obligations can be reliably measured.

 

Contingencies are classified as follows, based on likelihood of loss:

 

Probable: liabilities are recognized under “provisions” on our consolidated balance sheet;
Possible: liabilities are disclosed in our financial statements but no provisions are recorded; and
Remote: liabilities do not require provision or disclosure.
Probable: liabilities are recognized under “provisions” on our consolidated balance sheet;

Possible: liabilities are disclosed in our complete financial statements but no provisions are recorded; and

Remote: liabilities do not require provision or disclosure.

 

Contingent liabilities for which provisions are recorded and those classified as having a “possible” likelihood of loss are evaluated based on our best estimates, using models and criteria that allow for their proper evaluation despite the uncertainty that is inherent to terms and amounts.

 

Significant Changeschanges in Accounting Standardsaccounting standards

 

Please refer to section Performance, item ConsolidatedComplete Financial Statements (IFRS), Note 2.2 – New Pronouncementsaccounting standards and New Accounting Standards Changes tonew accounting standards changes and Interpretations of Existing Pronouncementsinterpretations for further details about information on significant changes in accounting standards.

 

Accounting Practices Adoptedpractices adopted in Brazil

 

Our books and records are maintained in Brazilianreais, the official currency in Brazil, and our consolidatedcomplete financial statements, for statutory and regulatory purposes, are prepared in accordance with accounting practices adopted in Brazil, or Brazilian GAAP, which are applicable to institutions authorized to operate by the Brazilian Central Bank.Bank (BACEN) (“Brazilian GAAP”). The accounting principles and standards generally applicable under Brazilian GAAP include those established under Brazilian Corporate Law, by the Accounting Pronouncements Committee or CPC,(CPC), which started issuing standards in 2007, and by the Federal Accounting Council. In the case of companies subject to regulation by the Central Bank,BACEN, such as Itaú Unibanco Holding, the effectiveness of the accounting pronouncements issued by entities such as the CPC depends on approval of the pronouncement by the CMN, which also establishes the date of effectiveness of any pronouncements with respect to financial institutions. Additionally, the CVM and other regulatory bodies, such as SUSEP and the Central Bank, provide additional industry-specific guidelines.

 

Financial performance  A-116

Annual Report2015

Regulation Applicableapplicable to the Presentationpresentation of the Financial Statementscomplete financial statements

 

Brazilian regulations establish specific rules for the consolidation of complete financial statements by financial institutions. Under current Central BankBACEN regulations, financial institutions, except for credit cooperatives, are required to prepare consolidated financial statements including investments directly or indirectly held in other companies, individually or jointly controlled, and with respect to which such financial institutions have (i) the right to appoint or designate the majority of the company’s board of directors; (ii) the right to appoint or remove the majority of the company’s executives and directors; and/or (iii) operational or shareholding control. These regulations apply to the entire group to which a financial institution belongs.

 

Assets

 

Portfolio of Securitiessecurities and Derivative Financial Instrumentsderivative financial instruments

 

General information

We present below our portfolio of held-for-trading financial assets, available-for-sale financial assets, held-to-maturity financial assets and derivative financial instruments as of December 31, 2016, 2015 2014 and 2013.2014.

 

The amounts exclude our investments in securities of unconsolidated companies. For further information on our investments in unconsolidated companies, see section Performance, item consolidatedcomplete financial statement (IFRS), Note 13 – Investments in associates and joint ventures. Held-for-trading and available-for-sale financial assets are stated at fair value and held-to-maturity financial assets are stated at amortized cost. Please refer to section Performance, item ConsolidatedComplete Financial Statements (IFRS), Note 2 – Significant Accounting Policies for further details.

 

As of December 31, 2015,2016, we held securities issued by the Brazilian federal government classified as “Government Securities – Domestic” with an aggregate book value and an aggregate market value of R$181,574221,973 million and R$177,101222,331 million, respectively, which represented 155.27%164.92% of our consolidated stockholders’ equity as of that date. As of December 31, 2015,2016, we did not hold securities of any other issuer the book value of which in the aggregate represented more than 10.0% of our consolidated stockholders’ equity. This is due to our conservative assetsasset and liabilities management and our liquidity in local currency maintained in securities issued by the Brazilian federal government. Additionally, securities issued by the Brazilian federal government are accepted as deposits in our operations in the market on BM&FBovespa.


Held-for-trading

Held-for-trading 

Listed below are the assets acquired and accrued mainly for the purpose of selling in the short term or when they are part of a portfolio of financial instruments that are managed as a whole and for which there is a recent history of sales in the short term. Please refer to section Performance, item ConsolidatedComplete Financial Statements (IFRS), Note 7 – Financial Assets Held for Trading and Designated at Fair Value Through Profit or Loss, for further details.

 

     (In millions of R$, except percentages) 
        As of December 31, 
  2015  % of total  2014  % of total  2013  % of total 
Held-for-trading financial assets  164,311   100.0   132,944   100.0   148,860   100.0 
Investment funds  1,051   0.6   870   0.7   1,062   0.7 
Government securities – domestic  121,484   73.9   88,307   66.4   113,039   75.9 
Brazilian government securities  117,053   71.2   86,393   65.0   111,135   74.7 
Brazilian external debt bonds  4,431   2.7   1,914   1.4   1,904   1.3 
Government securities – abroad  1,149   0.7   1,540   1.2   679   0.5 
Argentina  696   0.4   628   0.5   99   0.1 
United States  132   0.1   448   0.3   18   0.0 
Mexico  3   0.0   3   0.0   182   0.1 
Chile  36   0.0   132   0.1   6   0.0 
Paraguay  68   0.0   128   0.1   -   - 
Uruguay  40   0.0   41   0.0   41   0.0 
Colombia  72   0.0   88   0.1   226   0.2 
Belgium  -   -   -   -   107   0.1 
Other  102   0.1   72   0.1   -   - 
Corporate securities  40,627   24.7   42,227   31.8   34,080   22.9 
Shares  2,161   1.3   2,351   1.8   2,896   1.9 
Securitized real estate loans  -   -   1   -   12   0.0 
Bank deposit certificates  2,583   1.6   3,281   2.5   3,006   2.0 
Debentures  4,522   2.8   4,243   3.2   5,097   3.4 
Eurobonds and other  991   0.6   1,061   0.8   1,278   0.9 
Financial credit bills  30,367   18.5   30,711   23.1   21,566   14.5 
Promissory notes  -   -   577   0.4   27   0.0 
Other  3   0.0   2   0.0   198   0.1 
Held-for-trading financial assets as a percentage of total assets (%)  12.9       11.8       14.5     

Financial performance  A-117

Annual Report2015
  As of December 31, 
  2016  % of total  2015  % of total  2014  % of total 
  (In millions of R$, except percentages) 
Held-for-trading financial assets  204,648   100.0   164,311   100.0   132,944   100.0 
Investment funds  1,173   0.6   1,051   0.6   870   0.7 
Government securities - domestic  165,349   80.8   121,484   73.9   88,307   66.4 
Brazilian government securities  160,024   78.2   117,053   71.2   86,393   65.0 
Brazilian external debt bonds  5,325   2.6   4,431   2.7   1,914   1.4 
Government securities - abroad  3,735   1.8   1,149   0.7   1,540   1.2 
Argentina  651   0.3   696   0.4   628   0.5 
United States  78   0.0   132   0.1   448   0.3 
Mexico  6   0.0   3   0.0   3   0.0 
Chile  127   0.1   36   0.0   132   0.1 
Paraguay  88   0.0   68   0.0   128   0.1 
Uruguay  32   0.0   40   0.0   41   0.0 
Colombia  2,669   1.3   72   0.0   88   0.1 
Other  84   0.0   102   0.1   72   0.1 
Corporate securities  34,391   16.8   40,627   24.7   42,227   31.8 
Shares  2,491   1.2   2,161   1.3   2,351   1.8 
Securitized real estate loans  -   -   -   -   1   - 
Bank deposit certificates  1,824   0.9   2,583   1.6   3,281   2.5 
Debentures  3,190   1.6   4,522   2.8   4,243   3.2 
Eurobonds and other  662   0.3   991   0.6   1,061   0.8 
Financial credit bills  25,893   12.6   30,367   18.5   30,711   23.1 
Promissory Notes  -   -   -   -   577   0.4 
Other  331   0.2   3   0.0   2   0.0 
Held-for-trading financial assets as a percentage of total assets  15.1%      12.9%      11.8%    

 

We note that Brazilian government securities represented over 71.2%78.2% of our portfolio of held-for-trading financial assets in 2015.2016. Brazilian government securities classified as Held-for-Trading represented 9.2%11.8% of our total assets in the same period. Please see Our risk management, item Risk factors, we have significant exposure to Brazilian federal government debt.

 

Available-for-sale

Listed below are financial assets that, according to management’s understanding, may be sold in response to, or before changes in, market conditions and are not classified as financial assets at fair value through profit or loss, loans and receivables or held to maturity. Please refer to section Performance, item ConsolidatedComplete Financial Statements (IFRS), Note 10 – Available for Sale Financial Assets, for further details.

     (In millions of R$, except percentages)  As of December 31, 
      As of December 31,  2016  % of total  2015  % of total  2014  % of total 
 2015  % of total  2014  % of total  2013  % of total  (In millions of R$, except percentages) 
Available-for-sale financial assets  86,045   100.0   78,360   100.0   96,626   100.0   88,277   100.0   86,045   100.0   78,360   100.0 
Investment funds  218   0.3   141   0.2   211   0.2   42   0.0   218   0.3   141   0.2 
Government securities – domestic  29,108   33.8   25,625   32.7   39,648   41.0 
Government securities - domestic  32,003   36.3   29,108   33.8   25,625   32.7 
Brazilian government securities  11,796   13.7   14,391   18.4   27,939   28.9   17,938   20.3   11,796   13.7   14,391   18.4 
Brazilian external debt bonds  17,312   20.1   11,234   14.3   11,709   12.1   14,065   15.9   17,312   20.1   11,234   14.3 
Government securities – abroad  9,883   11.5   8,619   11.0   8,658   9.0 
Government securities - abroad  14,472   16.4   9,883   11.5   8,619   11.0 
United States  2,022   2.3   726   0.9   1,101   1.1   1,427   1.6   2,022   2.3   726   0.9 
Italy  -   -   70   0.1   94   0.1   -   -   -   -   70   0.1 
Denmark  2,548   3.0   2,699   3.4   2,631   2.7   819   0.9   2,548   3.0   2,699   3.4 
Spain  1,060   1.2   783   1.0   -   -   923   1.0   1,060   1.2   783   1.0 
Korea  1,626   1.9   1,782   2.3   2,455   2.5   2,673   3.0   1,626   1.9   1,782   2.3 
Chile  1,407   1.6   1,119   1.4   1,047   1.1   5,844   6.6   1,407   1.6   1,119   1.4 
Paraguay  912   1.1   849   1.1   638   0.7   1,111   1.3   912   1.1   849   1.1 
Uruguay  178   0.2   243   0.3   420   0.4   411   0.5   178   0.2   243   0.3 
Colombia  1,155   1.3   -   -   -   - 
Belgium  -   -   57   0.1   51   0.1   -   -   -   -   57   0.1 
France  -   -   133   0.2   88   0.1   -   -   -   -   133   0.2 
Netherlands  122   0.1   151   0.2   126   0.1   101   0.1   122   0.1   151   0.2 
Other  8   0.0   7   0.0   7   0.0   8   0.0   8   0.0   7   0.0 
Corporate securities  46,836   54.4   43,975   56.1   48,109   49.8   41,760   47.3   46,836   54.4   43,975   56.1 
Shares  928   1.1   1,999   2.6   2,025   2.1   1,385   1.6   928   1.1   1,999   2.6 
Securitized real estate loans  2,037   2.4   2,522   3.2   12,275   12.7   2,095   2.4   2,037   2.4   2,522   3.2 
Bank deposit certificates  1,573   1.8   1,281   1.6   2,181   2.3   2,641   3.0   1,573   1.8   1,281   1.6 
Debentures  22,835   26.5   20,245   25.8   15,507   16.0   21,170   24.0   22,835   26.5   20,245   25.8 
Eurobonds and others  10,112   11.8   6,707   8.6   4,896   5.1   7,715   8.7   10,112   11.8   6,707   8.6 
Promissory notes  991   1.2   1,397   1.8   1,227   1.3   2,173   2.5   991   1.2   1,397   1.8 
Rural product note  1,130   1.3   1,408   1.8   625   0.6 
Rural Product Note  1,425   1.6   1,130   1.3   1,408   1.8 
Financial credit bills  6,846   8.0   8,005   10.2   8,804   9.1   2,816   3.2   6,846   8.0   8,005   10.2 
Other  384   0.4   411   0.5   569   0.6   340   0.4   384   0.4   411   0.5 
Available-for-sale financial assets as a percentage of total assets (%)  6.7       7.0       9.4     
Available-for-sale financial assets as a percentage of total assets  6.5%      6.7%      7.0%    

 

Brazilian government securities and corporate securities represented 13.7%20.3% and 54.4%47.3%, respectively, of our portfolio of available-for-sale financial assets in 2015.2016. Brazilian government securities and corporate securities classified as available-for-sale financial assets, which are used as a hedge for our subordinated debt portfolio, represented 1.4%1.3% and 3.7%3.1%, respectively, of our total assets in the same period.

 

Financial performance  A-118

Held-to-maturity

 

Annual Report2015

Held-to-maturity 

Listed below are non-derivative financial assets that with respect to which we have the intention and financial ability to held to maturity. Please refer to section Performance, item ConsolidatedComplete Financial Statements (IFRS), Note 11– Held to Maturity Financial Assets, for further details.

 

     (In millions of R$, except percentages)  As of December 31, 
      As of December 31,  2016  % of total  2015  % of total  2014  % of total 
 2015  % of total  2014  % of total  2013  % of total  (In millions of R$, except percentages) 
Held-to-maturity financial assets  42,185   100.0   34,434   100.0   10,116   100.0   40,495   100.0   42,185   100.0   34,434   100.0 
Government securities – domestic  26,509   62.9   20,859   60.6   10,092   99.8   24,979   61.7   26,509   62.9   20,859   60.6 
Brazilian government securities  11,721   27.8   10,555   30.7   3,778   37.4   12,937   31.9   11,721   27.8   10,555   30.7 
Brazilian external debt bonds  14,788   35.1   10,304   29.9   6,314   62.4   12,042   29.7   14,788   35.1   10,304   29.9 
Government securities – abroad  15   -   26   0.1   23   0.2   539   1.3   15   -   26   0.1 
Corporate securities  15,661   37.1   13,549   39.3   1   0.0   14,977   37.0   15,661   37.1   13,549   39.3 
Debentures  -   -   -   -   -   -   12   0.0   -   -   -   - 
Eurobonds and others  4   0.0   2   0.0   1   0.0   18   0.0   4   0.0   2   0.0 
Securitized real estate loans  15,657   37.1   13,547   39.3   -   -   14,487   35.8   15,657   37.1   13,547   39.3 
Held-to-maturity financial assets as a percentage of total assets (%)  3.3       3.1       1.0     
Others  460   1.1   -   -   -   - 
Held-to-maturity financial assets as a percentage of total assets  3.0%      3.3%      3.1%    

 

Derivatives

 

Derivatives are classified on the date of their acquisition in accordance with management’s intention to use them as a hedging instrument, as determined by Brazilian regulations. Please refer to section Performance, item ConsolidatedComplete Financial Statements


(IFRS), Note 8 – Derivatives, for further detailsdetails. Our derivatives portfolio (assets and liabilities) is composed of futures, forward,forwards, swaps, options and credit derivatives, as stated in the table below:following table:

 

        (In millions of R$, except percentages) 
        As of December 31, 
Derivative Financial Instruments 2015  % of total  2014  % of total  2013  % of total 
Assets                        
Futures  529   2.0   -   -   -   - 
Options premiums  5,583   20.9   2,872   20.3   1,717   15.1 
Forwards (Brazil)  3,166   11.9   2,394   16.9   3,315   29.2 
Swaps – difference receivable  9,147   34.2   4,816   34.0   4,442   39.1 
Credit derivative  614   2.3   122   0.9   686   6.0 
Forwards (offshore)  3,430   12.8   2,106   14.9   555   4.9 
Check of swap – companies  355   1.3   93   0.7   88   0.8 
Others  3,931   14.7   1,753   12.4   563   5.0 
Total derivative financial instruments assets  26,755   100.0   14,156   100.0   11,366   100.0 
Derivative financial instruments as percentage of total assets (%)  2.1       1.3       1.1     
Liabilities                        
Futures  -   -   (354)  2.0   (33)  0.3 
Options premiums  (5,783)  18.6   (3,057)  17.6   (1,921)  16.8 
Forwards (Brazil)  (833)  2.6   (682)  3.9   (1,862)  16.3 
Swaps – difference payable  (16,331)  52.6   (9,534)  55.0   (6,111)  53.6 
Credit derivative  (875)  2.8   (179)  1.0   (391)  3.4 
Forwards (offshore)  (3,142)  10.1   (1,693)  9.8   (560)  4.9 
Swaps with USD check – companies  (545)  1.8   (229)  1.3   (145)  1.3 
Others  (3,562)  11.5   (1,622)  9.3   (382)  3.3 
Total derivative financial instruments liabilities  (31,071)  100.0   (17,350)  100.0   (11,405)  100.0 
Derivative financial instruments as percentage of total liabilities and stockholder’s equity (%)  2.4       1.5       1.1     

  As of December 31, 
Derivative Financial Instruments 2016  % of total  2015  % of total  2014  % of total 
  (In millions of R$, except percentages) 
Assets                        
Futures Contracts  127   0.5   529   2.0   -   - 
Options premiums  4,792   19.8   5,583   20.9   2,872   20.2 
Forwards (onshore)  4,971   20.5   3,166   11.8   2,394   16.9 
Swaps - difference receivable  10,542   43.5   9,147   34.2   4,816   34.0 
Credit derivatives - financial Institutions  181   0.7   614   2.3   122   0.9 
Forwards (offshore)  3,459   14.3   3,430   12.8   2,106   14.9 
Check of Swap - companies  88   0.4   355   1.3   93   0.7 
Others  71   0.3   3,931   14.7   1,753   12.4 
Total derivative financial instruments assets  24,231   100.0   26,755   100.0   14,156   100.0 
Derivative financial instruments as percentage of total assets  1.8%      2.1%      1.3%    
Liabilities                        
Futures Contracts  -   -   -   -   (354)  2.0 
Options premiums  (4,552)  18.4   (5,783)  18.6   (3,057)  17.6 
Forwards (onshore)  (3,530)  14.3   (833)  2.6   (682)  3.9 
Swaps - difference payable  (13,221)  53.5   (16,331)  52.6   (9,534)  55.0 
Credit derivatives - financial Institutions  (147)  0.6   (875)  2.8   (179)  1.1 
Forwards (offshore)  (2,825)  11.5   (3,142)  10.1   (1,693)  9.8 
Check of swap - Companies  (353)  1.4   (545)  1.8   (229)  1.3 
Other - Companies  (70)  0.3   (3,562)  11.5   (1,622)  9.3 
Total derivative financial instruments liabilities  (24,698)  100.0   (31,071)  100.0   (17,350)  100.0 
Derivative financial instruments as percentage of total liabilities and stockholder’s equity  1.8%      2.4%      1.5%    
Financial performance  A-119

Annual Report2015

(In millions of R$, except percentages)

As of December 31, 2015

 As of December 31, 2016 
Distribution of our financial assets by maturity R$  No stated
maturity
Average
yield (%)
  R$  Due in 1
year or less
Average
yield (%)
  R$  Due after 1
year to 5 years
Average
yield (%)
  R$  Due after 5
years 10 years
Average
yield (%)
  R$  Due after
10 years
Average
yield (%)
  R$  Total
Average
yield(%)
  No stated
maturity
  Due in 1 year or less  Due after 1 year to 5
years
  Due after 5 years to
10 years
  Due after 10 years  Total 
 R$  Average
yield (%)
  R$  Average
yield (%)
  R$  Average
yield (%)
  R$  Average
yield (%)
  R$  Average
yield (%)
  R$  Average
yield (%)
 
 (In millions of R$, except percentages) 
Held-for-trading financial assets, at fair value  3,212       32,722       57,702       65,436       5,240       164,311       3,206       31,000       118,050       42,284       10,108       204,648     
Investment funds(1)  1,051   0.0%  -   0.0%  -   0.0%  -   0.0%  -   0.0%  1,051   0.0%  1,056   -   116   -   -   -   -   -   -   -   1,173   - 
Government securities – domestic  -       17,502       33,965       64,829       5,188       121,484    
Government securities - domestic  -       12,948       101,012       41,398       9,991       165,349     
Brazilian government securities  -   0.0%  17,304   1.5%  30,229   2.8%  64,482   1.4%  5,038   1.1%  117,053   1.7 %  -   -   12,172   2.6   97,805   1.9   40,174   1.4   9,872   0.5   160,024   1.8 
Brazilian external debt bonds  -   0.0%  198   0.0%  3,735   11.0%  347   14.6%  150   38.1%  4,431   11.7 %  -   -   775   0.6   3,207   8.4   1,223   3.0   119   22.9   5,325   6.3 
Government securities – abroad  -       1,000       110       3       38       1,149     
Government securities - abroad  -       2,121   -   1,271   -   269   -   74   -   3,735     
Argentina  -   0.0%  695   1.4%  1   5.6%  1   5.3%  0   0.0%  696   1.4 %  -   -   618   2.2   30   5.6   3   6.3   0   6.8   651   2.3 
United States  -   0.0%  86   0.0%  46   0.0%  -   0.0%  -   0.0%  132   0.0 %  -   -   78   0.1   -   -   -   -   -   -   78   0.1 
Mexico  -   0.0%  1   9.5%  1   6.7%  0   2.0%  0   12.6%  3   8.0 %  -   -   -   -   3   11.0   1   5.4   2   16.8   6   12.3 
Chile  -   0.0%  35   0.6%  0   0.0%  -   0.0%  1   0.0%  36   

0.6

 %  -   -   5   -   87   0.4   25   0.1   9   -   127   0.3 
Paraguay  -   0.0%  68   0.1%  -   0.0%  -   0.0%  -   0.0%  68   0.2 %  -   -   88   0.1   -   -   -   -   -   -   88   0.1 
Uruguay  -   0.0%  29   7.6%  10   10.5%  1   14.3%  1   8.2%  40   8.6 %  -   -   31   4.0   -   -   0   18.4   1   13.5   32   4.2 
Colombia  -   0.0%  32   1.0%  4   3.6%  1   20.9%  36   3.8%  72   2.7 %  -   -   1,247   1.6   1,123   2.1   240   4.4   60   3.9   2,669   2.1 
Other  -   0.0%  53   0.0%  48   0.0%  1   25.3%  0   21.6%  102   0.2 %  -   -   55   -   28   0.0   -   -   1   32.4   84   0.3 
Corporate securities  2,161       14,220       23,627       604       14       40,627       2,491       15,473   -   15,767   -   617   -   43   -   34,391     
Shares  2,161   0.0%  -   0.0%  -   0.0%  -   0.0%  -   0.0%  2,161   0.0  2,491   -   -   -   -   -   -   -   -   -   2,491   0.0 
Securitized real estate loans  -   0.0%  -   0.0%  -   0.0%  -   0.0%  -   0.0%  -   0.0 %
Bank deposit certificates  -   0.0%  2,504   0.2%  79   0.0%  0   0.0%  -   0.0%  2,583   0.2 %  -   -   1,806   1.4   18   0.1   -   -   -   -   1,824   1.4 
Debentures  -   0.0%  474   0.7%  3,494   1.3%  552   8.9%  2   0.1%  4,522   2.2 %  -   -   460   0.3   2,490   6.8   240   19.4   -   -   3,190   6.8 
Eurobonds and other  -   0.0%  167   1.9%  769   2.5%  43   1.5%  12   10.5%  991   2.5 %  -   -   299   1.9   241   2.9   79   2.5   43   1.1   662   2.3 
Financial credit bills  -   0.0%  11,076   3.7%  19,285   0.8%  6   0.0%  -   0.0%  30,367   1.8 %  -   -   12,907   0.8   12,978   2.5   7   -   -   -   25,893   1.6 
Promissory notes  -   0.0%  -   0.0%  -   0.0%  -   0.0%  -   0.0%  -   0.0 %
Other  -   0.0%  -   0.0%  -   0.0%  3   0.8%  -   0.0%  3   0.7 %  -   -   -   -   40   0.0   291   1.0   -   -   331   0.9 
Financial assets designated at fair value through profit or loss – Government securities – domestic – Brazilian external debt bonds  -       -       642       -       -       642     
Financial assets designated at fair value through profit or loss - Government securities - domestic - Brazilian external debt bonds  -       1,191       -       -       -       1,191     
Derivatives  -       15,845       8,116       2,794               26,755       -       14,111       6,940       3,180               24,231     
Available-for-sale financial assets, at fair value  1,145       21,778       35,098       15,682       12,342       86,045      1,375       22,261       38,969       12,329       13,343       88,277     
Investment funds(1)  217   0.0%  -   0.0%  1   0.0%  -   0.0%  -   0.0%  218   0.0 %  42   -   -   -   -   -   -   -   -   -   42   - 
Government securities – domestic  -       1,491       7,210       11,103       9,304       29,108   0.0  %
Government securities - domestic  100   -   3,568   -   10,116       8,116       10,203       32,003   - 
Brazilian government securities  -   0.0%  1,491   11.5%  1,443   16.6%  4,183   15.5%  4,679   19.0%  11,796   

16.5

 %  -   -   1,708   11.5   6,686   5.6   3,668   13.5   5,876   17.0   17,938   11.5 
Brazilian external debt bonds  -   0.0%  -   0.0%  5,767   6.1%  6,920   7.7%  4,626   7.9%  17,312   7.1 %  -   -   1,860   2.8   3,429   8.9   4,448   11.2   4,328   34.2   14,065   16.5 
Other                                               
Government securities – abroad  -       8,066       1,750       66       1       9,883     
Government securities - abroad  -   -   5,896   -   7,758       795       23       14,472     
Argentina  -   -   0   76.5   -   -   -   -   -   -   -   - 
United States  -   0.0%  1,120   0.1%  902   0.2%  -   0.0%  -   0.0%  2,022   0.1%  -   -   481   0.2   885   0.5   61   0.6   -   -   1,427   0.4 
Italy      0.0%      0.0%      0.0%      0.0%      0.0%      0.0
Denmark  -   0.0%  2,061   0.5%  487   0.5%  -   0.0%  -   0.0%  2,548   0.5  -   -   819   0.5   -   -   -   -   -   -   819   0.5 
Spain  -   0.0%  1,060   1.9%  -   0.0%  -   0.0%  -   0.0%  1,060   1.9 %  -   -   682   1.8   241   0.2   -   -   -   -   923   1.4 
Korea  -   0.0%  1,626   1.0%  -   0.0%  -   0.0%  -   0.0%  1,626   1.0 %  -   -   2,024   1.2   649   1.0   -   -   -   -   2,673   1.1 
% Chile  -   0.0%  1,388   2.8%  19   2.0%  -   0.0%  -   0.0%  1,407   2.8 %
Chile  -   -   692   0.4   4,851   0.4   278   0.4   23   0.5   5,844   0.4 
Paraguay  -   0.0%  759   3.7%  153   3.5%  -   0.0%  -   0.0%  912   3.7 %  -   -   853   4.2   258   2.8   -   -   -   -   1,111   3.9 
Uruguay  -   0.0%  52   5.6%  59   4.2%  66   0.8%  1   0.9%  178   3.3 %  -   -   235   6.6   119   0.5   56   0.8   1   0.9   411   4.0 
Belgium  -   0.0%  -   0.0%  -   0.0%  -   0.0%  -   0.0%  -   0.0 %
France  -   0.0%  -   0.0%  -   0.0%  -   0.0%  -   0.0%  -   0.0 %
Colombia  -   -   -   -   755   3.9   400   3.0   -   -   1,155   3.6 
Netherlands  -   0.0%  -   0.0%  122   0.4%  -   0.0%  -   0.0%  122   0.4 %  -   -   101   -   -   -   -   -   -   -   101   - 
Other  -   0.0%  -   0.0%  8   0.5%  -   0.0%  -   0.0%  8   0.5 %  -   -   8   0.4   -   -   0   -   -   -   8   0.4 
% Corporate securities  928       12,221       26,137       4,513       3,037       46,836     
Corporate securities  1,385   -   12,745   -   21,096       3,418       3,116       41,760     
Shares  928   0.0%  -   0.0%  -   0.0%  -   0.0%  -   0.0%  928   0.0 %  1,385   -   -   -   -   -   -   -   -   -   1,385   - 
Securitized real estate loans  -   0.0%  -   0.0%  -   0.0%  -   0.0%  2,037   1.3%  2,037   1.3 %  -   -   -   -   -   -   -   -   2,095   1.3   2,095   1.3 
Bank deposit certificates  -   0.0%  1,571   2.2%  -   0.0%  2   0.0%  -   0.0%  1,573   2.2 %  -   -   2,469   0.3   152   1.2   20   2.0   -   -   2,641   0.3 
Debentures  -   0.0%  1,866   11.5%  16,123   7.1%  3,954   8.0%  892   4.8%  22,835   7.5 %  -   -   1,960   10.5   15,152   4.0   3,218   3.5   840   4.3   21,170   4.6 
Eurobonds and others  -   0.0%  2,463   1.0%  7,071   1.3%  499   0.3%  79   19.3%  10,112   1.3 %  -   -   3,659   1.4   3,876   0.9   180   1.0   -   -   7,715   1.1 
Promissory notes  -   0.0%  785   4.6%  206   0.1%  -   0.0%  -   0.0%  991   3.7 %  -   -   1,731   6.8   442   1.1   -   -   -   -   2,173   5.6 
Rural product note  -   0.0%  633   2.9%  439   4.7%  58   4.5%  -   0.0%  1,130   3.7 %  -   -   476   0.4   801   0.2   -   -   148   0.0   1,425   0.2 
Financial credit bills  -   0.0%  4,781   15.8%  2,065   9.9%  -   0.0%  -   0.0%  6,846   

14.0

 %  -   -   2,383   22.1   433   5.6   -   -   -   -   2,816   19.5 
Other  -   0.0%  122   3.7%  233   4.2%  -   0.0%  29   43.6%  384   7.0 %  -   -   67   7.6   240   1.1   -   -   33   49.8   340   7.1 
Held-to-maturity financial assets, at amortized cost  -       661       14,500       18,870       8,154       42,185       -       2,498       19,376       10,957       7,664       40,495     
Government securities – domestic  -       -       12,366       11,397       2,746       26,509    
Government securities - domestic  -   -   1,115   -   16,355       4,599       2,911       24,979     
Brazilian government securities  -   0.0%  -   0.0%  7,547   17.9%  1,429   56.0%  2,746   35.8%  11,721   26.8 %  -   -   276   47.2   9,750   19.6   -   -   2,911   39.5   12,937   24.7 
Brazilian external debt bonds  -   0.0%  -   0.0%  4,820   11.7%  9,968   17.2%  -   0.0%  14,788   15.4 %  -   -   839   2.8   6,605   8.2   4,599   22.4   -   -   12,042   13.3 
Government securities – abroad  -       -       -       0       15       15    
Government securities - abroad  -   -   526   -   -       -       13       539   - 
Colombia  -   -   526   0.6   -   -   -   -   -   -   526   0.6 
Uruguay  -   0.0%  -   0.0%  -   0.0%  0   0.0%  15   0.0%  15   0.0 %  -   -   -   -   -   -   -   -   13   -   13   - 
Corporate securities  -       661       2,134       7,472       5,394       15,661      -   -   858   -   3,021       6,358       4,740       14,977   - 
Debentures  -   0.0%  -   0.0%  -   0.0%  -   0.0%  (0)  0.0%  -   0.0 %  -   -   -   -   -   -   12   84.1   -   -   12   85.8 
Eurobonds and others  -   0.0%  -   0.0%  0   0.0%  4   0.0%  -   0.0%  4   0.0 %  -   -   -   -   -   -   18   0.1   -   -   18   0.1 
Securitized real estate loans  -   0.0%  661   9.8%  2,134   10.0%  7,468   2.4%  5,394   0.3%  15,657   3.0 %  -   -   399   21.6   3,020   8.8   6,328   2.1   4,740   0.3   14,487   3.4 
Other  -   -   459   0.5   1   -   -   -   -   -   460   0.5 

 

(1) Average yields are not shown for these securities, as such yields are not meaningful because future yields are not quantifiable. These securities have been excluded from the calculation of the total yield.


  Fair Value  Amortized cost    
Distribution of our financial assets by currency Held-for-trading
financial assets
  Financial assets
designated at fair
value
  Derivatives  Available-for-sale
financial assets
  Held-to-maturity
financial assets
  Total 
  (In millions of R$) 
As of December 31, 2016  204,648   1,191   24,231   88,277   40,495   358,842 
Denominated in Brazilian currency  191,250   1,191   10,710   52,859   27,436   283,446 
Denominated in Brazilian currency and indexed by foreign currency(1)  2,653   -   4,634   670   -   7,957 
Denominated in foreign currency(1)  10,745   -   8,887   34,748   13,059   67,439 
As of December 31, 2015  164,311   642   26,755   86,045   42,185   319,938 
Denominated in Brazilian currency  154,737   505   7,445   51,621   27,378   241,686 
Denominated in Brazilian currency and indexed by foreign currency(1)  3,043   -   10,044   791   -   13,878 
Denominated in foreign currency(1)  6,531   137   9,266   33,633   14,807   64,374 
As of December 31, 2014  132,944   733   14,156   78,360   34,434   260,627 
Denominated in Brazilian currency  126,404   626   5,519   55,152   24,102   211,803 
Denominated in Brazilian currency and indexed by foreign currency(1)  2,190   -   2,948   571   -   5,709 
Denominated in foreign currency(1)  4,350   107   5,689   22,637   10,332   43,115 

 

Financial performance  A-120

Annual Report2015

              (In millions of R$) 
     Fair Value          
Distribution of our financial assets by currency Held-for-
trading
financial
assets
  Financial
assets
designated
at fair
value
  Derivatives  Available-for-
sale financial
assets
  Amortized
cost
Held-to-
maturity
financial
assets
  Total 
As of December 31, 2015  164,311   642   26,755   86,045   42,185   319,938 
Denominated in Brazilian currency  154,737   505   7,445   51,621   27,378   241,686 
Denominated in Brazilian currency and indexed by foreign currency(1)  3,043   -   10,044   791   -   13,878 
Denominated in foreign currency(1)  6,531   137   9,266   33,633   14,807   64,374 
As of December 31, 2014  132,944   733   14,156   78,360   34,434   260,627 
Denominated in Brazilian currency  126,404   626   5,519   55,152   24,102   211,803 
Denominated in Brazilian currency and indexed by foreign currency(1)  2,190   -   2,948   571   -   5,709 
Denominated in foreign currency(1)  4,350   107   5,689   22,637   10,332   43,115 
As of December 31, 2013  148,860   371   11,366   96,626   10,116   267,339 
Denominated in Brazilian currency  141,958   263   5,682   73,799   3,779   225,481 
Denominated in Brazilian currency and indexed by foreign currency(1)  2,114   -   2,627   484   -   5,225 
Denominated in foreign currency(1)  4,788   108   3,057   22,343   6,337   36,633 

(1) Predominantly U.S. dollars.

 

For the purpose of analyzing the exposure of variations in foreign exchange rates, the following table below presents the composition of our derivative financial instruments on December 31, 20152016 inreais and in foreign currency, including the instruments denominated in foreign currencies. For the fair valuenotional amount of derivative financial instruments, please refer to section Performance, item ConsolidatedComplete Financial Statements (IFRS), Note 7 – Financial Assets Held for Trading and Designated at Fair Value Through Profit or Loss and Note 36 – Management of Financial Risks.8 - Derivatives.

 

   (In millions of R$) 
   As of December 31, 2015  As of December 31, 2016 
Derivative financial instruments (notional amounts) Brazilian Currency  Denominated
in or linked to
Foreign Currency
  Total  Brazilian Currency  Denominated in or linked to
Foreign Currency
  Total 
 (In millions of R$) 
Swap contracts                        
Buy (sale) commitments, net  10,428   (19,276)  (8,848)
Buy (Sale) commitments, net  3,128   (7,574)  (4,446)
Forward contracts                        
Buy (sale) commitments, net  (38,984)  (6,234)  (45,218)
Buy (Sale) commitments, net  (10,990)  17,256   6,266 
Future contracts                        
Buy (sale) commitments, net  (116,248)  (95,129)  (211,377)
Buy (Sale) commitments, net  (225,845)  (39,578)  (265,423)
Option contracts                        
Buy (sale) commitments, net  3,726   4,827   8,553 
Buy (Sale) commitments, net  22,927   4,152   27,079 
Others                        
Buy (sale) commitments, net  (2,306)  13,796   11,490 
Buy (Sale) commitments, net  410   (624)  (214)

 

Exposure to GIIPS

Our gross exposure to the sovereign bonds of the GIIPS (Greece, Ireland, Italy, Portugal and Spain) countries, as well as to corporate clients and financial institutions domiciled in those countries as of December 31, 2015,2016, is set forth in the table below:following table:

           (In millions of R$) 
           As of December 31, 2015 
Segment Credit  Co-obligation  Sovereign  Bond  Derivative  Total Exposure 
Italy  135   -   -   -   -   135 
Corporate  135   -   -   -   -   135 
Financial  -   -   -   -   -   - 
Portugal  240   -   -   -   -   240 
Corporate  240   -   -   -   -   240 
Financial  -   -   -   -   -   - 
Spain  1,350   567   1,060   -   13   2,990 
Corporate  1,350   535   -   -   1   1,886 
Financial  -   32   1,060   -   12   1,104 
Total  1,725   567   1,060   -   13   3,365 

Financial performance  A-121

Annual Report2015
  As of December 31, 2016 
Segment Credit  Co-obligation  Sovereign  Bond  Derivative  Total Exposure 
  (In millions of R$) 
Italy                        
Corporate  106   -   -   -   -   106 
Financial  -   3   -   -   -   3 
Portugal                        
Corporate  111   -   -   -   -   111 
Financial  -   -   -   -   -   - 
Spain                        
Corporate  838   269   -   -   3   1,110 
Financial  -   184   923       8   1,115 
Total  1,055   456   923   -   11   2,445 

 

The total gross exposure presented above, primarily related to our exposure to corporate credits, that amounted to R$1,7251,055 million as of December 31, 2015,2016, and with co-obligations in the amount of R$567456 million. The exposure presented above has been calculated based on our estimated realizable value, which is updated depending on its nature (such as pledged amounts in current accounts used to collect customer receivables, financial investments, real estate, machinery and equipment or others), except for guarantees provided by third parties, in which case the amount corresponds to the outstanding debt. Our derivatives related to GIIPS countries amounted to R$1311 million as of December 31, 2015.2016.


Required Reserve Depositsreserve deposits with the Central Bank

 

The Central Bank requires reserves for deposits from Brazilian financial institutions. The reserve requirements are tools utilized by the Central Bank to control the liquidity of the Brazilian financial system, for both monetary policy and risk mitigation purposes. These requirements are applied to balances on demand deposits, saving account deposits and time deposits. See below the required reserve for each type of deposit:

 

Required Reserve Deposits Regulation(1) Yield 2015  2014  2013 
Demand deposits                
Compulsory Circular No. 3,632 Zero  45%  45%  44%
Additional compulsory Circular No. 3,655 SELIC  0%  0%  0%
Rural(2) Resolution No. 4,096 Zero  34%  34%  34%
Microcredit(2) Resolution No. 4,000 Zero  2%  2%  2%
Savings accounts(3)                
Compulsory Circular No. 3,093 TR + 6.17% p.a.  24.5%  20%  20%
Additional compulsory Circular No. 3,655 SELIC  5.5%  10%  10%
Real estate financing(2) Resolution No. 3,932 Zero  65%  65%  65%
Time and interbank deposits received from leasing companies                
Compulsory Circular No. 3,569 SELIC  25%  20%  20%
Additional compulsory Circular No. 3,655 SELIC  11%  11%  11%
Required reserve deposits Regulation (1) Yield 2016  2015  2014 
Demand Deposits                
Compulsory Circular No. 3,632 Zero  45%  45%  45%
Additional Compulsory Circular No. 3,655 SELIC  0%  0%  0%
Rural (2) Resolution No. 4,096 Zero  34%  34%  34%
Microcredit (2) Resolution No. 4,000 Zero  2%  2%  2%
Savings Accounts (3)                
Compulsory Circular No. 3,093 TR + 6.17% p.a.  24.5%  24.5%  20%
Additional Compulsory Circular No. 3,655 SELIC  5.5%  5.5%  10%
Real estate financing (2) Resolution No. 3,932 Zero  65%  65%  65%
Time and Interbank Deposits Received from Leasing Companies                
Compulsory Circular No. 3,569 SELIC  25%  25%  20%
Additional Compulsory Circular No. 3,655 SELIC  11%  11%  11%

(1)Most recent regulation on the matter.
(2)This is a compulsory investment of resources that is made in eligible transactions, that is, the funds are granted to other economic entities.
(3)Remuneration on funds in savings deposits:
For deposits made until March 5, 2012, inclusive: TR + 6.17% per annum.
For deposits made after March 5, 2012: (a) If the target of the Selic rate is higher than 8.5% per annum: TR + 6.17% per annum; (b) If the target of the Selic rate is lower than 8.5% per annum: TR + 70% of the target of the Selic rate per annum.

For deposits made until March 5, 2012, inclusive: TR + 6.17% per annum.

For deposits made after March 5, 2012: (a) If the target of the Selic rate is higher than 8.5% per annum: TR + 6.17% per annum; (b) If the target of the Selic rate is lower than 8.5% per annum: TR + 70% of the target of the Selic rate per annum.

 

In 2015, the Central Bank enacted a set of rules changing the reserve requirements that Brazilian financial institutions are required to deposit with the Central Bank, as a mechanism to control the liquidity of the Brazilian financial system.

 

The regulations that govern the compulsory deposit rates are frequently changed by the Central Bank in accordance with the economic scenario and its monetary policy goals.

 

The compulsory reserve requirements imposed on time deposits (currently applicable to us at the general rate of 25.0%), demand deposits (currently at the general rate of 45.0%), and saving accounts (currently at the general rate of 24.5%, and 15.5% for rural savings deposits) represent almost the entirety of the amount that must be deposited at the Central Bank. Nonetheless, the Central Bank also determines an additional reserve requirement on deposits raised by full service banks, investment banks, commercial banks, development banks, finance, credit and investment companies, real estate credit companies and savings and loan associations, based on specific criteria.

 

On December 31, 2015,2016, we recorded an amount of R$66,55685,700 million in compulsory deposits in cash compared to R$63,10666,556 million on December 31, 20142015 and R$62,76682,698 million in interest-bearing deposits compared to R$59,71462,766 million on December 2014,2015, as indicated in the table below.following table. Please refer to section Performance, item ConsolidatedComplete Financial Statements (IFRS), Note 5 – Central Bank Compulsory Deposits for further details.

 

  2016  2015  2014 
Required reserve deposits R$  % of total required
reserve deposits
  R$  % of total required
reserve deposits
  R$  % of total required
reserve deposits
 
  (In millions of R$, except percentages) 
Non-interest bearing deposits (1)  3,002   3.5   3,790   5.7   3,392   5.4 
Interest-bearing deposits (2)  82,698   96.5   62,766   94.3   59,714   94.6 
Total  85,700   100.0   66,556   100.0   63,106   100.0 

           (In millions of R$, except percentages) 
           As of December 31, 
Required reserve deposits R$  2015
% of total
required
reserve
deposits
  R$  2014
% of total
required
reserve
deposits
  R$  2013
% of total
required
reserve
deposits
 
Non-interest bearing deposits(1)  3,790   5.7   3,392   5.4   5,133   6.7 
Interest-bearing deposits(2)  62,766   94.3   59,714   94.6   71,877   93.3 
Total  66,556   100.0   63,106   100.0   77,010   100.0 

(1)Mainly related to demand deposits.
(2)Mainly related to time and savings deposits.

 

Financial performance  A-122

Annual Report2015

Loan and lease operations

Substantially all

Most of our loans are granted to clients domiciled in Brazil and are denominated in Brazilianreais. Additionally, 53.4%47.1% of our credit portfolio consists of transactions with fixed interest rates and 46.6%52.9% of transactions with variable interest rates.

 

Indexation

Most of our portfolio is denominated in Brazilianreais. However, a portion of our portfolio is indexed to foreign currencies, primarily the U.S. dollar. The foreign currency portion of our portfolio consists of loans and financing for foreign trade and onlending operations. Our loans abroad represented 27.1%34.1%, 24.7%27.1% and 28.7%24.7% of our loan portfolio as of December 31, 2016, 2015 2014 and 2013,2014, respectively, see section Performance, item ConsolidatedComplete Financial Statements (IFRS), Note 36 – Management of financial risks – 5. Credit risk exposure.


Loan and lease operations by type

The following table sets out the distribution of our credit portfolio according to the type of loan and lease operations, as follows:

 

The Individuals portfolio consists primarily of credit cards, personal loans (primarily including consumer finance and overdrafts), vehicle financing and residential mortgage loans;
The Corporate portfolio consists primarily of loans made to large corporate clients;
The Small and Medium Businesses portfolio consists primarily of loans to small and medium-sized companies; and
The Foreign Loans – Latin America portfolio consists primarily of loans granted primarily to individuals by our operations in Argentina, Chile, Paraguay and Uruguay.

              (In millions of R$) 
              As of December 31, 
Loan and Lease Operations, by type(1) Loan  2015
Allowance
  Loan  2014
Allowance
  Loan  2013
Allowance
 
Individuals  187,220   14,717   185,953   13,385   167,431   13,853 
Credit card  58,542   4,141   59,321   3,740   53,149   2,952 
Personal loans  28,396   8,330   27,953   7,024   26,635   6,488 
Payroll loans  45,434   1,319   40,525   1,107   22,571   1,133 
Vehicles  20,058   874   29,047   1,469   40,584   3,245 
Mortgage loans  34,790   53   29,107   45   24,492   35 
Corporate  139,989   6,115   135,928   2,899   121,185   1,775 
Small and medium businesses  78,576   5,153   79,912   5,373   81,558   6,085 
Foreign loans Latin America  68,463   859   50,638   735   41,528   522 
Total loans and advances  474,248   26,844   452,431   22,392   411,702   22,235 

(1)We classify all loans and leases more than 60 days overdue as non-accrual loans and we discontinue accruing financial income related to them. The contractual amount of non-accrual loans were R$19,458 million, R$16,514 million and R$18,065 million as of December 31, 2015, 2014 and 2013, respectively. The total of renegotiated loans in the balance of non-accrual loans reflected herein was R$3,417, R$3,346 million, and R$4,627 million as of December 31,2015, 2014 and 2013, respectively. Non-accrual loans are presented herein in the appropriate category of loan and lease operations. The interest income foregone on our non-accrual loans net of allowance for loan losses for 2015, 2014 and 2013 was R$1,882 million, R$1,623 million and R$1,681 million, respectively.
The Individuals portfolio consists primarily of credit cards, personal loans (primarily including consumer finance and overdrafts), payroll loans, vehicle financing and residential mortgage loans;

 

Financial performance  A-123

The Corporate portfolio consists primarily of loans made to large corporate clients;

 

The Small and Medium Businesses portfolio consists primarily of loans to small and medium-sized companies; and

Annual Report2015
The Foreign Loans – Latin America portfolio consists primarily of loans granted primarily to individuals by our operations in Argentina, Chile, Paraguay and Uruguay.

  2016  2015  2014 
Loan and Lease Operations, by type (1) Loan  Allowance  Loan  Allowance  Loan  Allowance 
  (In millions of R$) 
Individuals  183,147   14,259   187,220   14,717   185,953   13,385 
Credit card  59,022   3,693   58,542   4,141   59,321   3,740 
Personal loans  25,813   7,756   28,396   8,330   27,953   7,024 
Payroll Loans  44,636   2,108   45,434   1,319   40,525   1,107 
Vehicles  15,434   644   20,058   874   29,047   1,469 
Mortgage loans  38,242   58   34,790   53   29,107   45 
Corporate  121,754   5,862   152,527   6,459   147,002   3,114 
Small and Medium Businesses  58,935   4,743   66,038   4,809   68,838   5,158 
Foreign Loans Latin America  126,530   2,108   68,463   859   50,638   735 
Total Loan operations and lease operations portfolio  490,366   26,972   474,248   26,844   452,431   22,392 

 

(1) We classify all loans and leases more than 60 days overdue as non-accrual loans and we discontinue accruing financial income related to them. The contractual amount of non-accrual loans were R$19,942 million, R$19,458 million and R$16,514 million as of December 31, 2016, 2015 and 2014, respectively. The total of renegotiated loans in the balance of non-accrual loans reflected herein was R$4,225 million, R$3,417 million and R$3,346 million as of December 31,2016, 2015 and 2014, respectively. Non-accrual loans are presented herein in the appropriate category of loan and lease operations. The interest income foregone on our non-accrual loans net of allowance for loan losses for 2016, 2015 and 2014 was R$2,017 million, R$1,882 million and R$1,623 million, respectively.

Loan and lease operations by maturity

 

The following table sets out the distribution of our credit portfolio by maturity, including non-overdue and overdue installments, according to the type of loan and lease:


Non-Overdue Installments 12/31/2016 
Type of loan and lease Due in 30 days or less  Due in 31-90 days  Due in 91-180 days  Due in 181-360 days  Due in one year to five
years
  Due after five years  Total Non-Overdue
Installments
 
  (In millions of R$) 
Individuals  29,843   22,919   16,934   18,401   55,700   30,254   174,051 
Credit card  23,093   16,972   9,185   4,237   199   -   53,686 
Personal loans  4,353   1,788   1,986   3,414   11,188   238   22,967 
Payroll loans  1,388   2,551   3,571   6,552   28,279   1,854   44,195 
Vehicles  705   1,236   1,693   3,113   8,290   20   15,057 
Mortgage loans  304   372   499   1,085   7,744   28,142   38,146 
Corporate  12,970   13,645   15,232   20,627   48,332   9,528   120,334 
Small and Medium Businesses  10,388   11,661   6,619   9,566   17,952   292   56,478 
Foreign Loans Latin America  14,144   14,743   11,903   13,641   40,798   27,431   122,660 
Total(1)  67,345   62,968   50,688   62,235   162,782   67,505   473,523 

 

                 (In millions of R$) 
Non-Overdue Installments                As of December 31, 2015 
Type of loan and lease Due in
30 days
or less
  Due in
31-90
days
  Due in
91-180
days
  Due in
181-360
days
  Due in
one year to
five years
  Due after
five years
  Total
Non-Overdue
Installments
 
Individuals  29,595   23,792   18,033   20,223   57,755   27,667   177,065 
Credit card  21,997   16,998   9,193   4,174   161   -   52,523 
Personal loans  4,909   2,115   2,314   4,060   11,777   168   25,343 
Payroll loans  1,392   2,591   3,651   6,692   28,781   1,936   45,043 
Vehicles  1,052   1,760   2,414   4,301   9,919   1   19,447 
Mortgage loans  245   328   461   996   7,117   25,562   34,709 
Corporate  15,551   15,506   14,688   20,316   58,874   13,451   138,386 
Small and medium businesses  13,482   14,450   9,305   13,103   24,961   571   75,872 
Foreign loans Latin America  8,599   7,673   8,045   7,370   19,313   16,329   67,329 
Total(1)  67,227   61,421   50,071   61,012   160,903   58,018   458,652 

(1) Includes R$9,085 million related to non-overdue installments of the non-accrual loans.

(1) Includes R$8,399 million related to non-overdue installments of the non-accrual loans.

 

                 (In millions of R$) 
Non-Overdue Installments                As of December 31, 2014 
Type of loan and lease Due in
30 days
or less
  Due in
31-90
days
  Due in
91-180
days
  Due in
181-360
days
  Due in
one year to
five years
  Due after
five years
  Total
Non-Overdue
Installments
 
Individuals  29,985   25,941   20,510   23,392   54,906   22,651   177,385 
Credit card  21,658   17,658   9,841   4,740   217   -   54,114 
Personal loans  5,137   3,074   3,488   5,346   8,749   18   25,812 
Payroll loans  1,259   2,328   3,290   6,082   25,614   1,744   40,317 
Vehicles  1,482   2,516   3,496   6,348   14,267   1   28,110 
Mortgage loans  449   365   395   876   6,059   20,888   29,032 
Corporate  13,397   18,397   13,604   19,167   57,446   12,634   134,645 
Small and medium businesses  11,018   16,891   9,835   13,802   25,564   440   77,550 
Foreign loans Latin America  7,494   5,703   5,394   5,388   14,055   11,743   49,777 
Total(1)  61,894   66,932   49,343   61,749   151,971   47,468   439,357 

(1) Includes R$7,533 million related to non-overdue installments of the non-accrual loans.
Non-Overdue Installments 12/31/2015 
Type of loan and lease Due in 30 days or less  Due in 31-90 days  Due in 91-180 days  Due in 181-360 days  Due in one year to five
years
  Due after five years  Total Non-Overdue
Installments
 
           (In millions of R$)          
Individuals  29,539   23,792   18,033   20,223   57,797   27,682   177,066 
Credit card  21,997   16,998   9,193   4,174   161   -   52,523 
Personal loans  4,924   2,115   2,314   4,060   11,766   164   25,343 
Payroll loans  1,395   2,591   3,651   6,692   28,779   1,935   45,043 
Vehicles  978   1,760   2,414   4,301   9,974   21   19,448 
Mortgage loans  245   328   461   996   7,117   25,562   34,709 
Corporate  16,696   17,094   16,745   22,944   63,454   13,711   150,644 
Small and Medium Businesses  12,121   12,862   7,248   10,475   20,539   368   63,613 
Foreign Loans Latin America  8,611   7,673   8,045   7,370   19,304   16,326   67,329 
Total(1)  66,967   61,421   50,071   61,012   161,094   58,087   458,652 

 

                 (In millions of R$) 
Non-Overdue Installments                As of December 31, 2013 
Type of loan and lease Due in
30 days
or less
  Due in
31-90
days
  Due in
91-180
days
  Due in
181-360
Days
  Due in
one year to
five years
  Due after
five years
  Total
Non-Overdue
Installments
 
Individuals  27,605   22,520   17,913   21,433   52,257   17,294   159,022 
Credit card  20,182   15,184   8,625   4,357   159   -   48,507 
Personal loans  4,553   2,760   2,757   4,565   10,032   12   24,679 
Payroll loans  730   1,203   1,725   3,217   15,534   24   22,433 
Vehicles  1,942   3,098   4,389   8,333   21,266   2   39,030 
Mortgage loans  198   275   417   961   5,266   17,256   24,373 
Corporate  11,279   15,958   12,132   19,411   47,900   13,555   120,235 
Small and medium businesses  12,700   15,230   9,456   14,082   26,798   431   78,697 
Foreign loans Latin America  5,438   4,792   4,129   4,665   9,942   11,791   40,757 
Total(1)  57,022   58,500   43,630   59,591   136,897   43,071   398,711 

(1) Includes R$8,399 million related to non-overdue installments of the non-accrual loans.

Non-Overdue Installments 12/31/2014 
Type of loan and lease Due in 30 days or less  Due in 31-90 days  Due in 91-180 days  Due in 181-360 days  Due in one year to five
years
  Due after five years  Total Non-Overdue
Installments
 
  (In millions of R$) 
Individuals  29,985   25,941   20,510   23,392   54,906   22,651   177,385 
Credit card  21,658   17,658   9,841   4,740   217   -   54,114 
Personal loans  5,137   3,074   3,488   5,346   8,749   18   25,812 
Payroll loans  1,259   2,328   3,290   6,082   25,614   1,744   40,317 
Vehicles  1,482   2,516   3,496   6,348   14,267   1   28,110 
Mortgage loans  449   365   395   876   6,059   20,888   29,032 
Corporate  14,481   20,141   15,446   21,392   61,447   12,710   145,617 
Small and Medium Businesses  9,934   15,147   7,993   11,577   21,563   364   66,578 
Foreign Loans Latin America  7,494   5,703   5,394   5,388   14,055   11,743   49,777 
Total(1)  61,894   66,932   49,343   61,749   151,971   47,468   439,357 

(1) Includes R$7,533 million related to non-overdue installments of the non-accrual loans.


Overdue Installments(1) 12/31/2016 
Type of loan and lease 01-30 days  31-60 days  61-90 days  91-180 days  181-360 days  One year or
more
  Total overdue
installments
  Total gross
loans
  Allowance for
loan losses
  Total net 
  (In millions of R$) 
Individuals  1,704   931   859   2,318   3,231   53   9,096   183,147   (14,259)  168,888 
Credit card  937   443   446   1,273   2,236   1   5,336   59,022   (3,693)  55,329 
Personal loans  514   352   319   846   800   15   2,846   25,813   (7,756)  18,057 
Payroll loans  71   53   48   116   123   30   441   44,636   (2,108)  42,528 
Vehicles  145   64   37   69   60   2   377   15,434   (644)  14,790 
Mortgage loans  37   19   9   14   12   5   96   38,242   (58)  38,184 
Corporate  484   238   201   161   315   21   1,420   121,754   (5,862)  115,892 
Small and Medium Businesses  481   301   223   619   799   34   2,457   58,935   (4,743)  54,192 
Foreign Loans Latin America  2,170   523   329   386   414   48   3,870   126,530   (2,108)  124,422 
Total(2)  4,839   1,993   1,612   3,484   4,759   156   16,843   490,366   (26,972)  463,394 

(1) Defined as loans and leases contractually past due as to payment of interest or principal.

(1) Includes R$9,045 million related to non-overdue installments of the non-accrual loans.

(2) Includes R$10,857 million related to overdue installments of the non-accrual loans.

 

Financial performance  A-124
Overdue Installments(1) 12/31/2015 
Type of loan and lease 01-30 days  31-60 days  61-90 days  91-180 days  181-360 days  One year or
more
  Total overdue
installments
  Total gross
loans
  Allowance for
loan losses
  Total net 
  (In millions of R$) 
Individuals  1,840   1,000   1,014   2,708   3,557   35   10,154   187,220   (14,717)  172,503 
Credit card  979   418   551   1,598   2,466   7   6,019   58,542   (4,141)  54,401 
Personal loans  540   406   347   876   875   9   3,053   28,396   (8,330)  20,066 
Payroll loans  72   51   44   103   105   16   391   45,434   (1,319)  44,115 
Vehicles  220   109   64   118   98   1   610   20,058   (874)  19,184 
Mortgage loans  29   16   8   13   13   2   81   34,790   (53)  34,737 
Corporate  825   130   125   560   238   5   1,883   152,527   (6,459)  146,068 
Small and Medium Businesses  557   314   267   623   647   17   2,425   66,038   (4,809)  61,229 
Foreign Loans Latin America  649   120   64   118   148   35   1,134   68,463   (859)  67,604 
Total(2)  3,871   1,564   1,470   4,009   4,590   92   15,596   474,248   (26,844)  447,404 

 

(1) Defined as loans and leases contractually past due as to payment of interest or principal.

(2) Includes R$11,059 million related to overdue installments of the non-accrual loans.

 

Annual Report2015

Overdue                         (In millions of R$) 
Installments(1)                         As of December 31, 2015 
Type of loan and lease 01-30
days
  31-60
days
  61-90
days
  91-180
days
  181-360
days
  One year
or more
  Total overdue
installments
  Total gross
loans
  Allowance for
loan losses
  Total
net
 
Individuals  1,840   1,000   1,014   2,708   3,557   36   10,155   187,220   (14,717)  172,503 
Credit card  979   418   551   1,598   2,466   7   6,019   58,542   (4,141)  54,401 
Personal loans  540   406   347   876   875   9   3,053   28,396   (8,330)  20,066 
Payroll loans  72   51   44   103   105   16   391   45,434   (1,319)  44,115 
Vehicles  220   109   64   118   98   2   611   20,058   (874)  19,184 
Mortgage loans  29   16   8   13   13   2   81   34,790   (53)  34,737 
Corporate  789   94   75   445   196   4   1,603   139,989   (6,115)  133,874 
Small and medium businesses  593   350   317   738   689   17   2,704   78,576   (5,153)  73,423 
Foreign loans Latin America  649   120   64   118   148   35   1,134   68,463   (859)  67,604 
Total(2)  3,871   1,564   1,470   4,009   4,590   92   15,596   474,248   (26,844)  447,404 

(1)Defined as loans and leases contractually past due as to payment of interest or principal.
(2) Includes R$11,059 million related to overdue installments of the non-accrual loans.

Overdue                         (In millions of R$) 
Installments(1)                         As of December 31, 2014 
Type of loan and lease 01-30
days
  31-60
days
  61-90
days
  91-180
days
  181-360
days
  One year
or more
  Total overdue
installments
  Total gross
loans
  Allowance for
loan losses
  Total
net
 
Individuals  1,843   910   791   1,980   2,973   71   8,568   185,953   (13,385)  172,568 
Credit card  990   467   422   1,166   2,114   48   5,207   59,321   (3,740)  55,581 
Personal loans  433   240   243   574   645   6   2,141   27,953   (7,024)  20,929 
Payroll loans  56   30   24   50   42   6   208   40,525   (1,107)  39,418 
Vehicles  333   161   95   179   161   8   937   29,047   (1,469)  27,578 
Mortgage loans  31   12   7   11   11   3   75   29,107   (45)  29,062 
Corporate  663   44   78   245   253   -   1,283   135,928   (2,899)  133,029 
Small and medium businesses  522   256   264   575   702   43   2,362   79,912   (5,373)  74,539 
Foreign loans Latin America  449   86   56   126   103   41   861   50,638   (735)  49,903 
Total(2)  3,477   1,296   1,189   2,926   4,031   155   13,074   452,431   (22,392)  430,039 

(1)Defined as loans and leases contractually past due as to payment of interest or principal.
(2) Includes R$8,981 million related to overdue installments of the non-accrual loans.

Overdue                         (In millions of R$) 
Installments(1)                         As of December 31, 2013 
Type of loan and lease 01-30
days
  31-60
days
  61-90
days
  91-180
days
  181-360
days
  One year
or more
  Total overdue
installments
  Total gross
loans
  Allowance for
loan losses
  Total
net
 
Individuals  1,875   849   781   1,993   2,820   91   8,409   167,431   (13,853)  153,578 
Credit card  932   344   375   1,114   1,841   36   4,642   53,149   (2,952)  50,197 
Personal loans  353   223   227   534   616   3   1,956   26,635   (6,488)  20,147 
Payroll loans  34   17   14   32   39   2   138   22,571   (1,133)  21,438 
Vehicles  481   252   158   302   314   47   1,554   40,584   (3,245)  37,339 
Mortgage loans  75   13   7   11   10   3   119   24,492   (35)  24,457 
Corporate  339   204   135   173   97   2   950   121,185   (1,775)  119,410 
Small and medium businesses  610   292   285   658   981   35   2,861   81,558   (6,085)  75,473 
Foreign loans Latin America  539   76   40   51   59   6   771   41,528   (522)  41,006 
Total(2)  3,363   1,421   1,241   2,875   3,957   134   12,991   411,702   (22,235)  389,467 

(1)Defined as loans and leases contractually past due as to payment of interest or principal.
(2) Includes R$9,020 million related to overdue installments of the non-accrual loans.

Financial performance  A-125

Overdue Installments(1) 12/31/2014 
Type of loan and lease 01-30 days  31-60 days  61-90 days  91-180 days  181-360 days  One year or
more
  Total overdue
installments
  Total gross
loans
  Allowance for
loan losses
  Total net 
  (In millions of R$) 
Individuals  1,844   910   791   1,980   2,972   71   8,568   185,953   (13,385)  172,568 
Credit card  990   467   422   1,166   2,114   48   5,207   59,321   (3,740)  55,581 
Personal loans  433   240   243   574   645   6   2,141   27,953   (7,024)  20,929 
Payroll loans  56   30   24   50   42   6   208   40,525   (1,107)  39,418 
Vehicles  333   161   95   179   161   8   937   29,047   (1,469)  27,578 
Mortgage loans  32   12   7   11   10   3   75   29,107   (45)  29,062 
Corporate  697   51   99   261   274   3   1,385   147,002   (3,114)  143,888 
Small and Medium Businesses  488   249   243   559   681   40   2,260   68,838   (5,158)  63,680 
Foreign Loans Latin America  449   86   56   126   103   41   861   50,638   (735)  49,903 
Total(2)  3,478   1,296   1,189   2,926   4,030   155   13,074   452,431   (22,392)  430,039 

 

(1) Defined as loans and leases contractually past due as to payment of interest or principal.

Annual Report2015

(2) Includes R$8,981 million related to overdue installments of the non-accrual loans.

 

Loan and Lease Operationslease operations by interest rate

The following table sets out the classification of our credit portfolio into fixed and variables rates, including non-overdue and overdue installments:

              (In millions of R$) 
              As of December 31, 2015 
Non-Overdue Installments Due in 30
days or less
  Due in
31-90 days
  Due in 91-180
days
  Due in 181-
360 days
  Due in one year to
five years
  Due after
five years
  Total Non-Overdue
Installments
 
Interest rate of loans to customers by maturity                            
Variable rates  17,424   23,010   19,880   24,869   79,466   53,658   218,307 
Fixed rates  49,803   38,411   30,191   36,143   81,437   4,360   240,345 
Total(1)  67,227   61,421   50,071   61,012   160,903   58,018   458,652 

(1) Includes R$8,399 million related to non-overdue installments of the non-accrual loans.

                 (In millions of R$) 
                 As of December 31, 2014 
Non-Overdue Installments(1) Due in 30
days or less
  Due in
31-90 days
  Due in 91-180
days
  Due in 181-
360 days
  Due in one year to
five years
  Due after
five years
  Total Non-Overdue
Installments
 
Interest rate of loans to customers by maturity                            
Variable rates  13,506   23,137   15,346   21,499   66,894   42,765   183,147 
Fixed rates  48,388   43,795   33,997   40,250   85,077   4,703   256,210 
Total(1)  61,894   66,932   49,343   61,749   151,971   47,468   439,357 

(1) Includes R$7,533 million related to non-overdue installments of the non-accrual loans.

                 (In millions of R$) 
                 As of December 31, 2013 
Non-Overdue Installments(1) Due in 30
days or less
  Due in
31-90 days
  Due in 91-180
days
  Due in 181-
360 days
  Due in one year to
five years
  Due after
five years
  Total Non-Overdue
Installments
 
Interest rate of loans to customers by maturity                            
Variable rates  11,263   19,553   12,867   22,402   55,621   40,443   162,149 
Fixed rates  45,759   38,947   30,763   37,189   81,276   2,628   236,562 
Total(1)  57,022   58,500   43,630   59,591   136,897   43,071   398,711 

(1) Includes R$9,045 million related to non-overdue installments of the non-accrual loans.

                    (In millions of R$) 
                    As of December 31, 2015 
Overdue Installments(1) 01-30
days
  31-60
days
  61-90
days
  91-180
days
  181-360
days
  One year
or more
  Total overdue
installments
  Total
gross loans
 
Interest rate of loans to customers by maturity                                
Variable rates  1,166   240   156   531   347   39   2,479   220,786 
Fixed rates  2,705   1,324   1,314   3,478   4,243   53   13,117   253,462 
Total(2)  3,871   1,564   1,470   4,009   4,590   92   15,596   474,248 

(1) Defined as loans and leases contractually past due as to payment of interest or principal.
(2)Includes R$11,059 million related to overdue installments of the non-accrual loans.

                    (In millions of R$) 
                    As of December 31, 2014 
Overdue Installments(1) 01-30
days
  31-60
days
  61-90
days
  91-180
days
  181-360
days
  One year
or more
  Total overdue
installments
  Total
gross loans
 
Interest rate of loans to customers by maturity                                
Variable rates  972   146   164   375   324   44   2,025   185,172 
Fixed rates  2,505   1,150   1,025   2,551   3,707   111   11,049   267,259 
Total(2)  3,477   1,296   1,189   2,926   4,031   155   13,074   452,431 

(1)Defined as loans and leases contractually past due as to payment of interest or principal.
(2) Includes R$8,981 million related to overdue installments of the non-accrual loans.

                    (In millions of R$) 
                    As of December 31, 2013 
Overdue Installments(1) 01-30
days
  31-60
days
  61-90
days
  91-180
days
  181-360
days
  One year
or more
  Total overdue
installments
  Total
gross loans
 
Interest rate of loans to customers by maturity                                
Variable rates  755   195   165   258   185   12   1,570   163,717 
Fixed rates  2,608   1,226   1,076   2,617   3,772   122   11,421   247,985 
Total(2)  3,363   1,421   1,241   2,875   3,957   134   12,991   411,702 

(1)Defined as loans and leases contractually past due as to payment of interest or principal.
(2) Includes R$9,020 million related to overdue installments of the non-accrual loans.

Financial performance  A-126

  12/31/2016 
Non-Overdue Installments Due in 30 days
or less
  Due in 31-90
days
  Due in 91-180
days
  Due in 181-360
days
  Due in one
year to five
years
  Due after five
years
  Total Non-
Overdue
Installments
 
  (In millions of R$) 
Interest rate of loans to customers by maturity                            
Variable rates  21,082   28,062   22,294   28,525   90,341   64,232   254,536 
Fixed rates  46,263   34,906   28,394   33,710   72,441   3,273   218,987 
Total (1)  67,345   62,968   50,688   62,235   162,782   67,505   473,523 

 

(1) Includes R$9,085 million related to non-overdue installments of the non-accrual loans.

Annual Report2015

  12/31/2015 
Non-Overdue Installments Due in 30 days
or less
  Due in 31-90
days
  Due in 91-180
days
  Due in 181-360
days
  Due in one
year to five
years
  Due after five
years
  Total Non-
Overdue
Installments
 
  (In millions of R$) 
Interest rate of loans to customers by maturity                            
Variable rates  17,424   23,010   19,880   24,869   79,466   53,659   218,308 
Fixed rates  49,543   38,411   30,191   36,143   81,628   4,428   240,344 
Total (1)  66,967   61,421   50,071   61,012   161,094   58,087   458,652 

 

(1) Includes R$8,399 million related to non-overdue installments of the non-accrual loans.

  12/31/2014 
Non-Overdue Installments Due in 30 days
or less
  Due in 31-90
days
  Due in 91-180
days
  Due in 181-360
days
  Due in one
year to five
years
  Due after five
years
  Total Non-
Overdue
Installments
 
  (In millions of R$) 
Interest rate of loans to customers by maturity                            
Variable rates  13,506   23,137   15,346   21,499   66,894   42,765   183,147 
Fixed rates  48,388   43,795   33,997   40,250   85,077   4,703   256,210 
Total (1)  61,894   66,932   49,343   61,749   151,971   47,468   439,357 

(1) Includes R$7,533 million related to non-overdue installments of the non-accrual loans.

  12/31/2016 
Overdue Installments (1) 01-30 days  31-60 days  61-90 days  91-180 days  181-360 days  One year or
more
  Total overdue
installments
  Total gross
loans
 
  (In millions of R$) 
Interest rate of loans to customers by maturity                                
Variable rates  2,513   795   512   506   686   76   5,088   259,624 
Fixed rates  2,326   1,198   1,100   2,978   4,073   80   11,755   230,742 
Total (2)  4,839   1,993   1,612   3,484   4,759   156   16,843   490,366 

(1) Defined as loans and leases contractually past due as to payment of interest or principal.

(2) Includes R$10,857 million related to overdue installments of the non-accrual loans.

  12/31/2015 
Overdue Installments (1) 01-30 days  31-60 days  61-90 days  91-180 days  181-360 days  One year or
more
  Total overdue
installments
  Total gross
loans
 
  (In millions of R$) 
Interest rate of loans to customers by maturity                                
Variable rates  1,166   240   156   531   347   39   2,479   220,786 
Fixed rates  2,705   1,324   1,314   3,478   4,243   53   13,117   253,462 
Total (2)  3,871   1,564   1,470   4,009   4,590   92   15,596   474,248 

(1) Defined as loans and leases contractually past due as to payment of interest or principal.

(2) Includes R$11,059 million related to overdue installments of the non-accrual loans.

  12/31/2014 
Overdue Installments (1) 01-30 days  31-60 days  61-90 days  91-180 days  181-360 days  One year or
more
  Total overdue
installments
  Total gross
loans
 
  (In millions of R$) 
Interest rate of loans to customers by maturity                                
Variable rates  972   146   164   375   324   44   2,025   185,172 
Fixed rates  2,506   1,150   1,025   2,551   3,706   111   11,049   267,259 
Total (2)  3,478   1,296   1,189   2,926   4,030   155   13,074   452,431 

(1) Defined as loans and leases contractually past due as to payment of interest or principal.

(2) Includes R$8,981 million related to overdue installments of the non-accrual loans.

Loan and Lease Operationslease operations by economic activity

The following table sets out the composition of our credit portfolio, including non-accrual loan operations, by economic activity of the borrower:

   (In millions of R$, except percentages) 
      As of December 31, 
 2015 2014 2013  12/31/2016  12/31/2015  12/31/2014 
Economic Activities Loan portfolio  % of Loan
portfolio
  Loan portfolio  % of Loan
portfolio
  Loan portfolio  % of Loan
portfolio
  Loan
portfolio
  % of Loan
portfolio
  Loan
portfolio
  % of Loan
portfolio
  Loan
portfolio
  % of Loan
portfolio
 
 (In millions of R$, except percentages)
Public sector  3,182   0.7   4,389   1.0   3,981   1.0   3,051   0.6   3,182   0.7   4,389   1.0 
Industry and commerce  125,386   26.5   116,506   25.7   115,025   27.8   112,067   22.8   125,386   26.5   116,506   25.7 
Services  104,226   22.0   99,855   22.1   87,103   21.2   118,102   24.1   104,226   22.0   99,855   22.1 
Primary sector  25,306   5.3   23,345   5.2   20,492   5.0 
Natural resources  24,362   5.0   25,306   5.3   23,345   5.2 
Individuals  213,622   45.0   206,094   45.5   183,548   44.6   229,945   46.9   213,622   45.0   206,094   45.5 
Other sectors  2,526   0.5   2,242   0.5   1,553   0.4   2,839   0.6   2,526   0.5   2,242   0.5 
Total  474,248   100.0   452,431   100.0   411,702   100.0   490,366   100.0   474,248   100.0   452,431   100.0 

 

On December 31, 2015,2016, there was no concentration of loan and lease operations exceeding 10% of the total portfolio that had not been disclosed in a category of loan and losses.

 

Loan and Lease Operationslease operations by concentration

 

The following table presents the composition of our credit portfolio by concentration with respect to the amounts owed by the debtors:

 

     (In millions of R$, except percentages) 
     As of December 31, 
  2015  2014  2013 
Concentration Loan portfolio  % of Loan
portfolio
  Loan portfolio  % of Loan
portfolio
  Loan portfolio  % of Loan
portfolio
 
Largest debtor  4,615   1.0   4,032   0.9   4,358   1.1 
10 largest debtors  27,173   5.7   23,646   5.2   19,778   4.8 
20 largest debtors  40,831   8.6   35,325   7.8   29,935   7.3 
50 largest debtors  63,797   13.5   58,180   12.9   50,131   12.2 
100 largest debtors  85,167   18.0   79,617   17.6   69,210   16.8 

Financial performance  A-127

  12/31/2016  12/31/2015  12/31/2014 
  Loan  % of Loan  Loan  % of Loan  Loan  % of Loan 
Concentration portfolio  portfolio  portfolio  portfolio  portfolio  portfolio 
  (In millions of R$, except percentages) 
Largest debtor  3,543   0.7   4,615   1.0   4,032   0.9 
10 largest debtors  21,609   4.4   27,173   5.7   23,646   5.2 
20 largest debtors  32,720   6.7   40,831   8.6   35,325   7.8 
50 largest debtors  52,992   10.8   63,797   13.5   58,180   12.9 
100 largest debtors  72,441   14.8   85,167   18.0   79,617   17.6 

 

Annual Report2015

Rating of the Loanloan and Lease Portfolio lease portfolio

The following table presents the rating of our loan and lease portfolio based on the probability of default for the periods indicated below.


  12/31/2016 
Internal Rating Loans neither overdue nor
impaired
  Loans overdue not
impaired (1)
  Loans impaired  Total loans 
  (In millions of R$, except percentages) 
Lower Risk  363,954   5,543   -   369,497 
Satisfactory  62,883   6,904   -   69,787 
Higher Risk  13,767   6,998   -   20,765 
Impaired (2)  -   -   30,317   30,317 
Total  440,604   19,445   30,317   490,366 
%  89.8   4.0   6.2   100.0 

 

   (In millions of R$, except percentages) 
      As of December 31, 2015  12/31/2015
Internal Rating Loans neither
overdue nor impaired
  Loans overdue
not impaired(1)
  Loans impaired  Total loans  Loans neither overdue nor
impaired
  Loans overdue not
impaired (1)
  Loans impaired  Total loans 
Lower risk  340,368   3,838   -   344,206 
 (In millions of R$, except percentages) 
Lower Risk  340,368   3,838   -   344,206 
Satisfactory  76,940   6,489   -   83,429   76,940   6,489   -   83,429 
Higher risk  12,609   6,847   -   19,456 
Higher Risk  12,609   6,847   -   19,456 
Impaired(2)  -   -   27,157   27,157   -   -   27,157   27,157 
Total  429,917   17,174   27,157   474,248   429,917   17,174   27,157   474,248 
%  90.7   3.6   5.7   100.0   90.7   3.6   5.7   100.0 

 

   (In millions of R$, except percentages) 
      As of December 31, 2014  12/31/2014
Internal Rating Loans neither
overdue nor impaired
  Loans overdue
not impaired(1)
  Loans impaired  Total loans  Loans neither overdue nor
impaired
  Loans overdue not
impaired (1)
  Loans impaired  Total loans 
Lower risk  324,908   4,042   -   328,950 
 (In millions of R$, except percentages) 
Lower Risk  324,908   4,042   -   328,950 
Satisfactory  81,994   6,989   -   88,983   81,994   6,989   -   88,983 
Higher risk  11,439   5,853   -   17,292 
Higher Risk  11,439   5,853   -   17,292 
Impaired(2)  -   -   17,206   17,206   -   -   17,206   17,206 
Total  418,341   16,884   17,206   452,431   418,341   16,884   17,206   452,431 
%  92.5   3.7   3.8   100.0   92.5   3.7   3.8   100.0 

 

        (In millions of R$, except percentages) 
        As of December 31, 2013 
Internal Rating Loans neither
overdue nor impaired
  Loans overdue
not impaired(1)
  Loans impaired  Total loans 
Lower risk  300,816   4,354   -   305,170 
Satisfactory  64,722   7,676   -   72,398 
Higher risk  11,273   6,556   -   17,829 
Impaired(2)  -   -   16,305   16,305 
Total  376,811   18,586   16,305   411,702 
%  91.5   4.5   4.0   100.0 

(1) The operations classified as Loans Overdue Not Impaired are past due between 1 day and 90 days and the balance is the total of outstanding principal amount (Overdue and Non-Overdue).

(1)The operations classified as Loans Overdue Not Impaired are past due between 1 day and 90 days and the balance is the total of outstanding principal amount (Overdue and Non-Overdue).
(2) We consider loans as impaired when (i) corporate transactions have a probability of default higher than 31.84%; (ii) transactions are overdue for more than 90 days; or (iii) renegotiated transactions are overdue for more than 60 days.

(2) We consider loans as impaired when (i) corporate transactions have a probability of default higher than 31.84%; (ii) transactions are overdue for more than 90 days; or (iii) renegotiated transactions are overdue for more than 60 days.

 

The credit rating in corporate transactions is based on information such as the economic and financial condition of the counterparty, its cash-generating capabilities, the economic group to which it belongs, the current and prospective situation of the economic sector in which it operates, the collateral offered and the use of proceeds. The credit proposals are analyzed on a case by case basis, through an approval-level mechanism reporting to the Superior Credit Committee.

 

Regarding retail transactions (individuals,(those involving individuals, small and middle-market companies) the rating is assigned based on the corresponding loan application and behavior score statistical models. Decisions are made based on scoring models that are continuously updated by an independent unit. In limited instances, there may also be an individualized analysis of specific cases where approval is subject to competenthigher credit approval levels. The risk ratings are grouped in four categories: (i) lower risk, (ii) satisfactory, (iii) higher risk and (iv) impaired. Please refer to section Performance, item Financial Performanceperformance – Allowance for Loanloan and Lease Losses,lease losses, for further details on the individual and collective analyses.

 

Non-accrual Loans loans

We consider all loans overdue for 60 days or more as non-accrual loans and, accordingly, cease the accrual of financial charges on such loans.

 

Write-offs

 

Loans and leases are written off against the allowance for loan and lease losses when the loan is not collected or is considered permanently

Financial performance  A-128

Annual Report2015

impaired. We typically write off loans when they are overdue for 360 days, except for loans having an original maturity in excess of 36 months, which are written off when they are overdue for 540 days. However, write-offs may be recognized earlier than 360 days if we conclude that the loan is not recoverable.

 

Please refer to section Performance, item Assets – Loan and Lease Operationslease operations – Renegotiated Loansloans for further details.

 

Information on the Qualityquality of Loansloans and Leases leases

The following table below shows our non-accrual loans together with certain asset quality ratios.

     (In millions of R$, except percentages) 
        As of December 31,  12/31/2016  12/31/2015  12/31/2014  12/31/2013  12/31/2012 
 2015 2014 2013 2012 2011  (In millions of R$, except percentages) 
Non-accrual loans  19,458   16,514   18,065   20,791   20,439   19,942   19,458   16,514   18,065   20,791 
Allowance for loan losses  26,844   22,392   22,235   25,713   23,873   26,972   26,844   22,392   22,235   25,713 
Total loans and leases operations portfolio  474,248   452,431   411,702   366,984   346,264   490,366   474,248   452,431   411,702   366,984 
Non-accrual loans as a percentage of total loans (%)  4.1   3.7   4.4   5.7   5.9   4.1   4.1   3.7   4.4   5.7 
Allowance for loan losses as a percentage of total loans (%)  5.7   4.9   5.4   7.0   6.9   5.5   5.7   4.9   5.4   7.0 
Allowance for loan losses as a percentage of non-accrual loans (%)  138.0   135.6   123.1   123.7   116.8   135.3   138.0   135.6   123.1   123.7 

 

Assessment

We first assess whether there is objective evidence of loss individually allocated to individually significant loans or collectively allocated to loans that are not individually significant.

 

To determine the amount of the allowance for individually significant loans with objective evidence of impairment, we use methodologies that consider both the client quality and the nature of the financing, including its collateral, to estimate the cash flow expected from these loans.

 

If there is no objective evidence of loss for an individually assessed loan, whether significant or not, the loan is included in a group of loans with similar credit risk characteristics which are then collectively tested for impairment. Individually assessed loans for which an impairment loss is recognized are not included in the collective assessment. The amount of loss is measured as the difference between the carrying amount of the asset and the present value of the estimated future cash flows (excluding future loan losses that have not been incurred), discounted at the financial asset’s effective interest rate.

 

For collectively assessed loans, the calculation of the present value of the estimated future cash flows, for which collateral is received, reflects the historical performance and recovery of the fair value, considering the cash flows that may arise from the performances less costs for obtaining and selling that collateral.

 

For the purpose of collectively assessing impairment, loans are aggregated based on similar credit risk characteristics. These characteristics are relevant to estimate the future cash flows of these loans since they may be an indicator of the difficulty of the debtor in paying the amounts due, in accordance with the contractual conditions of the loan that is being assessed. The future cash flows of a group of loans that are collectively assessed in order to identify the need for recognizing an impairment are estimated based on the contractual cash flows of the group of loans and the historical experience of loss for loans with similar credit risk characteristics. The historical loss experience is adjusted, based on current observable data, to reflect the effects of current conditions that have not impacted the period on which the historical loss experience is based and to exclude the effects of conditions in the historical period that are not currently in place.

 

For individually significant loans with no objective evidence of impairment, such loans are classified into certain credit ratings based on several qualitative and quantitative factors applied to internally developed models. Considering the size and the different risk characteristics of each credit agreement, the ratings determined under internal models may be reviewed and modified by our Credit Committee, the members of which are executives and experts in corporate credit risk. We estimate the losses inherent in every rating, using the approach internally developed to low-default portfolios, which uses our historical experience to design internal models that are used to estimate the probability of default and the potential for recovery of non-performing loans.

 

To determine the amount of the allowance for items that are not individually significant, loans are segregated into classes based on the underlying risks and the characteristics of each group. The allowance for loan and lease losses is determined for each of these classes through a process that considers the historical delinquency and the loan loss experience in the lastprior years.

 

Financial performance  A-129

Annual Report2015

Allocation of the Allowanceallowance for Loanloan and Lease Losseslease losses

 

The following table below presents the details, by segment and class, as defined in the segmentation of our portfolio, of the allowance for loan and lease losses, of this allowance as a percentage of the total loan and lease losses for the corresponding segment or class, and the percentage of the total loan and leases in each segment and class in relation to the total loans and leases.

 

           (In millions of R$, except percentages) 
  December 31, 
  2015  2014  2013  2012  2011 
  Allocated
allowance
  Allocated
allowance
as a % of
total loans
and leases
  Loans
category
as a % of
total loans
  Allocated
allowance
  Allocated
allowance
as a % of
total loans
and leases
  Loans
category
as a % of
total loans
  Allocated
allowance
  Allocated
allowance
as a % of
total loans
and leases
  Loans
category
as a % of
total loans
  Allocated
allowance
  Allocated
allowance
as a % of
total loans
and leases
  Loans
category
as a % of
total loans
  Allocated
allowance
  Allocated
allowance
as a % of
total loans
and leases
  Loans
category
as a % of
total loans
 
Individuals  14,717   3.1   39.5   13,385   3.0   41.1   13,853   3.4   40.7   14,844   4.0   41.1   13,684   4.0   43.1 
Credit card  4,141   0.9   12.4   3,740   0.8   13.1   2,952   0.7   12.9   2,863   0.8   11.0   3,825   1.1   11.3 
Personal loans  8,330   1.7   6.0   7,024   1.6   6.2   6,488   1.6   6.5   6,841   1.9   7.3   4,842   1.4   7.5 
Payroll loans  1,319   0.3   9.6   1,107   0.2   9.0   1,133   0.3   5.5   867   0.2   3.7   556   0.2   2.9 
Vehicles  874   0.2   4.2   1,469   0.3   6.4   3,245   0.8   9.9   4,227   1.2   14.1   4,415   1.3   17.5 
Mortgage loans  53   -   7.3   45   -   6.4   35   -   5.9   46   -   5.0   46   -   4.0 
Corporate  6,115   1.3   29.5   2,899   0.6   30.0   1,775   0.4   29.4   1,356   0.4   27.3   703   0.2   26.6 
Small and medium businesses  5,153   1.1   16.6   5,373   1.2   17.7   6,085   1.5   19.8   9,091   2.5   23.2   9,197   2.7   24.7 
Foreign loans Latin America  859   0.2   14.4   735   0.2   11.2   522   0.1   10.1   422   0.1   8.4   289   0.1   5.6 
Total  26,844   5.7   100.0   22,392   4.9   100.0   22,235   5.4   100.0   25,713   7.0   100.0   23,873   6.9   100.0 

  12/31/2016  12/31/2015  12/31/2014  12/31/2013  12/31/2012 
  Allocated
allowance
  Allocated
allowance as a
% of total loans
and leases
  Loans category
as a % of total
loans
  Allocated
allowance
  Allocated
allowance as a
% of total loans
and leases
  Loans category
as a % of total
loans
  Allocated
allowance
  Allocated
allowance as a
% of total loans
and leases
  Loans category
as a % of total
loans
  Allocated
allowance
  Allocated
allowance as a
% of total loans
and leases
  Loans category
as a % of total
loans
  Allocated
allowance
  Allocated
allowance as a
% of total loans
and leases
  Loans category
as a % of total
loans
 
  (In millions of R$, except percentages) 
Individuals  14,259   2.9   37.3   14,717   3.1   39.5   13,385   3.0   41.1   13,853   3.4   40.7   14,844   4.1   41.1 
Credit card  3,693   0.8   12.0   4,141   0.9   12.4   3,740   0.8   13.1   2,952   0.7   12.9   2,863   0.8   11.0 
Personal loans  7,756   1.6   5.3   8,330   1.7   6.0   7,024   1.6   6.2   6,488   1.6   6.5   6,841   1.9   7.3 
Payroll loans  2,108   0.4   9.1   1,319   0.3   9.6   1,107   0.2   9.0   1,133   0.3   5.5   867   0.2   3.7 
Vehicles  644   0.1   3.1   874   0.2   4.2   1,469   0.3   6.4   3,245   0.8   9.9   4,227   1.2   14.1 
Mortgage loans  58   -   7.8   53   -   7.3   45   -   6.4   35   -   5.9   46   -   5.0 
Corporate  5,862   1.2   24.8   6,459   1.4   32.2   3,114   0.7   32.5   2,006   0.5   31.6   1,594   0.4   29.6 
Small and Medium Businesses  4,743   1.0   12.1   4,809   1.0   13.9   5,158   1.1   15.2   5,854   1.4   17.6   8,853   2.4   20.9 
Foreign Loans Latin America  2,108   0.4   25.8   859   0.2   14.4   735   0.2   11.2   522   0.1   10.1   422   0.1   8.4 
Total  26,972   5.5   100.0   26,844   5.7   100.0   22,392   4.9   100.0   22,235   5.4   100.0   25,713   7.0   100.0 

Renegotiated loans

 

Renegotiated Loans

  Year Ended December 31, 
  2016  2015  2014  2013  2012 
  (In millions of R$, except percentages) 
Renegotiated loans (1)  16,398   14,932   11,572   12,880   14,519 
Allowance for loan and lease losses  7,341   6,991   5,459   6,284   6,767 
Allowance for loan and lease losses/renegotiated loans (%)  44.8   46.8   47.2   48.8   46.6 

 

        (In millions of R$, except percentages) 
           Year Ended December 31, 
  2015  2014  2013  2012  2011 
Renegotiated loans(1)  14,932   11,572   12,880   14,519   11,844 
Allowance for loan and lease losses  6,991   5,459   6,284   6,767   5,355 
Allowance for loan and lease losses/renegotiated loans (%)  46.8   47.2   48.8   46.6   45.2 

(1) Includes debt consolidation, deferment or any other arrangement that modifies the periods or conditions, of operations originally overdue.

(1) Includes debt consolidation deferment or any other arrangement that modifies the periods or conditions of operations originally overdue. Renegotiated loans overdue 30 days.

 

Renegotiated loans include both loans for which the corresponding credit agreement’s original terms were amended (agreements)(amendments) and new loans originated in order to settle contracts or transactions with the same client (restructured loans), which were originally past due. Amendments and restructured loans usually reflect changes in contract terms, rates or payment conditions.

In almost all cases for loan products, renegotiated loans require that at least one payment be made under the renegotiated terms in order for it to be removed from the non-performing and non-accrual status. Renegotiated loans return to non-performing and non-accrual status when they reach 60 days past due under the renegotiated terms, which typically corresponds to the borrower missing two or more payments.

 

The fact that a loan or lease has been renegotiated is also taken into consideration when determining the allowance for loan and lease losses after the renegotiation. The past performance and the payment history of the client and the transaction, including the probability of another default for renegotiated transactions, are considered in our risk models in order to determine the probability of default. This probability of default is generally higher than the probability assigned to similar transactions that have never been renegotiated. Another factor considered in determining the appropriate level of the allowance for loan and lease losses is the additional collateral to be offered by the debtor. The resulting allowance levels are compatible with the risk profile of each transaction.

 

Financial performance  A-130

Our renegotiated loan portfolio increased to 3.3% of our total loan portfolio as of December 31, 2016, compared to 3.1% as of December 31, 2015. At the end of 2016, the ratio of the renegotiated portfolio to the allowance for loan and lease losses was 44.8% compared to 46.8% as of December 31, 2015. This portfolio increased in 2016 due to the deteriorating macroeconomic scenario, mainly in Brazil, specifically in the corporate segment, and small and medium business segment as shown below in the table “Renegotiated loan and lease operations” where a breakdown by segment is presented.

 

Annual Report2015

Our renegotiated loan portfolio increased to 3.1% of our total loan portfolio as of December 31, 2015, compared to 2.6% as of December 31, 2014. At the end of 2015, the ratio of the renegotiated portfolio to the allowance for loan and lease losses was 46.8% compared to 47.2% as of December 31, 2014. This portfolio increased in 2015 due to the worseningdeteriorating macroeconomic scenario, mainly in Brazil, specifically in the corporate segment, corporate, as shown below in the table “Renegotiated loan and lease operations” where a breakdown by segment is presented.

 

Our renegotiated loan portfolio decreased to 2.6% of our total loan portfolio as of December 31, 2014, compared to 3.1% as of December 31, 2013. At the end of 2014, the ratio of the renegotiated portfolio to the allowance for loan and lease losses was 47.2% compared to 48.8% as of December 31, 2013. Throughout 2014, the allowance for loan and lease losses followed the evolution of the "mix" of portfolio credit risk in the renegotiated loan portfolio.

 

Our renegotiated loan portfolio decreased to 3.1% of our total loan portfolio as of December 31, 2013, compared to 4.0% as of December 31, 2012. At the end of 2013, the ratio of the renegotiated portfolio to the allowance for loan and lease losses was 48.8% compared to 46.6% as of December 31, 2012. Throughout the year 2013, the allowance for loan and lease losses followed the evolution of the "mix" of portfolio credit risk in the renegotiated loan portfolio.

 

Our renegotiated loan portfolio increased to 4.0% of our total loan portfolio as of December 31, 2012, compared to 3.4% as of December 31, 2011. At2012.At the end of 2012, the ratio of the renegotiated portfolio to the allowance for loan and lease losses was 46.6% compared to 45.2% as of December 31, 2011.. This ratio increased in 2012 mainly because of an increase in the redefaulted renegotiated loans in default to total renegotiated loans ratio, from 29.8% as of December 31, 2011 compared to 35.4% as of December 31, 2012.ratio.

 

Since 2013, we maintained our policy for the recovery of overdue loans, including loans already written off as losses, and to reduce losses, we enhanced our collection and recovery initiatives. However, we still require that at least one installment is paid to consider the renegotiation to be valid and to treat it as a renegotiated agreement. We also adopted a policy of stricter selectivity in origination of loans, which led to lower levels of delinquency and a decreased volume of renegotiated loans.

 

During 2012, the Brazilian economy experienced an increase in the default levels for individuals, mainly with respect to vehicle financing and personal loan portfolios. As one of the largest banks in Brazil, our loan portfolio was impacted by this increase in defaults. In order to increase the recovery of overdue loans, including loans already written off as losses, and to reduce losses, we enhanced our collection and recovery initiatives. However, we require that at least one installment is paid to consider the renegotiation to be valid and to treat it as a renegotiated agreement.

 

The total amount of each type of renegotiated loan as of December 31, 2016, 2015 2014 and 20132014 is shown in the tables below.


  As of December 31, 2016 
Type of Loan Total Renegotiated
Loans
  Total Allowance for
Loan Losses
  Allowance for Loan
Losses/
Renegotiated Loans
(%)
  Total Redefaulted
Renegotiated Loans
(1)
  Redefaulted
Renegotiated Loans
(%)
 
  (In millions of R$, except percentages) 
Restructured Loans  14,405   6,740   46.8   3,930   27.3 
Agreements  1,993   601   30.2   295   14.8 
Total  16,398   7,341   44.8   4,225   25.8 

 

        (In millions of R$, except percentages) 
           As of December 31,2015 
Type of Loan Total
Renegotiated
Loans
  Total Allowance
for Loan Losses
  Allowance
for Loan Losses/
Renegotiated
Loans (%)
  Total
Redefaulted
Renegotiated
Loans(1)
  Redefaulted
Renegotiated
Loans (%)
 
Restructured loans  11,985   5,508   46.0   3,077   25.7 
Agreements  2,947   1,483   50.3   340   11.5 
Total  14,932   6,991   46.8   3,417   22.9 

(1) Our redefaulted renegotiated loans are renegotiated transactions 60 days or more overdue.

 

        (In millions of R$, except percentages) 
           As of December 31, 2014 
Type of Loan Total
Renegotiated
Loans
  Total Allowance
for Loan Losses
  Allowance
for Loan Losses/
Renegotiated
Loans (%)
  Total
Redefaulted
Renegotiated
Loans(1)
  Redefaulted
Renegotiated
Loans (%)
 
Restructured loans  10,284   5,051   49.1   2,744   26.7 
Agreements  1,288   408   31.7   602   46.7 
Total  11,572   5,459   47.2   3,346   28.9 

  As of December 31, 2015 
Type of Loan Total Renegotiated
Loans
  Total Allowance for
Loan Losses
  Allowance for Loan
Losses/
Renegotiated Loans  
(%)
  Total Redefaulted
Renegotiated Loans
(1)
  Redefaulted
Renegotiated Loans (%)
 
  (In millions of R$, except percentages) 
Restructured Loans  11,985   5,508   46.0   3,077   25.7 
Agreements  2,947   1,483   50.3   340   11.5 
Total  14,932   6,991   46.8   3,417   22.9 

(1) Our redefaulted renegotiated loans are renegotiated transactions 60 days or more overdue.

 

        (In millions of R$, except percentages) 
           As of December 31, 2013 
Type of Loan Total
Renegotiated
Loans
  Total Allowance
for Loan Losses
  Allowance
for Loan Losses/
Renegotiated
Loans (%)
  Total
Redefaulted
Renegotiated
Loans(1)
  Redefaulted
Renegotiated
Loans (%)
 
Restructured loans  10,325   5,064   49.0   3,072   29.8 
Agreements  2,555   1,220   47.7   1,555   60.9 
Total  12,880   6,284   48.8   4,627   35.9 

  As of December 31, 2014 
Type of Loan Total Renegotiated
Loans
  Total Allowance for
Loan Losses
  Allowance for Loan
Losses/
Renegotiated Loans
(%)
  Total Redefaulted
Renegotiated Loans
(1)
  Redefaulted
Renegotiated Loans
(%)
 
  (In millions of R$, except percentages) 
Restructured Loans  10,284   5,051   49.1   2,744   26.7 
Agreements  1,288   408   31.7   602   46.7 
Total  11,572   5,459   47.2   3,346   28.9 

(1) Our redefaulted renegotiated loans are renegotiated transactions 60 days or more overdue.

Financial performance  A-131

Annual Report2015

 

The tables below present an additional breakdown of renegotiated loans by portfolio, in segments and types, based on the type of modification, as of December 31, 2016, 2015 2014 and 2013:2014:


  As of December 31, 2016 
  Payment  Multiple  Multiple    
Renegotiated loan and lease operations extension (1)  concessions (2)  modifications (3)  Total 
  (In millions of R$) 
Individuals  138   2,470   5,209   7,817 
Credit card  -   333   -   333 
Personal loans  -   1,964   5,209   7,173 
Payroll loans  -   173   -   173 
Vehicles  68   -   -   68 
Mortgage loans  70   -   -   70 
Corporate  -   -   2,908   2,908 
Small and medium businesses  34   2,102   2,201   4,337 
Foreign loans - Latin America  188   1,148   -   1,336 
Total renegotiated loan and lease operations  360   5,720   10,318   16,398 

 

        (In millions of R$) 
        As of December 31, 2015 
Renegotiated loan and lease operations Payment extension(1)  Multiple concessions(2)  Multiple modifications(3)  Total 
Individuals  213   2,457   5,123   7,793 
Credit card  -   356   -   356 
Personal loans  -   1,965   5,123   7,088 
Payroll loans  -   136   -   136 
Vehicles  163   -   -   163 
Mortgage loans  50   -   -   50 
Corporate  -   -   3,181   3,181 
Small and medium businesses  53   2,348   1,357   3,758 
Foreign loans – Latin America  -   200   -   200 
Total renegotiated loan and lease operations  266   5,005   9,661   14,932 

(1) Represents loan and lease transactions subject to an amendment of contractual terms relating exclusively to payment due dates.

(1) Represents loan and lease transactions subject to an amendment of contractual terms relating exclusively to payment due dates.
(2)Represents multiple loan and lease transactions which have been restructured, i.e., all such outstanding transactions are terminated and a single new transaction consolidating the terminated loan and lease transactions is entered into.
(3)Represents individual loan and lease transactions entered into with a customer that are renegotiated for an amendment of the original contractual terms, which may include amendment of interest rates, discounts of outstanding amounts due and payment extensions.

(2) Represents multiple loan and lease transactions which have been restructured, i.e., all such outstanding transactions are terminated and a single new transaction consolidating the terminated loan and lease transactions is entered into.

        (In millions of R$) 
        As of December 31, 2014 
Renegotiated loan and lease operations Payment extension(1)  Multiple concessions(2)  Multiple modifications(3)  Total 
Individuals  648   2,352   4,330   7,330 
Credit card  -   403   -   403 
Personal loans  -   1,906   4,330   6,236 
Payroll loans  -   43   -   43 
Vehicles  577   -   -   577 
Mortgage loans  71   -   -   71 
Corporate  -   -   871   871 
Small and medium businesses  55   2,610   620   3,285 
Foreign loans – Latin America  -   86   -   86 
Total renegotiated loan and lease operations  703   5,048   5,821   11,572 

(3) Represents individual loan and lease transactions entered into with a customer that are renegotiated for an amendment of the original contractual terms, which may include amendment of interest rates, discounts of outstanding amounts due and payment extensions.

(1)Represents loan and lease transactions subject to an amendment of contractual terms relating exclusively to payment due dates.
(2) Represents multiple loan and lease transactions which have been restructured, i.e., all such outstanding transactions are terminated and a single new transaction consolidating the terminated loan and lease transactions is entered into.
(3)Represents individual loan and lease transactions entered into with a customer that are renegotiated for an amendment of the original contractual terms, which may include amendment of interest rates, discounts of outstanding amounts due and payment extensions.

        (In millions of R$) 
        As of December 31, 2013 
Renegotiated loan and lease operations Payment extension(1)  Multiple concessions(2)  Multiple modifications(3)  Total 
Individuals  1,979   2,046   4,513   8,538 
Credit card  -   335   -   335 
Personal loans  1   1,710   4,513   6,224 
Payroll loans  -   1   -   1 
Vehicles  1,907   -   -   1,907 
Mortgage loans  71   -   -   71 
Corporate  -   -   476   476 
Small and medium businesses  102   3,247   481   3,830 
Foreign loans – Latin America  -   36   -   36 
Total renegotiated loan and lease operations  2,081   5,329   5,470   12,880 

(1)Represents loan and lease transactions subject to an amendment of contractual terms relating exclusively to payment due dates.
(2) Represents multiple loan and lease transactions which have been restructured, i.e., all such outstanding transactions are terminated and a single new transaction consolidating the terminated loan and lease transactions is entered into.
(3)Represents individual loan and lease transactions entered into with a customer that are renegotiated for an amendment of the original contractual terms, which may include amendment of interest rates, discounts of outstanding amounts due and payment extensions.

Financial performance  A-132

 

Annual Report2015
  As of December 31, 2015 
  Payment  Multiple  Multiple    
Renegotiated loan and lease operations extension (1)  concessions (2)  modifications (3)  Total 
  (In millions of R$) 
Individuals  213   2,457   5,123   7,793 
Credit card  -   356   -   356 
Personal loans  -   1,965   5,123   7,088 
Payroll loans  -   136   -   136 
Vehicles  163   -   -   163 
Mortgage loans  50   -   -   50 
Corporate  -   -   3,181   3,181 
Small and medium businesses  53   2,348   1,357   3,758 
Foreign loans - Latin America  -   200   -   200 
Total renegotiated loan and lease operations  266   5,005   9,661   14,932 

(1) Represents loan and lease transactions subject to an amendment of contractual terms relating exclusively to payment due dates.

(2) Represents multiple loan and lease transactions which have been restructured, i.e., all such outstanding transactions are terminated and a single new transaction consolidating the terminated loan and lease transactions is entered into.

(3) Represents individual loan and lease transactions entered into with a customer that are renegotiated for an amendment of the original contractual terms, which may include amendment of interest rates, discounts of outstanding amounts due and payment extensions.

 

  As of December 31, 2014 
  Payment  Multiple  Multiple    
Renegotiated loan and lease operations extension (1)  concessions (2)  modifications (3)  Total 
  (In millions of R$) 
Individuals  648   2,352   4,330   7,330 
Credit card  -   403   -   403 
Personal loans  -   1,906   4,330   6,236 
Payroll loans  -   43   -   43 
Vehicles  577   -   -   577 
Mortgage loans  71   -   -   71 
Corporate  -   -   871   871 
Small and medium businesses  55   2,610   620   3,285 
Foreign loans - Latin America  -   86   -   86 
Total renegotiated loan and lease operations  703   5,048   5,821   11,572 

(1) Represents loan and lease transactions subject to an amendment of contractual terms relating exclusively to payment due dates.

(2) Represents multiple loan and lease transactions which have been restructured, i.e., all such outstanding transactions are terminated and a single new transaction consolidating the terminated loan and lease transactions is entered into.

(3) Represents individual loan and lease transactions entered into with a customer that are renegotiated for an amendment of the original contractual terms, which may include amendment of interest rates, discounts of outstanding amounts due and payment extensions.


The following tables present an additional breakdown of renegotiated loans and leases by segment and class, as of December 31, 2016, 2015 2014 and 2013:2014:

 

           (In millions of R$) 
           As of December 31, 2015 
Renegotiated loan and lease operations Impaired
performing
  Non-impaired
performing
  Impaired non-
 performing
  Non-impaired
non-performing
  Total 
Individuals  -   4,133   2,118   1,542   7,793 
Credit card  -   356   -   -   356 
Personal loans  -   3,679   1,919   1,490   7,088 
Payroll loans  -   83   28   25   136 
Vehicles  -   13   135   15   163 
Mortgage loans  -   2   36   12   50 
Corporate  2,796   198   187   -   3,181 
Small and medium businesses  -   1,666   1,207   885   3,758 
Foreign loans – Latin America  -   95   69   36   200 
Total renegotiated loan and lease operations(1)  2,796   6,092   3,581   2,463   14,932 

1.Our renegotiated loans and lease operations increased in 2015 due to the worsening macroeconomic scenario, mainly in Brazil, specially in the corporate segment.
  As of December 31, 2016 
  Impaired  Non-impaired  Impaired non-  Non-impaired non-    
Renegotiated loan and lease operations performing  performing  performing  performing  Total 
  (In millions of R$) 
Individuals  -   4,162   2,162   1,493   7,817 
Credit card  -   333   -   -   333 
Personal loans  -   3,689   2,033   1,451   7,173 
Payroll loans  -   104   55   14   173 
Vehicles  -   32   29   7   68 
Mortgage loans  -   4   45   21   70 
Corporate  2,113   135   633   27   2,908 
Small and medium businesses  -   2,064   1,293   980   4,337 
Foreign loans - Latin America  22   733   292   289   1,336 
Total renegotiated loan and lease operations  2,135   7,094   4,380   2,789   16,398 

 

       (In millions of R$)  As of December 31, 2015 
        As of December 31, 2014  Impaired Non-impaired Impaired non- Non-impaired non-    
Renegotiated loan and lease operations Impaired
performing
  Non-impaired
performing
  Impaired non-
 performing
  Non-impaired non-
performing
  Total  performing  performing  performing  performing  Total 
 (In millions of R$) 
Individuals  -   3,922   2,019   1,389   7,330   -   4,133   2,118   1,542   7,793 
Credit card  -   403   -   -   403   -   356   -   -   356 
Personal loans  -   3,445   1,486   1,305   6,236   -   3,679   1,919   1,490   7,088 
Payroll loans  -   23   17   3   43   -   83   28   25   136 
Vehicles  -   37   478   62   577   -   13   135   15   163 
Mortgage loans  -   14   38   19   71   -   2   36   12   50 
Corporate  236   408   227   -   871   2,796   198   187   -   3,181 
Small and medium businesses  -   1,406   1,116   763   3,285   -   1,666   1,207   885   3,758 
Foreign loans – Latin America  -   55   12   19   86 
Total renegotiated loan and lease operations  236   5,791   3,374   2,171   11,572 
Foreign loans - Latin America  -   95   69   36   200 
Total renegotiated loan and lease operations (1)  2,796   6,092   3,581   2,463   14,932 

 

       (In millions of R$)  As of December 31, 2014 
        As of December 31, 2013  Impaired Non-impaired Impaired non- Non-impaired non-    
Renegotiated loan and lease operations Impaired
performing
  Non-impaired
performing
  Impaired non-
performing
  Non-impaired
non-performing
  Total  performing  performing  performing  performing  Total 
 (In millions of R$) 
Individuals  -   3,832   3,097   1,609   8,538   -   3,922   2,019   1,389   7,330 
Credit card  -   335   -   -   335   -   403   -   -   403 
Personal loans  -   3,324   1,642   1,258   6,224   -   3,445   1,486   1,305   6,236 
Payroll loans  -   1   -   -   1   -   23   17   3   43 
Vehicles  -   162   1,417   328   1,907   -   37   478   62   577 
Mortgage loans  -   10   38   23   71   -   14   38   19   71 
Corporate  111   260   51   54   476   236   408   227   -   871 
Small and medium businesses  -   1,516   1,486   828   3,830   -   1,406   1,116   763   3,285 
Foreign loans – Latin America  -   20   6   10   36 
Foreign loans - Latin America  -   55   12   19   86 
Total renegotiated loan and lease operations  111   5,628   4,640   2,501   12,880   236   5,791   3,374   2,171   11,572 

(1) Our renegotiated loan and lease operations increased in 2015 due to the worsening macroeconomic scenario, mainly in Brazil, specifically in the segment corporate.

 

The following table below presents the changes in our loan and lease portfolio with loss event, including the changes of the renegotiated loans and leases with loss event related to each year as of December 31, 2016, 2015 2014 and 2013:2014:

     (In millions of R$) 
Impaired Loans 2015  2014  2013 
Balance at the beginning of the period 17,206  16,305  19,511 
(+) Loan operations added  21,701   12,521   9,882 
(+) Loan operations added due to redefault  4,587   3,915   5,029 
(-) Loans removed due to write-off  (9,474)  (10,006)  (12,460)
(-) Loans removed due to renegotiation (including amendments)  (5,703)  (4,505)  (4,595)
(-) Loans removed due to total or partial pay-off  (1,160)  (1,024)  (1,062)
Balance at the end of the period  27,157   17,206   16,305 

Financial performance  A-133

 

Annual Report2015
Impaired loans 2016  2015  2014 
  (In millions of R$) 
Balance at the beginning of the period  27,157   17,206   16,305 
(+) Loan operations added  21,075   21,701   12,521 
(+) Loan operations added due to redefault  5,188   4,587   3,915 
(-) Loans removed due to write-off  (10,737)  (9,474)  (10,006)
(-) Loans removed due to renegotiation (including amendments)  (1,453)  (1,160)  (1,024)
(-) Loans removed due to total or partial pay-off  (10,913)  (5,703)  (4,505)
Balance at the end of the period  30,317   27,157   17,206 

 

Please refer to section Performance, item ConsolidatedComplete Financial Statements (IFRS),in IFRS Note 12 – Loan operations and lease operations portfolio for further details.


Cross border outstanding

 

Cross border outstanding are monetary assets which are denominated in non-local currency and exceeded 1% of our total assets in the case of transactions with foreign clients entered into by our subsidiaries in the United Kingdom (our former subsidiary in Portugal), the Cayman Islands, the Bahamas and Uruguay.Chile. The aggregate cross border outstanding breakdown of these subsidiaries for the periods indicated below is as follows:

 

  (In millions of R$, except percentages) 
  As of December 31, 
Cross border outstanding 2015(1)  %  2014  %  2013(2)  % 
Cash and deposits on demand  52,649   4.1   4,187   0.4   4,897   0.5 
Interbank deposits  139,190   10.9   64,491   5.7   33,630   3.3 
Securities purchased under agreements to resell  20,187   1.6   24,606   2.2   2,877   0.3 
Central Bank compulsory deposits  2,891   0.2   3   0.0   3   0.0 
Financial assets held for trading  6,995   0.5   5,978   0.5   5,848   0.6 
Derivatives  15,409   1.2   9,321   0.8   8,008   0.8 
Available for sale financial assets  69,331   5.4   39,850   3.5   38,296   3.7 
Financial assets held to maturity  15,446   1.2   10,767   1.0   6,723   0.7 
Loan and lease operations  70,010   5.5   97,740   8.7   57,834   5.6 
Total outstanding  392,108   30.7   256,943   22.8   158,116   15.4 

(1)Increase in interbank deposits is largely explained by the U.S. dollar exposure on a dollar denominated deposit at the Nassau entity.
(2)On February 1, 2013, Banco Itaú BBA International S.A., headquartered in Portugal, was merged into Itau BBA International Limited, headquartered in the United Kingdom. On May 17, 2013, the entity was registered as a public limited company under the trade name Itau BBA International plc. The purpose of this restructuring process is to allow Itau BBA International to improve its performance and sources of funding, expand its client base, strengthen its position as an international platform for Itaú Unibanco Group, achieve greater diversification of risk and increase profitability indicator 2013 data reflects non-British pound sterling cross-border outstandings.
Cross border outstanding 12/31/2016  %  12/31/2015  %  12/31/2014  % 
  (In millions of R$, except percentages) 
Cash and deposits on demand  41,234   3.1   52,649   4.1   4,187   0.4 
Interbank deposits  97,934   7.2   139,190   10.9   64,491   5.7 
Securities purchased under agreements to resell  22,267   1.6   20,187   1.6   24,606   2.2 
Central Bank compulsory deposits  266   0.0   2,891   0.2   3   0.0 
Financial assets held for trading  12,121   0.9   6,995   0.5   5,978   0.5 
Derivatives  10,153   0.8   15,409   1.2   9,321   0.8 
Available for sale financial assets  47,002   3.5   69,331   5.4   39,850   3.5 
Financial assets held to maturity  12,595   0.9   15,446   1.2   10,767   1.0 
Loan and lease operations  59,667   4.4   70,010   5.5   97,740   8.7 
Total outstanding  303,239   22.4   392,108   30.7   256,943   22.8 

 

Short-term borrowings

 

Short-term borrowings are included in our balance sheet under the “Securities sold under repurchase agreement” line item. The main category for short-term borrowings is “Deposits Received under Securities Repurchase Agreements with Own and Third-Party Financial Assets”. The following table below shows our short-term borrowings as of December 31, 2016, 2015 2014 and 2013:2014:

 

  (In millions of R$, except percentages) 
 As of December 31, 
Securities sold under repurchase agreements 2015  2014  2013 
          
Amount outstanding  336,643   288,683   266,682 
Maximum amount outstanding during the period  336,643   288,683   271,621 
Weighted average interest rate at period-end (%)  9.9   9.9   9.4 
Average amount outstanding during period  295,817   266,527   256,025 
Weighted average interest rate (%)  9.7   9.5   9.2 

  As of December 31, 
Securities sold under repurchase agreements 2016  2015  2014 
  (In millions of R$, except percentages) 
Amount outstanding  349,164   336,643   288,683 
Maximum amount outstanding during the period  358,781   336,643   288,683 
Weighted average interest rate at period-end (%)  12.1   11.7   10.2 
Average amount outstanding during period  339,416   297,509   266,527 
Weighted average interest rate (%)  11.9   12.3   11.1 

 

Liabilities

 

Funding

 

Main sources

 

Our current funding strategy is to continue to use all of our sources of funds in accordance with their costs and availability and our general asset and liability management strategy. In order to fund our operations, we intensified the use of the liquidity generated by savings deposits, interbank deposits, debt in the interbank market and debt in the institutional market during 2016, 2015 2014 and 2013.2014.

 

We also used Brazilian debentures subject to repurchase as a source of funding, reported as deposits received under securities repurchase agreements and offered to institutional clients as well as private banking, corporate banking and retail clients. This funding is designed to provide increased profitability through higher spreads in our savings deposits and higher fees earned on market funds.

 

Our ability to obtain funding depends on several factors, including credit ratings, general economic conditions and investors’ perception of emerging markets in general and of Brazil (particularly, current political and economic conditions in Brazil and government regulations for foreign currency funding).

 

Part of our long-term debt provides for the advance payment of the outstanding principal balance upon the occurrence of certain facts, as is customary for long-term financing agreements. As of December 31, 2014,2016, none of these events, including default events and non-compliance with any financial covenant, had occurred, and we have no reason to believe that any of these events are likely to occur in 2015.2017.

 

Our main sources of funding are our deposits, which are split into demand deposits, savings deposits, time deposits and interbank deposits. As of December 31, 2015,2016, total deposits were R$292,610329,414 million, which represented 36.3% of total funding. As of December 31, 2015, total deposits amounted to R$292,610 million, representing 33.2% of total funding. As of December 31, 2014, total deposits amounted to R$294,773 million, representing 37.8% of total funding. As of December 31, 2013, total deposits amounted to R$274,383 million, representing 37.9% of our total funding. Our time deposits represent one of our


major sources of funding which, as of December 31, 2016, 2015 2014 and 20132014 accounted for 12.0%17.2%, 13.9%12.0% and 16.2%13.9% of total funding, respectively.

 

Financial performance  A-134

Annual Report2015

The following table below shows the breakdown of our main sources of funds as of December 31, 2016, 2015 2014 and 2013:2014:

 

  (In millions of R$, except percentages) 
  As of December 31, 
Breakdown of the main sources of funds 2015  

% of total

funding

  2014  

% of total

funding

  2013  

% of total

funding

 
                   
Deposits  292,610   33.2   294,773   37.8   274,383   37.9 
Demand deposits  61,092   6.9   48,733   6.3   42,892   5.9 
Savings deposits  111,319   12.6   118,449   15.1   106,166   14.7 
Time deposits  105,250   12.0   108,466   13.9   117,131   16.2 
Interbank deposits  14,949   1.7   19,125   2.5   8,194   1.1 
Securities sold under repurchase agreements  336,643   38.3   288,683   37.0   266,682   36.8 
Interbank market debt  156,886   17.8   122,586   15.8   111,376   15.4 
Mortgage notes  139   -   143   -   181   0.0 
Real estate credit bills  14,452   1.6   10,832   1.4   8,919   1.2 
Agribusiness credit bills  13,775   1.6   7,811   1.0   7,273   1.0 
Financial credit bills  18,496   2.1   10,645   1.4   13,823   1.9 
Import and export Financing  65,566   7.5   43,381   5.6   33,614   4.6 
Onlending-domestic  38,804   4.4   45,230   5.8   43,015   5.9 
Liabilities from transactions related to credit assignments  5,654   0.6   4,544   0.6   4,514   0.6 
Other  -   -   -   -   37   0.0 
Institutional market debt  93,918   10.7   73,242   9.4   72,055   9.9 
Subordinated debt  65,785   7.5   55,617   7.1   56,564   7.8 
Foreign borrowings through securities  24,188   2.7   15,392   2.0   15,491   2.1 
Structured Operations Certificates  3,945   0.4   2,233   0.3   -   - 
Total  880,057   100.0   779,284   100.0   724,496   100.0 

     % of total     % of total     % of total 
Breakdown of the main sources of funds 2016  funding  2015  funding  2014  funding 
  (In millions of R$, except percentages) 
Deposits  329,414   36.3   292,610   33.2   294,773   37.8 
Demand deposits  61,133   6.7   61,092   6.9   48,733   6.3 
Savings deposits  108,250   12.0   111,319   12.6   118,449   15.1 
Time deposits  156,274   17.2   105,250   12.0   108,466   13.9 
Interbank deposits  3,757   0.4   14,949   1.7   19,125   2.5 
Securities sold under repurchase agreements  349,164   38.2   336,643   38.3   288,683   37.0 
Interbank market debt  135,483   14.9   156,886   17.8   122,586   15.8 
Mortgage notes  -   -   139   -   143   - 
Real estate credit bills  19,179   2.1   14,452   1.6   10,832   1.4 
Agribusiness credit bills  15,442   1.7   13,775   1.6   7,811   1.0 
Financial credit bills  19,566   2.2   18,496   2.1   10,645   1.4 
Import and export Financing  45,633   5.0   65,566   7.5   43,381   5.6 
Onlending-domestic  29,828   3.3   38,804   4.4   45,230   5.8 
Liabilities from transactions related to credit assignments  5,835   0.6   5,654   0.6   4,544   0.6 
Institutional market debt  96,239   10.6   93,918   10.7   73,242   9.4 
Subordinated debt  57,420   6.3   65,785   7.5   55,617   7.1 
Foreign borrowings through securities  33,583   3.7   24,188   2.7   15,392   2.0 
Structured Operations Certificates  5,236   0.6   3,945   0.4   2,233   0.3 
Total  910,300   100.0   880,057   100.0   779,284   100.0 

 

Deposits by maturity

 

The following table below shows the maturity profile of our deposits as of December 31, 2016, 2015 2014 and 2013:2014:

  

 (In millions of R$) 
 As of December 31, 2015  2016 
Deposits by maturity 

0-30

days

 

31-180

days

 

181-365

days

 

Over 365

days

  Total  0-30 days  31-180 days  181-365 days  Over 365 days  Total 
 (In millions of R$) 
Non-interest bearing deposits  61,092   -   -   -   61,092   61,133   -   -   -   61,133 
Demand deposits  61,092   -   -   -   61,092   61,133   -   -   -   61,133 
Interest bearing deposits  129,260   27,979   14,288   59,991   231,518   139,982   30,166   17,734   80,399   268,281 
Savings deposits  111,319   -   -   -   111,319   108,250   -   -   -   108,250 
Time deposits  13,466   19,252   13,276   59,256   105,250   30,555   28,248   17,109   80,362   156,274 
Interbanks deposits  4,475   8,727   1,012   735   14,949 
Interbanks Deposits  1,177   1,918   625   37   3,757 
Total  190,352   27,979   14,288   59,991   292,610   201,115   30,166   17,734   80,399   329,414 

 

 (In millions of R$) 
 As of December 31, 2014  2015 
Deposits by maturity 

0-30

days

 

31-180

days

 

181-365

days

 

Over 365

days

  Total  0-30 days  31-180 days  181-365 days  Over 365 days  Total 
 (In millions of R$) 
Non-interest bearing deposits  48,733   -   -   -   48,733   61,092   -   -   -   61,092 
Demand deposits  48,733   -   -   -   48,733   61,092   -   -   -   61,092 
Interest bearing deposits  134,841   36,829   8,537   65,833   246,040   129,260   27,979   14,288   59,991   231,518 
Savings deposits  118,449   -   -   -   118,449   111,319   -   -   -   111,319 
Time deposits  11,705   23,656   7,775   65,330   108,466   13,466   19,252   13,276   59,256   105,250 
Interbanks deposits  4,687   13,173   762   503   19,125 
Interbanks Deposits  4,475   8,727   1,012   735   14,949 
Total  183,574   36,829   8,537   65,833   294,773   190,352   27,979   14,288   59,991   292,610 

 

  (In millions of R$) 
  As of December 31, 2013 
Deposits by maturity 

0-30

days

  

31-180

days

  

181-365

days

  

Over 365

days

  Total 
Non-interest bearing deposits  42,892   -   -   -   42,892 
Demand deposits  42,892   -   -   -   42,892 
Interest bearing deposits  120,194   33,345   12,107   65,845   231,491 
Savings deposits  106,166   -   -   -   106,166 
Time deposits  12,260   29,436   9,961   65,474   117,131 
Interbanks deposits  1,768   3,909   2,146   371   8,194 
Total  163,086   33,345   12,107   65,845   274,383 

  2014 
Deposits by maturity 0-30 days  31-180 days  181-365 days  Over 365 days  Total 
  (In millions of R$) 
Non-interest bearing deposits  48,733   -   -   -   48,733 
Demand deposits  48,733   -   -   -   48,733 
Interest bearing deposits  134,841   36,829   8,537   65,833   246,040 
Savings deposits  118,449   -   -   -   118,449 
Time deposits  11,705   23,656   7,775   65,330   108,466 
Interbanks Deposits  4,687   13,173   762   503   19,125 
Total  183,574   36,829   8,537   65,833   294,773 
Financial performance  A-135

Annual Report2015

The following table below sets forth the maturity of outstanding time deposits with balances in excess of US$100,000 (or its equivalent) issued by us as of December 31, 2016, 2015 2014 and 2013:2014:

 

  (In millions of R$) 
  2015  2014  2013 
Maturity within three months  26,545   32,549   21,737 
Maturity after three months to six months  10,512   13,782   6,066 
Maturity after six months to twelve months  8,925   6,097   5,273 
Maturity after twelve months  17,443   34,251   47,116 
Total time deposits in excess of US$100,000  63,425   86,679   80,192 

  2016  2015  2014 
  (In millions of R$) 
Maturity within three months  30,560   26,545   32,549 
Maturity after three months to six months  11,124   10,512   13,782 
Maturity after six months to twelve months  12,509   8,925   6,097 
Maturity after twelve months  35,167   17,443   34,251 
Total time deposits in excess of US$100,000  89,360   63,425   86,679 

 

The following table sets forth the mix of the individual and corporate time deposits divided among our retail, Itaú Personnalité, middle market and corporate markets (each expressed as a percentage of total time deposits) as of December 31, 2016, 2015 2014 and 2013:2014:

 

        (%) 
  2015  2014  2013 
Retail  8.3   3.4   6.2 
Itaú Personnalité  17.3   19.4   17.1 
Middle market  28.5   26.2   28.0 
Corporate  44.2   35.6   48.7 
Institutional  1.7   15.5     
Total  100.0   100.0   100.0 

  2016  2015  2014 
  (%) 
Retail  8.1   8.3   3.4 
Itaú Personnalité  14.3   17.3   19.4 
Middle market  39.7   28.5   26.2 
Corporate  32.5   44.2   35.6 
Institutional  5.4   1.7   15.5 
Total  100.0   100.0   100.0 

 

Other sources

 

We also act as a financial agent in borrowing funds from BNDES and FINAME, and lending such funds at a spread determined by the Brazilian government to targeted sectors of the economy. We obtain U.S. dollar-denominated lines of credit from our affiliates, including Itaú Unibanco Holding – Grand Cayman branch, Banco Itaú Chile and Itaú BBA S.A. – Nassau branch to provide trade finance funding for Brazilian companies. For further details on on Lending domestic and import and export financing, please refer to section Performance, item ConsolidatedComplete Financial Statements (IFRS), Note 19 – Securities Sold under Repurchase Agreements and Interbank and Institutional Market Debts.

 

Litigation

 

Overview

 

We are not defendants in any significant administrative proceeding before the CVM, SUSEP, the Central Bank or any municipalities. As part of the ordinary course of our business, we are subject to, and we are party to various legal and administrative proceedings (including consumer complaints) filed against us with SUSEP, certain municipalities or the Central Bank.

 

Our complete financial statements only include reserves for probable losses that can be reasonably estimated and expenses that we may incur in connection with pending litigation or administrative proceedings, or as otherwise required by Brazilian law. Our management believes that our provisions, including interest, for legal proceedings in which we are defendants are sufficient to cover probable losses that can be reasonably estimated in the event of unfavorable court decisions. It is currently not possible to estimate the amount of all potential costs that we may incur or penalties that may be imposed on us other than those amounts for which we have reserves. We believe that any potential liabilities related to these lawsuits and administrative proceedings will not have a material adverse effect on our business, financial condition or results. There are no material proceedings in which any of our directors, any member of our senior management or any of our affiliates is either a party adverse to us or to our subsidiaries or has a material interest adverse to us or our subsidiaries.

 

Please refer to section Performance, item ConsolidatedComplete Financial Statements (IFRS), Note 32 – Provisions, Contingencies and Other Commitments, for further information and details about the changes in the provisions and respective escrow deposits for tax and social security lawsuits and main types of tax disputes. The following table sets forth our provisions for such contingencies as of December 31, 2016, 2015 2014 and 2013:2014

 

  (In millions of R$) 
  As of December 31, 
Provision 2015  2014  2013 
Civil  5,227   4,643   4,473 
Labor  6,132   5,598   5,192 
Tax and social security  7,500   6,627   8,974 
Other  135   159   223 
Total  18,994   17,027   18,862 

Provision 12/31/2016  12/31/2015  12/31/2014 
  (In millions of R$) 
Civil  5,172   5,227   4,643 
Labor  7,232   6,132   5,598 
Tax and social security  8,246   7,500   6,627 
Other  259   135   159 
Total  20,909   18,994   17,027 

 

No class actions alleging unfair competition, trust or monopoly practices were brought against us in 2015.

Civil Litigation

Litigation Arising from Government Monetary Stabilization Plans

From 1986 to 1994, the Brazilian federal government implemented several consecutive monetary stabilization plans, or MSP, to combat hyper-inflation. In order to implement these plans, the Brazilian federal government enacted several laws based on its power to regulate the monetary and financial systems as granted by the Brazilian federal constitution.

Holders of savings accounts during the periods when the MSPs were implemented have challenged the constitutionality of the laws that implemented those plans, claiming from the banks where they held their savings accounts additional amounts of interest based on the inflation rates applied to savings accounts under the MSPs.

We are defendants in numerous standardized lawsuits filed by individuals in respect of the MSPs. We record provisions for such claims upon service of process for a claim.2016.

 

Financial performance  A-136

A-143

 

 

Annual Report2015

In addition, we are defendants in class actions, similar to the lawsuits by individuals, filed by either (i) consumer protection associations or (ii) public attorneys’ offices (Ministério Público) on behalf of holders of savings accounts. Holders of savings accounts may collect any amount owing on account of a final decision. We record provisions when individual plaintiffs apply to enforce any such decisions, using the same criteria used to determine provisions for individual lawsuits.Civil litigation

 

The Federal Supreme Court (Supremo TribunalLitigation arising from government monetary stabilization plansFederal, or STF) has issued

We are a numberdefendant in lawsuits for the collection of decisionsin favor ofunderstated inflation adjustment for savings resulting from the holders of savings accounts, but has not issued a final ruling with respect toeconomic plans implemented in the constitutionality of the MSPs as applicable to savings accounts. In relation to a similar dispute with respect to the constitutionality of the MSPs as applicable to time deposits1980s and other private agreements, the Federal Supreme Court has decided that the laws were in accordance with1990s by the Brazilian federal constitution. In responseFederal Government as a measure to this discrepancy, theConfederação Nacionaldo Sistema Financeiro, or CONSIF, an associationof Brazilian financial institutions, filed a special proceeding with the Federal Supreme Court (Arguição de Descumprimento de PreceitoFundamental nº 165), in which the Central Bankhas filed an amicus brief, arguing that holders of savings accounts did not incur actual damagescombat inflation. Please refer to section Our risk management, item Risk factors, Legal and that the MSPs as applicable to savings accounts were in accordance with the federal constitution. Accordingly, the STF suspended the ruling of all appeals involving this matter until it hands down a final decision. However, there is no estimate of when the STF will render a judgment in the case, as there has not been a sufficient quorum to decide the issue.

In addition, the STJ, which is the highest court responsible for decidingregulatory risks, Decision on federal laws, is about to rule on several aspects that will directly determine the amount due, in case the STF rules against the constitutionality of the MSPs. The most relevant of such decisions will be: (i) the accrual of compensatory interests on the amountlawsuits due to the plaintiff, in filings that carry no specific claim to such interests; (ii) the initial date of default interests, in regard to class actions; and (iii) the possibility of compensating the negative difference arising in the month of the MSP implementation, between interest actually paidgovernment monetary stabilization plans may have a material adverse effect on saving accounts and the inflation rate of the same period, with the positive difference arising in the months subsequent to the MSP implementation, between interest actually paid on saving accounts and the inflation rate of the same period. In relevant trials during 2015, the STJ ruled that: (i) compensatory interest would not be included in judgment awards , unless the ruling in question specifically providesus, for the award thereof; and (ii) compensatory interest shall not be required to be paid to savings accountholders once the institution in question can prove that the corresponding savings account has been terminated. In addition, such rulings also confirmed that inflationary effects from MSPs that became effective after those that are subject to the judicial action in question may be included in the claim for purposes of determining the amounts due thereunder, even without the express request of the account holder seeking judicial relief.

In addition, the STJ ruled that the term for filing class actions expired five years from the date of the MSP implementation. As a consequence, numerous class actions have been extinct by the Judiciary since such ruling.further information.

 

Other Civil Litigationcivil litigation

 

In addition to litigation arising from government monetary stabilization plans, we are defendants in numerous civil lawsuits arising from the normal course of our business. We are not able to currently predict the total amounts involved in these claims, due to the nature of the matters disputed. However, we believe that any potential liabilities related to these lawsuits will not have a material adverse effect on our financial condition or results.

 

Labor Litigationlitigation

 

In 2015,2016, we and our subsidiaries were not exposed to any labor liabilities or labor contingencies which individually significantly impacted our results. The pool of labor claims for our subsidiaries in such period comprises labor claims filed by employees, former employees and outsourced service providers.

 

Labor unions and former employees have filed labor claims against us, seeking compensation for alleged breaches of employment agreements or rights under the applicable labor laws. As of December 31, 2015,2016, there were 66,84168,386 labor claims filed against us.

 

The main requests in the labor claims filed by our current and former employees include:

 

Salarysalary differences arising from the application of the 30 working hours per week limit, provided for in art. 224 of the Brazilian Labor Laws Consolidation (CLT), wichwhich is applicable to bank employees whose function does not require special trust from the employer;

Salarysalary differences arising from overtime not duly registered in the internal systems;

Claimsclaims with respect to the method to establish the overtime work pay; and

Salarysalary parity.

 

Labor class actions filed against us mainly relate to the continuation of health care plans, safety rules and strikes. We are also defendants in connection with labor claims filed by the labor prosecution office regarding union classification, outsourcing, occupational diseases, health and safety and compliance with the minimum quotas for disabled personnel. In the fiscal year ended December 31, 2015,2016, we paid approximately R$1,711 2,453 million in direct labor expenses, mainly in settlements and convictions involving former employees, in accordance to the agreements signed and to the rulings imposed by labor courts.

Regarding labor claims filed by outsourced service providers, they generally involve allegations of subsidiary liability of the companies within our group.

 

Financial performance  A-137

Annual Report2015

Please refer to section Performance, item ConsolidatedComplete Financial Statements (IFRS), Note 32 – Provisions, Contingencies and Other Commitments, for further information about labor claims.

 

Tax Litigationlitigation

 

We have certain tax disputes that arise from our ordinary business activities, mainly relating to the constitutionality or legality of certain taxes imposed on us. Contingent liabilities arising from

We classify as legal liability tax disputesdue when we discuss the legality and / or unconstitutionality of the legislation in force. Legal liability taxes are recorded accordingprovisioned regardless of the likelihood of loss.

Tax contingencies correspond to the principal amount of taxes involved in dispute,tax, administrative or judicial challenges, subject to tax assessment notices, plus interest and, ifwhen applicable, penaltiesfines and other administrative charges.

A provision for such contingent liability is established if it involves a legal tax obligation, regardless of the probability of winning or losing the dispute. A legal tax obligation exists if the gain or loss of the related litigation depends directly on the determination of whether a currently enforceable law is constitutional or unconstitutional. In any other situation, a provision is recognized if a loss is probable (prevailing inwhenever the litigationchance of prevailing is less likely than a loss).not.

 

We participated in a program (Programade Pagamento ou Parcelamento de Tributos Federais) for the payment of federal taxes through installments, as established by Law No. 13,043 of November, 2014 and Law No. 13,097 of January, 2015 which discharges taxpayer debts in litigation with certain discounts as to penalties and interest. In addition, we took advantage of a program (Programa de Pagamento ou Parcelamentode Tributos Municipais), established by LawNo. 16,097Laws: (Law No. 5,854, of December 29, 2014April 27, 2015) Rio de Janeiro; (Law No. 8,927, of October 22, 2015 and Decree No. 26,624 of October 26, 2015) Salvador; (Law No. 18,181, of November 30, 2015 and Decree No. 29,275 of November 30, 2015) Recife; (Supplementary Law No. 95, of October 19, 2015) Curitiba for the payment of municipal tax debts with certain discounts as to penalties and interest. In both cases (federal and municipal) weWe settled the contested tax liabilities in question in cases with respect to which we had the lowest chances of success, according to our tax advisors.

 

On June 25, 2013, we received a notice of deficiency from the Brazilian tax authorities alleging that Itaú Unibanco Holdingwe failed to pay approximately R$11,844.7 million of IRPJ, plus accrued penalties and interest, and approximately R$6,867.0 million of CSLL, plus accrued penalties and interest, in fiscal year 2008, as a result of the corporate transaction that led to the association of Itaú Holding and Unibanco Holdings S.A. The Brazilian tax authorities allege that corporate transactions of a different kind should


have been used. However, the transaction suggested by the Brazilian tax authorities is not supported in the rules applicable rules to financial institutions. On January 30, 2014, we were advised that the Brazilian tax authorities confirmed the notifications in a non-unanimous ruling. On February 28, 2014 we appealed the decision at the Administrative Tax Appeals Tribunal. We continue to defend that the transactions conducted were appropriate and legitimate, having been approved by the involved companies’ management bodies and their respective stockholders, and subsequently sanctioned as well by the relevant regulatory authorities, including the CVM, the Central Bank and the CADE. We and our external counsel assess the risk of loss in this tax proceeding as remote. On April 10, 2017, the Administrative Board of Tax Appeals (CARF), by the Ordinary Instance, rendered a favorable decision to the Company, canceling the tax assessment notice. Currently, we are awaiting Administrative Tax Appeals Tribunal’s decision on the appeal.formalization of the judgment.

 

Additionally, we received inrelating to the same transaction on November 14, 2013, still about the same operation,we received a notice of tax assessment issued on behalf of Itaú Unibanco S.A., charging R$ 1.439, 91,439.9 million of Income Tax (IRPJ) and R$ 502,56502.56 million of (CSLL), plus accrued penalties and interest. This case isWe also assess the risk of losschances in prevailing in this litigation as remotemore likely than not. We filed a voluntary appeal that was dismissed by our lawyers. TheCARF. Currently, the proceeding is pending judgment of judgment in the administrative court.special appeal filed by the company with the Superior Administrative Court of Federal Tax Appeals (CSRF).

 

Please refer to section Performance, item ConsolidatedComplete Financial Statements (IFRS), Note 32 – Provisions, Contingencies and Other Commitments, for further details about the changes in the provisions and respective escrow deposits for tax and social security lawsuits and main types of tax disputes.

 

Derivative Instrumentsinstruments that Qualifyqualify for Hedge Accountinghedge accounting

 

Hedging transactions may be classified into three categories: hedge of fair value, cash flows and net investment of foreign operations.

 

·Fair value hedge: is aimed at protecting us against changes in market risk due to changes in the fair value of interest subject to variable rates.
·Cash flow hedge: is aimed at protecting us against future cash flows of payments of interest.
·Hedge of net investment of foreign operations: it is aimed at protecting us against changes in future cash flows of foreign exchange variations in net investments of foreign operations.
Fair value hedge: is aimed at protecting us against changes in market risk due to changes in the fair value of interest subject to variable rates.

Cash flow hedge: is aimed at protecting us against future cash flows of payments of interest.

Hedge of net investment of foreign operations: it is aimed at protecting us against changes in future cash flows of foreign exchange variations in net investments of foreign operations.

 

Please refer to section Our Risk Managementrisk management item Risk and capital management, Market risk for further details about hedge.

Please refer to section Performance, item ConsolidatedComplete Financial Statements (IFRS), Note 9 – Hedge Accounting, for further details. With respect to the hedge accounting policy, please refer to section Performance, item ConsolidatedComplete Financial Statements (IFRS), Note 2.4 g IIId V – Summary of Main Accounting Practices.

Tabular disclosure of contractual obligations

 

Financial performance  A-138

Annual Report2015

Tabular Disclosure of Contractual Obligations 

The following table below summarizes the maturity profile of our consolidated long-term debt, operating leases and other contractual commitments as of December 31, 2015:2016:

  Payments due by period 
Contractual Obligations Total  Less than 1
year
  1-3 years  3-5 years  More than 5
years
 
  (In millions of R$) 
Interbank market debt (1)(3)  152,081   81,103   38,982   18,136   13,860 
Institutional market debt (2)(3)  114,423   22,795   33,125   20,417   38,086 
Time Deposits(3)  192,387   72,266   22,488   34,763   62,870 
Operating and capital (finance) lease obligations  6,764   1,362   3,272   1,417   713 
Endorsements and sureties  70,793   17,848   7,157   2,818   42,970 
Letters of credit to be released  6,660   6,660   -   -   - 
Pension Obligations  517   50   100   102   265 
Health Benefits  221   15   32   37   137 
Total  543,846   202,099   105,156   77,690   158,901 

 

  (In millions of R$) 
     Payments due by period    
Contractual Obligations Total  

Less

than 1 year

  1-3 years  3-5 years  

More than

5 years

 
                
Interbank market debt (1)(3)  175,028   88,068   58,606   15,334   13,020 
Institutional market debt(2)(3)  117,316   19,278   45,584   12,014   40,440 
Time deposits(3)  121,678   48,533   14,128   19,560   39,457 
Operating and capital (finance) lease obligations  6,812   1,758   2,836   1,233   985 
Endorsements and sureties  74,244   15,838   7,652   2,482   48,272 
Letters of credit to be released  6,936   6,936   -   -   - 
Pension Obligations  310,583   26,336   54,865   58,138   171,245 
Health Benefits  178,811   13,285   29,529   33,491   102,506 
Total  991,407   220,031   213,200   142,251   415,925 

(1)Includes mortgage notes, real estate credit bills, agribusiness credit bills, financial credit bills, import and export financing and on-lending - domestic.
(2)Includes subordinated debt, debentures and foreign borrowings through securities.
(3)Includes total estimated interest payments (including for derivatives). These estimated interest payments were calculated substantially based on the interbank forward rates at the specific periods.

 

Our strategy to manage interest rate risk on our long-term debt does not include fixed interest rate swaps or similar derivatives. Please refer to section Performance, item Consolidated Financial Statements (IFRS), Note 19 – Deposits Received Under Securities Repurchase Agreements and Funds from Interbank and Institutional Markets for further details.

Purchases of Sharesshares by the Issuerissuer and Affiliated Purchasersaffiliated purchasers

 

In conformity with best corporate governance practices, on November 18, 2004, we started to voluntarily disclose our Policy for Trading Itaú Unibanco Holding S.A. Securities. Please refer to www.itau.com.br/_arquivosestaticos/RI/pdf/TreasuryStock.pdf for further details. We disclose to the market the transactions carried out with our own shares by our Treasury through an “Announcement to the Market” on a monthly basis, as well as the other disclosure requirements imposed by the Brazilian securities regulation.

 

The repurchase program initially effective in 20152016 was approved by our Board of Directors on NovemberAugust 27, 20142015 with limits of 50.0 million preferred shares and 10.0 million common shares.

 

On July 30, 2015February 1, 2016, our Board of Directors approved the renewal of our share repurchase program through August 4, 2016, authorizing the purchase of up to 11.0 million common shares and 55.0 million preferred shares. On August 27, 2015, our Board of Directors approved the renewal of our share repurchase program through August 26, 2016, authorizing the purchase, in the aggregate, of up to 11.0 million common shares and 50.0 million preferred shares.

On February 1, 2016 our Board of Directors once again renewed our share repurchase program through August 2, 2017, authorizing the purchase, in the aggregate with respect to all shares purchased under the program, of up to 10.0 million


common shares and 50.0 million preferred shares issued by us, without reducing our capital stock. The share acquisition process has the following potential objectives: (i) to maximize the allocation of capital through the efficient application of available funds; (ii) to provide for the delivery of shares to the employees and management of the Company and those of its subsidiaries within the scope of the compensation models and the long termlong-term incentive plans; and (iii) to use the acquired shares in the event of business opportunities arising in the future. All purchases shall be open market purchases made through stock exchanges.

 

Financial performance  A-139

Annual Report2015

Period(1) 

(a) Total number

of preferred

shares purchased(2)

  

(b) Average price

paid per

preferred share(2)(3)

  

(c) Total number of

preferred shares purchased as part of

publicly announced plans or programs(2)

  

(d) Maximum number

of preferred shares that may yet be

purchased under the plans or programs

 
01/02 to 01/30/2015  11,000,000   34.13   12,000,000   38,000,000 
02/02 to 02/27/2015  3,596,600   34.68   15,596,600   34,403,400 
03/02 to 03/31/2015  2,000,000   34.07   17,596,600   32,403,400 
04/01 to 04/29/2015  -   -   17,596,600   32,403,400 
05/01 to 05/29/2015  -   -   17,596,600   32,403,400 
06/01 to 06/30/2015  19,990,000   33.96   37,586,600   12,413,400 
07/01 to 07/30/2015  2,568,200   34.11   40,154,800   9,845,200 
08/05 to 08/27/2015  30,380,000   27.11   30,380,000   24,620,000 
08/28 to 08/31/2015  -   -   -   50,000,000 
09/01 to 09/30/2015  13,250,000   27.29   13,250,000   36,750,000 
10/01 to 10/30/2015  -   -  ��13,250,000   36,750,000 
11/02 to 11/30/2015  8,540,000   28.31   21,790,000   28,210,000 
12/01 to 12/31/2015  20,200,000   27.85   41,990,000   8,010,000 
01/02 to 01/29/2016  7,990,000   25.06   49,980,000   20,000 
02/01 to 02/29/2016  -   -   -   50,000,000 
03/01 to 03/31/2016  -   -   -   50,000,000 
Period(1) (a) Total number of preferred
shares purchased(2)
  (b) Average price paid per
preferred share(2)(3)
  (c) Total number of preferred
shares purchased as part of
publicly announced plans or
programs(2)
  (d) Maximum number of
preferred shares that may yet be
purchased under the plans or
programs
 
01/02 to 01/29/2016  7,990,000   25.06   49,980,000   20,000 
02/01 to 02/29/2016  -   -   -   50,000,000 
03/01 to 03/31/2016  -   -   -   50,000,000 
04/01 to 04/29/2016  -   -   -   50,000,000 
05/02 to 05/31/2016  -   -   -   50,000,000 
06/01 to 06/30/2016  -   -   -   50,000,000 
07/01 to 07/29/2016  -   -   -   50,000,000 
08/01 to 08/31/2016  -   -   -   50,000,000 
09/01 to 09/30/2016  -   -   -   50,000,000 
10/03 to 10/31/2016  -   -   -   50,000,000 
11/01 to 11/30/2016  1,000,000   35.71   1,000,000   49,000,000 
12/01 to 12/30/2016  21,650,000   32.86   22,650,000   27,350,000 
01/02 to 01/31/2017  6,350,000   35.21   29,000,000   21,000,000 
02/01 to 02/28/2017  -   -   29,000,000   21,000,000 

03/01 to 03/31/2017

  1,626,000   38.26   30,626,000   19,374,000 

 

(1)On NovemberAugust 27, 2014 our Board of Directors approved the purchase of up to 10,000,000 common shares and 50,000,000 preferred shares, ending on December 15, 2015, on July 30, 2015 our Board of Directors approved the renewal of our share repurchase program, with the limits of 11,000,000 common shares and 55,000,000 preferred shares, ending on August 4, 2016 and on August 27, 2015, for the second time our Board of Directors approved the renewal of our share repurchase program through August 26, 2016, authorizing the purchase of up to 11,000,000 common shares and 50,000,000 preferred shares, andending on August 26, 2016, on February 1, 2016 our Board of Directors once again renewedapproved the renewal of our share repurchase program through August 2, 2017, authorizing the purchase, in the aggregate with respect to all shares purchased under the program, of up to 10.0 million common shares and 50.0 million preferred shares.shares

(2)All amounts were not adjusted at the 10% bonus for our shares. Considering the 10% bonus for our shares, occurred in July 2015,October 2016, we acquired (a) 115.431.4 million preferred shares of our own issue, in the total amount of R$3.3 billion,947.4 million, at the average price of R$28.8030.13 per share.

(3)Includes brokerage costs.

 

Capital Expendituresexpenditures

In accordance with our practice in the last few years, our capital expenditures in the twelve-month12-month period ended December 31, 20152016 were funded with internal resources. We cannot provide assurance that we will make capital expenditures in the future and, if made, that the amounts will correspond to the current estimates. The following table below show our capital expenditures as of December 31, 2016, 2015 2014 and 2013:2014:

 

(In millions of R$, except percentages)

 For the Year Ended December 31, Variation  For the Year Ended December 31,  Variation 
Capital Expenditures 2015 2014 2013 2015-2014 2014-2013  2016  2015  2014  2016-2015  2015-2014 
 (In millions of R$, except percentages) 
Fixed Assets  1,466   3,966   2,534   (2,500)  (63.0)%  1,432   56.5%  1,430   1,466   3,966   (36)  (2.5)%  (2,500)  (63.0)%
Fixed assets under construction  198   1,485   735   (1,287)  (86.7)%  750   102.0%  341   198   1,485   143   72.2%  (1,287)  (86.7)%
Land and buildings  6   14   22   (8)  (57.1)%  (8)  (36.4)%  127   6   14   121   2016.7%  (8)  (57.1)%
Leasehold improvements  139   169   148   (30)  (17.8)%  21   14.2%  137   139   169   (2)  (1.4)%  (30)  (17.8)%
Furniture and data processing equipment  1,040   2,236   1,511   (1,196)  (53.5)%  725   48.0%  602   1,040   2,236   (438)  (42.1)%  (1,196)  (53.5)%
Other  83   62   118   21   33.9%  (56)  (47.5)%  223   83   62   140   168.7%  21   33.9%
Intangible Assets  1,062   1,199   2,035   (137)  (11.4)%  (836)  (41.1)%  2,846   1,062   1,199   1,784   168.0%  (137)  (11.4)%
Acquisition of rights to credit payroll  109   109   195   -   0.0%  (86)  (44.1)%  342   109   109   233   213.8%  -   0.0%
Association for the promotion and offer of financial products and services  39   36   340   3   8.3%  (304)  (89.4)%  719   39   36   680   1743.6%  3   8.3%
Software developed or obtained for internal use  899   1,044   1,202   (145)  (13.9)%  (158)  (13.1)%  1,508   899   1,044   609   67.7%  (145)  (13.9)%
Other intangibles  15   10   298   5   50.0%  (288)  (96.6)%  277   15   10   262   1746.7%  5   50.0%
Total  2,528   5,165   4,569   (2,637)  (51.1)%  596   13.0%  4,276   2,528   5,165   1,748   69.1%  (2,637)  (51.1)%

 

Please refer to section Performance, item ConsolidatedComplete Financial Statements (IFRS), Note 15 – Fixed Assets and Note 16 – Intangible Assets for further details.


Fixed assets property, plant and equipment

 

Property, Plant and Equipment

As of December 31, 2015,2016, we own and leaserent our principal administrative offices, which included 820 office buildings in 10 different addresses, having a total area of 420,036445,707 square meters, located primarily in São Paulo, Brazil. These offices include our head office, and a number of other administrative buildings, where administrative functions are performed, such as commercial department, back offices, wholesale and investment bank activities, and also our data processing center.

 

AsIn July 2016, we successfully completed the migration of December 31, 2015, we completed our IT investments plannedall of Itaú Unibanco’s business processing and operation to the new datacenter in the city of Mogi Mirim. This move marks the end of the enormous investment made in and detailed implementation planning of the new technological center, which will allow for the period from 2012sustainability of the business over the coming decades, as well as for innovation, competitiveness and, more importantly, the opportunity to 2015, which we funded fromdigitalize our business and internal resources. These investments were made in data processing systems, purchase of software, system developmentdepartments, thus creating a new experience for our employees and in our new Data Center built in the State of São Paulo, which opened in March 2015. This technology center will provide an increase in the processing and storage capacity of our operations by 25 times, in addition to providing a 43% reduction in the use of energy, as compared to our current consumption. The new data center will support our growth up to 2050, ensuring the high performance and availability of our operations.clients.

 

We also lease a portion of our administrative offices and the majority of our branches at competitive market prices from third parties and under renewable leases with terms ending from the first half of 20162017 (which are in the process of being renewed under similar terms) to the fourth quarter of 2036.

 

As of December 31, 2015,2016, we owned approximately 19%25% of our administrative offices and branches (including electronic service points, banking sites and parking lots) and leased approximately 81%75%.

Financial performance  A-140

Annual Report2015

 

Capitalization

 

The following table below presents our capitalization as of December 31, 2015.2016. The information described is derived from our consolidated financial statements as of and for the year ended December 31, 2015.2016. As of the date of this Consolidated Annual Report, there has been no material change in our capitalization since December 31, 2015.2016.

 

You should read the following table below in conjunction with the information included in section Our profile, item In numbers, Selected Financial Data – IFRS, section Performance and section Attachments, item Selected Statistical Information for further details.

  

  (In millions of R$, except percentages) 
  As of December 31, 2015 
Capitalization R$  US$(1) 
Current liabilities        
Deposits  232,619   59,573 
Securities sold under repurchase agreements  181,198   46,404 
Financial liabilities held for trading  34   9 
Derivatives  14,507   3,715 
Interbank market debt  80,547   20,628 
Institutional market debt  15,859   4,061 
Other financial liabilities  68,478   17,537 
Reserves for insurance and private pension  4,864   1,246 
Liabilities for capitalization plans  3,044   779 
Provisions  3,848   985 
Tax liabilities  2,364   605 
Other liabilities  24,975   6,396 
Total  632,337   161,938 
Long-term liabilities        
Deposits  59,991   15,363 
Securities sold under repurchase agreements  155,445   39,809 
Financial liabilities held for trading  378   97 
Derivatives  16,564   4,242 
Interbank market debt  76,339   19,550 
Institutional market debt  78,059   19,991 
Other financial liabilities  237   61 
Reserves for insurance and private pension  124,441   31,869 
Liabilities for capitalization plans  -   - 
Provisions  15,146   3,879 
Tax liabilities  2,237   573 
Other liabilities  812   208 
Total  529,649   135,641 
Income tax and social contribution – deferred  370   95 
Non-controlling interests  1,807   463 
Stockholders’ equity (2)  112,252   28,747 
Total capitalization (3)  1,276,415   326,884 
BIS ratio(4) (%)  17.8     

  As of December 31, 2016 
Capitalization R$  US$ (1) 
  (In millions of R$, except percentages) 
       
Current liabilities        
Deposits  249,015   76,406 
Securities sold under repurchase agreements  234,569   71,974 
Financial liabilities held for trading  134   41 
Derivatives  10,810   3,317 
Interbank market debt  75,352   23,120 
Institutional market debt  19,053   5,846 
Other financial liabilities  71,798   22,030 
Reserves for insurance and private pension  1,450   445 
Liabilities for capitalization plans  3,147   966 
Provisions  4,434   1,360 
Tax liabilities  1,741   534 
Other liabilities  25,968   7,968 
Total  697,471   214,007 
Long-term liabilities        
Deposits  80,399   24,669 
Securities sold under repurchase agreements  114,595   35,162 
Financial liabilities held for trading  385   118 
Derivatives  13,888   4,261 
Interbank market debt  60,131   18,450 
Institutional market debt  77,186   23,683 
Other financial liabilities  34   10 
Reserves for insurance and private pension  152,626   46,831 
Provisions  16,475   5,055 
Tax liabilities  3,452   1,059 
Other liabilities  1,142   350 
Total  520,313   159,648 
Income tax and social contribution - deferred  643   197 
Non-controlling interests  12,232   3,753 
Stockholders’ equity attributed to the owners of the parent company (2)  122,582   37,612 
Total capitalization (3)  1,353,241   415,217 
BIS ratio (4)  19.1%    

(1)Convenience translation at 3.90483.2591reais per U.S. dollar, the exchange rate in effect on December 31, 2015.2016.
(2)Itaú Unibanco Holding’s authorized and outstanding share capital consists of 3,047,040,1983,351,744,217 common shares and 3,036,875,7513,230,563,326 preferred shares, all of which are fully paid. For more information regarding our share capital see Note 21 to our consolidated financial statements as of and for the period ended December 31, 2015.2016.
(3)Total capitalization corresponds to the sum of total current liabilities, long-term liabilities.liabilities, deferred income, minority interest in subsidiaries and stockholders’ equity.
(4)Calculated by dividing total regulatory capital by risk weight assets.

 

Off-Balance Sheet ArrangementsOff-balance sheet arrangements

 

We do not have any off-balance sheet arrangements, other than the guarantees we granted that are described in Note 36 – Management of Financial Risks, item 3 – Collateral and policies for mitigating credit risk and item 5 – Credit risk exposure of our consolidated financial statements and derivative financial instruments discussed above. Please refer to section Our Risk Management, item Risk and Capital Management, Exchange Rate Sensitivity for further details.

 

A-148 

Results

 

Highlights

 

The highlights for the years ended December 31, 2015,2016, December 31, 20142015 and December 31, 20132014 are presented below:

 

Net income(attributable to the owners of theparentthe parent company):p increased 19.4% decreased 9.6% in 2016 compared to 2015 and increased19.4% in 2015 compared to 2014 and increased 31.2% in 2014 compared to 2013.

2014.

 

For 2016, our net income attributable to the owners of the parent company was R$23,263 million and decreased by 9.6% compared to 2015, when our net income was R$25,740 million. For the year ended December 31, 2015, our net income attributable to the owners of the parent company was R$25,740 million and increased by 19.4% compared to 2014, when our net income reached R$21,555 million. For the year ended December 31, 2014, our net income attributable to the owners of the parent company increased 31.2% when compared to the year ended December 31, 2013,2014, when our net income attributable to the owners of the parent company was R$16,42421,555 million.

 

Our performance ratio, ROAE (return on average equity), calculated by dividing net income attributable to owners of the parent company by the quarterly average stockholders’ equity attributed to the owners of the parent company excluding quarterly average proposed dividends recorded, reachedwas 20.1% in 2016, a decrease of 470 basis points compared to 2015 when our performance ratio was 24.8% in 2015,, an increase of 50 basis points compared to 2014 when our performance ratio reachedROAE was 24.3%, an increase of 320 basis points when compared to 2013 when our ROAE reached 21.1%.

 

Stockholders’ equity(attributable to theownersthe owners of the parent company):p increased by 9.2% as of December 31, 2016compared to December 31, 2015 and increased by 13.1% in 2015 compared to 2014 and increased 19.3% in 2014 compared to 2013.2014.

 

As of December 31, 20152016 our total stockholders’Stockholders’ equity attributed to the owners of the parent company increased 13.1%by 9.2% compared to December 31, 2014,2015, and reached R$122,582 million. As of December 31, 2015, our stockholders’ equity amounted to R$112,252 million. As of December 31, 2014,2015 our total stockholders’ equity amountedgrew 13.1% compared to

Financial performance  A-141

Annual Report2015

R$99,260 million. As stockholder equity as of December 31, 2014, our stockholders’ equity grew 19.3% compared to thatwhich was R$99,260 million.

Loan and lease portfolio:increased by 3.4% as of December 31, 2013, which was R$83,223 million.

Loan2016 compared to December 31, 2015 and lease portfolio:pincreased 4.8%by4.8% as of December 31, 2015 compared to December 31, 20142014.

Loans and increased 9.9% aslease to individuals:

As of December 31, 20142016 loans and lease to individuals totaled R$183,147 million, a decrease of 2.2% compared to December 31, 2013.

Loans2015. The decrease primarily is a result of the decrease of 23.1% in vehicle financing as a result of our continued application of stricter requirements for granting such loans, which has led to higher down payment requirements and leaseshorter financing terms, partially offset by the increases of (i) 9.9% in mortgage loans to individuals:R$38,242 million, mainly due to our focus on portfolios with lower delinquency rates, and (ii) 0.8% in credit card loans as we are the leading player in the Brazilian credit card market according to ABECS (Associação Brasileira das Empresas de Cartões de Crédito e Serviços), through Itaucard, Hipercard, Hiper, Credicard, joint ventures and commercial agreements with leading companies in sectors such as telecom, vehicles, retail and aviation operating in the Brazilian market.

 

As of December 31, 2015 loans and lease to individuals totaled R$187,220 million, an increase of 0.7% compared to December 31, 2014. The increase is primarily a result of the increases of (i) 19.5% in mortgage loans to R$34,790 million, mainly due to our focus on portfolios with lower delinquency rates, and (ii) 12.1% in payroll loans to R$45,434 million, due to a continued growth in our retail branch payroll loan operations and to the association agreement withthrough Banco Itaú BMG Consignado S.A., a financial institution aimed at the offering, distributiondistributing and sale ofmarketing payroll loans through the incorporation of a new financial institution, Itaú BMG Consignado. This association supplemented our payroll loan distribution strategy and improved the risk profile of our loan portfolio.loans. Vehicle financing decreased by 30.9% as of December 31, 2015 compared to December 31, 2014, totaling R$20,058 million, as a result of our continued application of stricter requirements for granting such loans, which has led to higher down payment requirements and shorter financing terms.periods.

Loans and lease to companies:

 

As of December 31, 20142016 loans and leases to individualscompanies, which includes corporate and small and medium business operations, totaled R$185,953180,689 million, an increaserepresenting a decrease of 11.1%R$37,876 million, or 17.3%, compared to December 31, 2013. The increase is primarily a result of the increases of (i) 11.6% in credit card loans2015. Loans and leases to R$59,321 million, (ii) 18.8% in mortgage loans to R$29,107 million, mainly due to our focus on portfolios with lower delinquency rates,small and (iii) 79.5% in payroll loans to R$40,525 million, due to a continued growth in our retail branch payroll loan operations. Vehicle financingmedium businesses decreased 28.4%10.8% as of December 31, 20142016 compared to December 31, 2013,2015, totaling R$29,047 million.

58,935 million as of December 31, 2016. Loans and leaseleases to companies:corporate clients decreased 20.2% as of December 31, 2016 compared to December 31, 2015, totaling R$121,754 million as of December 31, 2016.

 

As of December 31, 2015 loans and leases to companies totaled R$218,565 million, representing an increase of R$2,725 million, or 1.3%, compared to December 31, 2014. Loans and leases to small and medium businesses decreased 1.7%4.1% as of December 31, 2015 compared to December 31, 2014, totaling R$78,57666,038 million. Loans and leases to corporate clients increased 3.0%3.8% as of December 31, 2015 when compared to December 31, 2014, totaling R$139,989152,527 million as of December 31, 2015.

 

As of December 31, 2014 loans and leases to companies totaled R$215,840 million, representing an increase of R$13,097 million, or 6.5%, compared to December 31, 2013 when loans and leases to companies totaled R$202,743 million. Loans and leases to small and medium businesses as of December 31, 2014 totaled R$79,912 million, representing a decreased of 2.0% compared to 2013. Loans and leases to corporate clients as of December 31, 2014 totaled R$135,928, representing an increase of 12.2% when compared to 2013.

In addition, the depreciation of thereal against other currencies, especially the U.S. dollar, also contributed to the growth of our medium to large companies’ portfolio since a portion of our loans are denominated or originated in such currencies.

Foreign loans and leases – Latin America:

The balance of our foreign loans and leases from our operations in Latin America outside Brazil (Argentina, Chile, Colombia, Panama, Paraguay, Peru and Uruguay) totaled R$126,530 million as of December 31, 2016, an increase of 84.8% compared


to December 31, 2015 when the balance was R$68,463 million, mostly as a result of the merger between our subsidiary Banco Itaú Chile and CorpBanca in the second quarter of 2016 which represents an important step in our internationalization process.

 

The balance of our foreign loans and leases from our operations in Latin America outside Brazil (Argentina, Chile, Colombia, Paraguay and Uruguay) totaled R$68,463 million as of December 31, 2015, an increase of 35.2% compared to December 31, 2014 when the balance was R$50,638 million, mostly as a result of the organic growth of operations in the countries where we operate.

 

As of December 31, 2014 the balance of loans and leases from our operations in Latin America outside Brazil (Argentina, Chile, Colombia, Paraguay and Uruguay) totaled R$50,638 million, representing an increase of 21.9% compared to December 31, 2013, when such balance was R$41,528 million.

Credit quality (90-day NPL ratio):pdecreased 10 basis points as of December 31, 2016 compared to December 31, 2015and increased 40 basis points as of December 31, 2015 compared to December 31, 2014 and improved 60 basis points as of December 31, 2014 compared to December 31, 2013.2014.

 

The 90-day’s90-day non-performing loans ratio (90-day NPL ratio), is calculated by dividing 90-day’s non-performing loans by our loan portfolio.

 

As of December 31, 2016, our 90-day NPL ratio reached 3.4%, a reduction of 10 basis points due to a decrease in the 90-day NPL ratio for individuals. The ratio for companies as of December 31, 2016 increased by 20 basis points compared to December 31, 2015. As of December 31, 2015, our 90-day NPL ratio reached 3.5%, an increase due to increases in the 90-day NPL ratios for both individuals and companies. The ratio for individuals increased by 70of 40 basis points compared to December 31, 2014. As of December 31, 2014, our 90-day NPL ratio reached 3.1%, an improvement due to decreases in the 90-day NPL ratios for individuals and companies compared to December 31, 2013.

 

The coverage ratio, calculated by dividing the provisions for allowance for loan and lease losses by 90-day’s90-day non-performing loans, reflects the mechanics of our provisioning model and reached 160% as of December 31, 2016 compared to a ratio of 164% as of December 31, 2015 compared to a2015. The coverage ratio ofwas 160% as of December 31, 2014. As of

Interest and similar income:increased by 9.3% for the year ended December 31, 20132016 compared to the coverage ratio was 147%.

Interest Income:

Interest on loanyear endedDecember 31, 2015 and lease operations:pincreased 14.6%by 23.0% for the year ended December 31, 2015 compared to the same period in 2014year ended December 31, 2014.

Interest and similar expenses:increased 16.3%by 26.7% for the year ended December 31, 20142016 compared to the same period in 2013.

Interestyear endedDecember 31, 2015 and similar expenses:pincreased by 2.9% for the year ended December 31, 2015 compared to the same period in 2014 and year ended December 31, 2014.

Banking service fees:increased 57.4%by 8.4% for the year ended December 31, 20142016 compared to the same period in 2013.

Financial performance  A-142

Annual Report2015

Banking service fees:pyear ended December 31,2015 and increased by 11.8% for the year ended December 31, 2015 compared to the same period in 2014 and increased 16.0% for the year ended December 31, 2014 compared to the same period 2013.2014.

 

Income from insurance, private pension plan and capitalization operations (premium bonds) before claim and selling expenses:qdecreased by 11.9% for the year ended December 31, 2016 compared to the year ended December 31, 2015 anddecreased by 3.1% for the year ended December 31, 2015 compared to the same period in 2014year ended December 31, 2014.

General and administrative expenses:increased 3.8%by 6.9% for the year ended December 31, 20142016 compared to the same period in 2013.

Generalyearended December 31, 2015 and administrative expenses:pincreased by 11.9% for the year ended December 31, 2015 compared to the same period in 2014 and increased 6.6% for the year ended December 31, 2014 compared to the same period in 2013.2014.

 

Expenses for allowance for loan and lease losses:pdecreased by 0.6% for the year ended December 31, 2016 compared tothe year ended December 31, 2015 and increased by 30.2% for the year ended December 31, 2015 compared to the same period in 2014 and increased 5.5% for the year ended December 31, 2014 compared to the same period in 2013.2014.

 

Impaired loans:pincreased from R$17,206 million as of December 31, 2014 to R$27,157 million as of December 31, 2015 an increaseto R$30,317 million as of December 31, 2016, anincrease mainly with respect to impaired loans in our corporate portfolio due to a more challenging economic environment in Brazil and increased from R$16,305 million asBrazil. As of December 31, 2013 to2014 the balance of impaired loans was R$17,206 million as of December 31, 2014.million. (For further details, refer to section Performance, item ConsolidatedComplete Financial Statements (IFRS),in IFRS, Note 36.6 – Credit Quality of Financial Assets).

 

Loans under renegotiation:pcredit transactions under renegotiation, including extended, modified and deferred repayments,increased 29.0%6.1% as of December 31, 2015,2016 compared to December 31, 20142015 due to (i) an increase in our portfolio of renegotiated corporate loans and also (ii) the effect of the exchange rate variation in 2015.loans. As of December 31, 2015,2016, loans under renegotiation represented 3.1%5.0% of the total loan portfolio. As


  For the Year Ended December 31, 
Highlights 2016  2015  2014 
  (In millions of R$, except percentages) 
Statement of Income            
Net Income (attributable to the owners of the parent company)  23,263   25,740   21,555 
Banking Product  118,661   92,011   91,657 
Shares (R$)            
Earnings per share - Basic (Common and Preferred)  3.57   3.91   3.26 
Weight Average Number of Outstanding Shares – Basic (in thousands) (1)            
Common  3,351,741   3,351,741   3,351,741 
Preferred  3,171,216   3,228,881   3,266,347 
Average price of preferred share on the last trading day of the period (1)  33.68   23.91   28.69 
Market Capitalization (2)  219,348   155,732   190,161 
Market Capitalization (In millions of US$) (3)  67,303   39,882   71,592 
Performance Ratios (%)            
Net income as a percentage of average stockholder’s equity – Annualized (4)  20.1   24.8   24.3 
Net income as a percentage of total assets – Annualized (5)  1.8   2.2   2.0 
Solvency Ratio (BIS Ratio) - Prudential Conglomerate (6)  19.1   17.8   16.9 
Non-performing Loans Index (NPL over 90 days)  3.4   3.5   3.1 
Non-performing Loans Index (NPL 15-90 days)  2.5   2.6   2.5 
Efficiency Ratio (ER) (7)  46.7   44.0   47.0 
Risk Adjusted Efficiency Ratio (RAER) (7)  69.2   63.0   62.9 

  As of December 31, 
  2016  2015  2014 
Balance Sheet            
Total Assets  1,353,241   1,276,415   1,127,203 
Total Loan Portfolio  490,366   474,248   452,431 
Total Stockholders’ Equity  134,814   114,059   100,617 
Total Stockholders’ Equity attributed to the owners of the parent company  122,582   112,252   99,260 

(1) The number of outstanding shares was adjusted to reflect the share bonus of 10% granted on June 05, 2014, July 17, 2015 and September 14, 2016.

(2) Total number of outstanding shares (common and preferred shares) multiplied by the average price of the preferred share on the last trading day in the period.

(3) The US$/R$ exchange rate was R$3.2591 as of December 31,2016, R$3.9048 as of December 31, 2014, credit transactions under renegotiation, including extended, modified2015 and deferred repayments decreased 10.2% compared toR$2.6562 as of December 31, 2013.2014.

(4) Annualized Return was calculated by dividing net income attributable to owners of the parent company by the quarterly average stockholders’ equity attributed to the owners of the parent company excluding quarterly average proposed dividends recorded.

  (In millions of R$, except percentages) 
  For the Year Ended December 31, 
Highlights 2015  2014  2013 
Statement of income            
Net income (attributable to the owners of the parent company)  25,740   21,555   16,424 
Banking product  92,011   91,657   79,387 
Shares (R$)            
Earnings per share – Basic (Common and Preferred)  4.30   3.58   2.73 
Payout (%)(1)  27.9   30.4   30.8 
Dividend yield (%)(2)  4.7   3.5   3.3 
Weight average number of outstanding shares – Basic (in thousands)(3)            
Common  3,047,037   3,047,037   3,047,037 
Preferred  2,935,346   2,969,406   2,961,435 
Average price of preferred share on the last trading day of the period(3)  26.30   31.56   26.16 
Market capitalization(4)  155,732   190,161   156,957 
Market capitalization (In millions of US$)(5)  39,882   71,592   67,001 
Performance ratios (%)            
Net income as a percentage of average stockholder’s equity – Annualized(6)  24.8   24.3   21.1 
Net income as a percentage of total assets – Annualized(7)  2.2   2.0   1.7 
Solvency ratio (BIS ratio) – Prudential Conglomerate(8)  17.8   16.9   16.6 
Non-performing Loans Index (NPL over 90 days)  3.5   3.1   3.7 
Non-performing Loans Index (NPL 15-90 days)  2.6   2.5   3.0 
Efficiency Ratio (ER)(9)  44.0   47.0   49.2 
Risk Adjusted Efficiency Ratio (RAER)(9)  63.0   62.9   68.2 

(5) Annualized Return was computed by dividing Net Income by Average Assets.

     As of December 31,
  2015  2014  2013 
Balance Sheet            
Total Assets  1,276,415   1,127,203   1,027,297 
Total Loan Portfolio  474,248   452,431   411,702 
Total Stockholders’ Equity  114,059   100,617   84,192 
Total Stockholders’ Equity attributed to the owners of the parent company  112,252   99,260   83,223 

(1) Dividends and interest on capital – paid/provisioned for (net)/net income of the year.
(2)Dividends paid per share in the period/price of our preferred share (ITUB4) at final date of the period.
(3)The number of outstanding shares was adjusted to reflect the share bonus of 10% granted on May 20, 2013, June 05, 2014 and July 17, 2015.
(4)Total number of outstanding shares (common and preferred shares) multiplied by the average price of the preferred share on the last trading day in the period.
(5)The US$/R$ exchange rate was R$3,9048 as of December 31,2015, R$2,6562 as of December 31, 2014 and R$2,3426 as of December 31, 2013.
(6)Annualized Return was calculated by dividing net income attributable to owners of the parent company by the quarterly average stockholders’ equity attributed to the owners of the parent company excluding quarterly average proposed dividends recorded.
(7)Annualized Return was computed by dividing Net Income by Average Assets.
(8)(6) Up to 2014, this ratio was calculated based on the financial conglomerate.
(9)The Efficiency Ratio and Risk Adjusted Efficiency Ratio are calculated based on managerial information (for more details on the calculation methodology of both Efficiency and Risk Adjusted Efficiency ratios, please see Basis of Segment Information Presentation).

Financial performance  A-143

(7) The Efficiency Ratio and Risk Adjusted Efficiency Ratio are calculated based on managerial information (for more details on the calculation methodology of both Efficiency and Risk Adjusted Efficiency ratios, please see Basis of Segment Information Presentation).

Annual Report2015

 

When thereal depreciates, we incur losses on our liabilities denominated in or indexed to foreign currencies, such as our U.S. dollar-denominated long-term debt and short-term borrowings, because the cost inreais of the related interest expense increases. At the same time, we realize gains on monetary assets denominated in or indexed to foreign currencies, such as our dollar-indexed trading securities and loans, due to increased interest income from such assets when translated toreais. When thereal appreciates, the effects are the opposite of those described above. Consequently, the management of the gap in foreign currencies can have material effects on our net income. Unless otherwise indicated, the discussion in this section relates to our average interest rates and yields. Interest rates cited are measured inreais and include the effect of the variation of thereal against foreign currencies.

Please refer to section Our Risk Management,risk management, item Risk Factors,factors, Instability of foreign exchange rates may negatively affect us and item Market Riskrisk for further details.

 

Net income

 

The following table shows the main components of our net income for the years ended December 31, 2016, 2015 December 31, 2014 and December 31, 2013:2014:


         (In millions of R$, except percentages) 
 For the Year Ended December 31, Variation  For the Year Ended December 31,  Variation 
Consolidated Statement of Income 2015  2014  2013  2015-2014  2014-2013  2016  2015  2014  2016-2015  2015-2014 
 (In millions of R$, except percentages) 
Banking product  92,011   91,657   79,387   354   0.4%  12,270   15.5%  118,661   92,011   91,657   26,650   29.0%  354   0.4%
Interest and similar income  147,789   120,115   94,127   27,674   23.0%  25,988   27.6%  161,495   147,789   120,115   13,706   9.3%  27,674   23.0%
Interest and similar expense  (75,064)  (72,977)  (46,361)  (2,087)  2.9%  (26,616)  57.4%  (95,126)  (75,064)  (72,977)  (20,062)  26.7%  (2,087)  2.9%
Dividend income  98   215   205   (117)  (54.4)%  10   4.9%  288   98   215   190   193.9%  (117)  (54.4)%
Net gain (loss) from investment securities and derivatives  (11,862)  (724)  (5,924)  (11,138)  1,538.4%  5,200   (87.8)%  7,311   (11,862)  (724)  19,173   (161.6)%  (11,138)  1,538.4%
Foreign exchange results and exchange variation on transactions  (6,353)  9,644   6,594   (15,997)  (165.9)%  3,050   46.3%  5,513   (6,353)  9,644   11,866   (186.8)%  (15,997)  (165.9)%
Banking service fees  29,452   26,342   22,712   3,110   11.8%  3,630   16.0%  31,918   29,452   26,342   2,466   8.4%  3,110   11.8%
Income from insurance. private pension and capitalization operations before claim and selling expenses  6,672   6,888   6,639   (216)  (3.1)%  249   3.8%
Income related to insurance, private pension plans and capitalization operations before claim and selling expenses  5,880   6,672   6,888   (792)  (11.9)%  (216)  (3.1)%
Other income  1,279   2,154   1,395   (875)  (40.6)%  759   54.4%  1,382   1,279   2,154   103   8.1%  (875)  (40.6)%
Losses on loans and claims  (21,335)  (15,801)  (14,870)  (5,534)  35.0%  (931)  6.3%  (22,122)  (21,335)  (15,801)  (787)  3.7%  (5,534)  35.0%
Expenses for allowance for loan and lease losses  (24,517)  (18,832)  (17,856)  (5,685)  30.2%  (976)  5.5%  (24,379)  (24,517)  (18,832)  138   (0.6)%  (5,685)  30.2%
Recovery of loans written off as loss  4,779   5,054   5,061   (275)  (5.4)%  (7)  (0.1)%  3,742   4,779   5,054   (1,037)  (21.7)%  (275)  (5.4)%
Expenses for claims  (1,611)  (2,430)  (3,155)  819   (33.7)%  725   (23.0)%  (1,555)  (1,611)  (2,430)  56   (3.5)%  819   (33.7)%
Recovery of claims under reinsurance  14   407   1,080   (393)  (96.6)%  (673)  (62.3)%  70   14   407   56   400.0%  (393)  (96.6)%
Banking Product net of losses on loans and claims  70,676   75,856   64,517   (5,180)  (6.8)%  11,339   17.6%
Operating margin  96,539   70,676   75,856   25,863   36.6%  (5,180)  (6.8)%
Other operating income (expenses)  (52,411)  (47,048)  (43,652)  (5,363)  11.4%  (3,396)  7.8%  (58,347)  (52,411)  (47,048)  (5,936)  11.3%  (5,363)  11.4%
General and administrative expenses  (47,626)  (42,550)  (39,914)  (5,076)  11.9%  (2,636)  6.6%  (50,904)  (47,626)  (42,550)  (3,278)  6.9%  (5,076)  11.9%
Tax expenses  (5,405)  (5,063)  (4,341)  (342)  6.8%  (722)  16.6%  (7,971)  (5,405)  (5,063)  (2,566)  47.5%  (342)  6.8%
Share of profit or (loss) of unconsolidated companies  620   565   603   55   9.7%  (38)  (6.3)%
Share of profit or (loss) in associates and joint ventures  528   620   565   (92)  (14.8)%  55   9.7%
Income before income tax and social contribution  18,265   28,808   20,865   (10,543)  (36.6)%  7,943   38.1%  38,192   18,265   28,808   19,927   109.1%  (10,543)  (36.6)%
Current income tax and social contribution  (8,965)  (7,209)  (7,503)  (1,756)  24.4%  294   (3.9)%  (3,898)  (8,965)  (7,209)  5,067   (56.5)%  (1,756)  24.4%
Deferred income tax and social contribution  16,856   262   3,160   16,594   6,333.6%  (2,898)  (91.7)%  (10,712)  16,856   262   (27,568)  (163.6)%  16,594   6,333.6%
Net income  26,156   21,861   16,522   4,295   19.6%  5,339   32.3%  23,582   26,156   21,861   (2,574)  (9.8)%  4,295   19.6%
Net income attributable to non-controlling interests  416   306   98   110   35.9%  208   212.2%  319   416   306   (97)  (23.3)%  110   35.9%
Net income attributable to owners of the parent company  25,740   21,555   16,424   4,185   19.4%  5,131   31.2%  23,263   25,740   21,555   (2,477)  (9.6)%  4,185   19.4%

 

Banking Product (Operating Revenues)product (operating revenues)

 

Banking product (operating revenues) is the sum of our operating revenues, net of funding costs, as detailed in the table above. Please refer to section Performance, item ConsolidatedComplete Financial Statements (IFRS),in IFRS, Note 23 – Interest and Similar Income and Expense and Net Gain (Loss) from Investment Securities and Derivatives, Note 24 – Banking Service Fees and Note 25 – Other Income for further details.

 

The following table shows the main components of our interest and similar income for the years ended December 31, 2015,2016, December 31, 20142015 and December 31, 2013:2014:

 

     (In millions of R$, except percentages) 
  For the Year Ended December 31,  Variation 
Interest and similar income 2015  2014  2013  2015-2014  2014-2013 
Interest on Central Bank compulsory deposits  5,748   5,904   4,314   (156)  (2.6)%  1,590   36.9%
Interest on interbank deposits  1,628   1,286   583   342   26.6%  703   120.6%
Interest on securities purchased under agreements to resell  27,572   17,929   12,630   9,643   53.8%  5,299   42.0%
Interest on financial assets held for trading  19,826   15,128   10,860   4,698   31.1%  4,268   39.3%
Interest on available-for-sale financial assets  8,979   7,272   5,067   1,707   23.5%  2,205   43.5%
Interest on held-to-maturity financial assets  3,758   2,347   486   1,411   60.1%  1,861   382.9%
Interest on loans and leases operations  79,392   69,248   59,546   10,144   14.6%  9,702   16.3%
Other financial assets  886   1,001   641   (115)  (11.5)%  360   56.2%
Total interest and similar income  147,789   120,115   94,127   27,674   23.0%  25,988   27.6%

Financial performance  A-144

Annual Report2015
  For the Year Ended December 31,  Variation 
Interest and similar income 2016  2015  2014  2016-2015  2015 - 2014 
  (In millions of R$, except percentages) 
Interest on Central Bank compulsory deposits  6,920   5,748   5,904   1,172   20.4%  (156)  (2.6)%
Interest on interbank deposits  677   1,628   1,286   (951)  (58.4)%  342   26.6%
Interest on securities purchased under agreements to resell  34,162   27,572   17,929   6,590   23.9%  9,643   53.8%
Interest on financial assets held for trading  23,669   19,826   15,128   3,843   19.4%  4,698   31.1%
Interest on available-for-sale financial assets  11,160   8,979   7,272   2,181   24.3%  1,707   23.5%
Interest on held-to-maturity financial assets  3,788   3,758   2,347   30   0.8%  1,411   60.1%
Interest on loans and leases operations  80,118   79,392   69,248   726   0.9%  10,144   14.6%
Other financial assets  1,001   886   1,001   115   13.0%  (115)  (11.5)%
Total interest and similar income  161,495   147,789  ��120,115   13,706   9.3%  27,674   23.0%

 

In the year ended December 31, 2016, the 9.3% increase in interest and similar income compared to the year ended December 31, 2015 was mainly due to increases in interest on securities purchased under agreements to resell, in interest on financial assets held for trading and in interest on available-for-sale financial assets. These increases are related to the growth in volume of these interest-earnings assets. Also, increases in the cumulative SELIC rate which increased to 14.0% in 2016 from 13.8% in 2015 contributed to the increase in interest and similar income.

In the year ended December 31, 2015, the 23.0% increase in interest and similar income compared to the year ended December 31, 2014 was mainly due to increases in interest on loans and leases, in interest on securities purchased under agreements to resell and in interest on financial assets held for trading. The increase of 14.6% in interest on loans and leases operations is mainly due to the 35.2% growth in our Latin America loan portfolio when compared to the previous year. The increase in interest for trading is related to increases in the cumulative SELIC rate to 13.8% in 2015 from 10.9% in 2014.

In 2014, the 27.6% increase in interest and similar income compared to 2013 was mainly due to increases in interest on loans and leases, in interest on held for trading, available-for-sale and held-to-maturity financial assets, and in interest on compulsory Central Bank deposits. The increases in interest for trading, available-for-sale and held-to-maturity financial assets and on Central Bank compulsory deposits are related to increases in the cumulative SELIC rate to 10.9% in 2014 from 8.3% in 2013. The increase in 2014 of 16.3% in interest on loans and leases compared to 2013 is mainly due to the 9.9% growth in our loan portfolio combined with the growth short-term duration products such as overdrafts and credit cards.

 

The following table shows the composition of the carrying amount of loan and lease transactions by type which primarily account for the variation between our total loan and lease transactions as of December 31, 2016, 2015 December 31, 2014 and December 31, 2013:2014:

 (In millions of R$, except percentages) 
 For the Year Ended December 31, Variation  For the Year Ended December 31,  Variation 
Loan and lease operations by type 2015  2014  2013  2015-2014  2014-2013  2016 2015 2014 2016-2015 2015 - 2014 
 (In millions of R$, except percentages) 
Individuals  187,220   185,953   167,431   1,267   0.7%  18,522   11.1%  183,147   187,220   185,953   (4,073)  (2.2)%  1,267   0.7%
Credit card  58,542   59,321   53,149   (779)  (1.3)%  6,172   11.6%  59,022   58,542   59,321   480   0.8%  (779)  (1.3)%
Personal loans  28,396   27,953   26,635   443   1.6%  1,318   4.9%  25,813   28,396   27,953   (2,583)  (9.1)%  443   1.6%
Payroll loans  45,434   40,525   22,571   4,909   12.1%  17,954   79.5%  44,636   45,434   40,525   (798)  (1.8)%  4,909   12.1%
Vehicles  20,058   29,047   40,584   (8,989)  (30.9)%  (11,537)  (28.4)%  15,434   20,058   29,047   (4,624)  (23.1)%  (8,989)  (30.9)%
Mortgage loans  34,790   29,107   24,492   5,683   19.5%  4,615   18.8%  38,242   34,790   29,107   3,452   9.9%  5,683   19.5%
Corporate  139,989   135,928   121,185   4,061   3.0%  14,743   12.2%  121,754   152,527   147,002   (30,773)  (20.2)%  5,525   3.8%
Small and medium businesses  78,576   79,912   81,558   (1,336)  (1.7)%  (1,646)  (2.0)%  58,935   66,038   68,838   (7,103)  (10.8)%  (2,800)  (4.1)%
Foreign loans – Latin America  68,463   50,638   41,528   17,825   35.2%  9,110   21.9%
Foreign loans - Latin America  126,530   68,463   50,638   58,067   84.8%  17,825   35.2%
Total loan and lease operations  474,248   452,431   411,702   21,816   4.8%  40,729   9.9%  490,366   474,248   452,431   16,118   3.4%  21,817   4.8%

 

As of December 31, 2016, our total loan and lease portfolio reached R$490,366 million, a 3.4% increase from the previous year mainly due to the increase in (i) the volume of loans to Latin American (not including Brazil) borrowers, due to the merger between our subsidiary Banco Itaú Chile and CorpBanca in the second quarter of 2016, and (ii) mortgage loans due to our focus on portfolios with lower delinquency rates. These increases were partially offset by decreases in loans to corporate, small and medium businesses due to a more challenging economic environment in Brazil. As of December 31, 2015, our total loan portfolio reached R$474,248 million, a 4.8% increase from the previous year, influenced by the increase in the average volumes of loan and lease transactions, mainly due to the increase in the volume of payroll loans, mortgage loans and loans to corporate clients. As of December 31, 2014, our loan portfolio reached R$452,431 million, a 9.9% increase from December 31, 2013.2014.

 

Since 2011, we have focused on reducing the credit risk of our loan portfolio. As a result, our mortgage, payroll corporate and Latin America (ex-Brazil)(not including Brazil) loan portfolios have grown more rapidly, while our vehicle, corporate and small companies’ portfolios have decreased. Our mortgage loan portfolio has grown in line with the market and we maintained a conservative approach regarding collateral. The portfolio LTV quarterly average (Loan-to-Value: ratio between the loans and the underlying collateral) reached 55.3%41.8% in the fourth quarter of 2015.2016. Our payroll loan portfolio has grown more than our personal loan portfolio not only due to a continued growth in our retail branch payroll loan operations and through Banco Itaú BMG Consignado S.A., a financial institution aimed at offering, distributing and marketing payroll loans. We maintain an association, as stated in the emphasis we have givennew commercial agreement for the distribution of payroll loans of Banco Itaú BMG Consignado and its affiliates, on an exclusive basis, through certain distribution channels linked to it within our branch network but also because of our association with Banco BMG for payroll loan origination.and its affiliates. In Latin America, excluding Brazil (i.e., Argentina, Chile, Colombia, Panama, Paraguay and Uruguay) our loan portfolio grew 35.2% whenby 84.8% compared to December 31, 20142015 and 21.9%35.2% in December 31, 20142015 compared to December 31, 2013, both2014. In 2016, the growth in our Latin America portfolio was due to organic growththe merger between our subsidiary Banco Itaú Chile and CorpBanca in the depreciationsecond quarter of thereal against the currencies of those countries.2016 and represents an important step in our globalization process. For further details please refer to the table above of loan and lease operations by type.

 

  (In millions of R$, except percentages) 
  For the Year Ended December 31,  Variation 
Interest and similar expense 2015  2014  2013  2015-2014  2014-2013 
Interest on deposits  (13,587)  (12,064)  (9,802)  (1,523)  12.6%  (2,262)  23.1%
Interest on securities sold under repurchase agreements  (32,879)  (26,771)  (16,865)  (6,108)  22.8%  (9,906)  58.7%
Interbank market debt  (7,970)  (14,404)  (6,245)  6,434   (44.7)%  (8,159)  130.6%
Institutional market debt  (8,030)  (10,695)  (9,971)  2,665   (24.9)%  (724)  7.3%
Financial expense from technical reserves for insurance                            
   (12,556)  (8,987)  (3,436)  (3,569)  39.7%  (5,551)  161.6%
and private pension plans                            
Other  (42)  (56)  (42)  14   (25.0)%  (14)  33.3%
Total interest and similar expense  (75,064)  (72,977)  (46,361)  (2,087)  2.9%  (26,616)  57.4%

Financial performance  A-145

Annual Report2015
  For the Year Ended December 31,  Variation 
Interest and similar expense 2016  2015  2014  2016-2015  2015 - 2014 
  (In millions of R$, except percentages) 
Interest on deposits  (14,701)  (13,587)  (12,064)  (1,114)  8.2%  (1,523)  12.6%
Interest on securities sold under repurchase agreements  (45,932)  (32,879)  (26,771)  (13,053)  39.7%  (6,108)  22.8%
Interbank market debt  (8,348)  (7,970)  (14,404)  (378)  4.7%  6,434   (44.7)%
Institutional market debt  (8,248)  (8,030)  (10,695)  (218)  2.7%  2,665   (24.9)%
Financial expense from technical reserves for insurance and private pension plans  (17,790)  (12,556)  (8,987)  (5,234)  41.7%  (3,569)  39.7%
Other  (107)  (42)  (56)  (65)  154.8%  14   (25.0)%
Total interest and similar expense  (95,126)  (75,064)  (72,977)  (20,062)  26.7%  (2,087)  2.9%

 

The changes in the SELIC rate also affected our total interest expenses.expenses. In 2015,2016, the cumulative SELIC rate increased to 14.0% as of December 31, 2016 compared to 13.8% as of December 2015 compared to 10.9% as of December 31, 2014.2015. As of December 31, 2013,2014, the cumulative SELIC rate was 8.3%10.9%.

 

In 2015the years ended December 31, 2016 and 2014,2015, the increase in volume and in the SELIC rate increased our interest expenses for securities sold under repurchase agreements and reserves for insurance and private pension plans and liabilities for capitalization plans (premium bonds). Please refer to section Performance, item Financial Performance,performance, Liabilities, Funding, for further information.

 

Dividend income totaled R$288 million for the year ended December 31, 2016, compared to R$98 million for the year ended December 31, 2015, compared2015. This increase was due to higher income from dividends on investments. Dividend income totaled R$215 million for the year ended December 31, 2014. This decrease was due to lower income from dividends on investments. For the year ended December 31, 2013, dividend income totaled R$205 million.

 

Net gain (loss) from investment securities and derivatives totaled a lossgain of R$11,8627,311 million for the year ended December 31, 20152016 compared to a loss of R$72411,862 million in the same period in 2014.2015. For the year ended December 31, 2013,2014, net gain (loss) from investment securities and derivatives totaled a loss of R$5,924724 million. These results were mainly due to our risk management strategies, particularly those associated with derivative instruments used to hedge our investments abroad and due to the depreciation of thereal against the U.S. dollar during 2015 and 2014.

abroad. Foreign exchange results and exchange variation on transactions totaled a gain of R$5,513 million for the year ended December 31, 2016 compared to a loss of R$6,353 million for the year ended December 31, 2015 compared toand a gain of R$9,644 million for the year ended December 31, 2014 and a gain of R$6,594 million for the year ended December 31, 2013.2014. The changes were due mainly to the effect from derivative financial instruments used to hedge the impact of exchange rate variationvariations on our investments in subsidiaries abroad.

 

The following table shows the main components of our non-interest income for the years ended December 31, 2016, 2015 and 2014:


  For the Year Ended December 31,  Variation 
Non-interest income 2016  2015  2014  2016-2015  2015-2014 
  (In millions of R$, except percentages) 
Banking Service Fees  31,918   29,452   26,342   2,466   8.4%  3,110   11.8%
Current account services  9,528   8,815   7,725   713   8.1%  1,090   14.1%
Asset management fees  3,514   2,932   2,660   582   19.8%  272   10.2%
Collection commissions  1,315   1,250   1,279   65   5.2%  (29)  (2.3)%
Fees from credit card services  13,330   12,722   11,507   608   4.8%  1,215   10.6%
Fees for guarantees issued and credit lines  1,773   1,609   1,407   164   10.2%  202   14.4%
Brokerage commission  295   248   262   47   19.0%  (14)  (5.3)%
Other  2,163   1,876   1,502   287   15.3%  374   24.9%
Income related to insurance, private pension plans and capitalization operations before claim and selling expenses  5,880   6,672   6,888   (792)  (11.9)%  (216)  (3.1)%
Other Income  1,382   1,279   2,154   103   8.1%  (875)  (40.6)%
Total non-interest income  39,180   37,403   35,384   1,777   4.8%  2,019   5.7%

In the year ended December 31, 2014 and2016, our non-interest income amounted to R$39,180 million, representing a growth of 4.8% from the year ended December 31, 2013:

  (In millions of R$, except percentages) 
  For the Year Ended December 31,  Variation 
Non-interest income 2015  2014  2013  2015-2014  2014-2013 
Banking Service Fees  29,452   26,342   22,712   3,110   11.8%  3,630   16.0%
Current account services  8,815   7,725   6,450   1,090   14.1%  1,275   19.8%
Asset management fees  2,932   2,660   2,501   272   10.2%  159   6.4%
Collection commissions  1,250   1,279   1,213   (29)  (2.3)%  66   5.4%
Fees from credit card services  12,722   11,507   9,701   1,215   10.6%  1,806   18.6%
Fees for guarantees issued and credit lines  1,609   1,407   1,240   202   14.4%  167   13.5%
Brokerage commission  248   262   337   (14)  (5.3)%  (75)  (22.3)%
Other  1,876   1,502   1,270   374   24.9%  232   18.3%
Income from insurance, private pension and premium bond operations before claim and selling expenses  6,672   6,888   6,639   (216)  (3.1)%  249   3.8%
Other Income  1,279   2,154   1,395   (875)  (40.6)%  759   54.4%
Total non-interest income  37,403   35,384   30,746   2,019   5.7%  4,638   15.1%

2015, mainly due to the growth of 8.4% in banking service fees. In the year ended December 31, 2015, our non-interest income amounted to R$37,403 million, representing a growth of 5.7% from the same period in the previous year ended December 31, 2014, mainly due to the growth of 11.8% in banking service fees. In 2014, our non-interest income amounted to R$35,384 million, representing a growth of 15.1% from the same period in the previous year, due to the growth in banking service fees.

 

Banking service fees refer to the sum of fees from current account services, asset management, collection, credit card services, guarantees issued and credit lines, brokerage commission and other fees. In the year ended December 31, 2016, the increase in banking service fee revenues was mainly due to: (i) income from current account services, largely due to the offering of differentiated products and services, (ii) income from fees from credit card services, due to higher revenues from equipment rental and higher transaction volume during 2016 and (iii) asset management fees due to the increase in volume of assets under management. In 2015, the increase in banking service fee revenues was mainly due to: (i) income from fees from credit card services influenced by higher revenues from interchange, MDR (Merchant Discount Rate) and annual fees, and by the increase in the number of POS equipment rented in the period, and (ii) income from current account services, influenced mainly due to the offering of differentiated products and services. These products include differentiated current account service packages for individuals and the convenience and versatility of products offered to companies.fees. The growth in banking service fees and other feesfee income is in line with our strategy to diversify our income, mainly to make itwhile becoming less dependent on changes in interest rates.

In 2014,the year ended December 31, 2016, income related to insurance, private pension plans and capitalization operations (premium bonds) before claim and selling expenses decreased by R$792 million compared to the year ended December 31, 2015. The decrease was influenced by the increase of R$3,030 million in reserves for insurance and private pension plans, partially offset by the increase in banking service fee revenues was mainly due to: (i) income from fees from credit card services, influencedrelated to insurance and private pension of R$2,215 million and by the increasedincrease of R$28 million in revenues from credit card annual fees, increases in sales and an increase incapitalization plans. In the number of equipment (POS) rented during the period, as well as the acquisition of Credicard, and (ii) income from current account services, influenced by the expansion of our account holder base and the increase in the offering of differentiated products and services.

Inyear ended December 31, 2015, income fromrelated to insurance, private pension and capitalization operations (premium bonds) before claim and selling expenses decreased R$216 million compared to the year ended December 31, 2014. The decrease was influenced by the

 

Financial performance  A-146

Annual Report2015

decrease ofIn the year ended December 31, 2016, other income increased R$1,024103 million in reserves for insurance and private pension plans, partially offset bycompared to the year ended December 31, 2015, due primarily to an increase in reinsurance premiums of R$942 million due togains on the sale of our large risk insurance operationsassets held for sale, fixed assets and investments in 2014associates and byjoint ventures. In the increase of R$29 million in revenues from capitalization plans.

In 2014, income from insurance, private pension and capitalization operations (premium bonds) before claim and selling expenses increased R$249 million compared to 2013. The increase was influenced by (i) the lower reinsurance premium of R$492 million due to the sale of our large risk insurance operations in 2014, (ii)year ended December 31, 2015, the decrease of R$192 million in changes in reserves for insurance and private pension and (iii) by the increase of R$95 million in revenue from capitalization plans. These variations were partially offset by the decrease in income from insurance and private pension, mainly due to the decrease income in VGBL, mandatory insurance for personal injury caused by motor vehicles (DPVAT) and large risk products.

In 2015, other income decreased R$875 million compared to 2014,was due primarily to a decrease in gains on the sale of assets held for sale, fixed assets and investments in associates and joint ventures where revenues receiveda non-recurring revenue in the amount of R$1,151 million from the sale of assets held by Itaú Seguros Soluções Corporativas S.A.(ISSC) werewas reflected in 2014.

In 2014, other income increased R$759 million compared to 2013, due primarily to revenues received from the sale of assets held by ISSC in the amount of R$1,151 duringyear ended December 31, 2014.

 

The following chart shows the composition of the banking service fees for years ended December 31, 2016, 2015 December 31, 2014 and December 31, 2013:2014:

 

 


Below is the composition of our losses on loans and claims for the years ended December 31, 2016, 2015 December 31, 2014 and December 31, 2013:2014:

 

 (In millions of R$, except percentages) 
 For the Year Ended December 31, Variation  For the Year Ended December 31,  Variation 
Losses on loans and claims 2015  2014  2013  2015-2014  2014-2013  2016  2015  2014  2016-2015  2015-2014 
 (In millions of R$, except percentages) 
Expenses for allowance for loan and lease losses  (24,517)  (18,832)  (17,856)  (5,685)  30.2%  (976)  5.5%  (24,379)  (24,517)  (18,832)  138   (0.6)%  (5,685)  30.2%
Recovery of loans written-off as loss  4,779   5,054   5,061   (275)  (5.4)%  (7)  (0.1)%  3,742   4,779   5,054   (1,037)  (21.7)%  (275)  (5.4)%
Expenses for claims  (1,611)  (2,430)  (3,155)  819   (33.7)%  725   (23.0)%  (1,555)  (1,611)  (2,430)  56   (3.5)%  819   (33.7)%
Recovery of claims under reinsurance  14   407   1,080   (393)  (96.6)%  (673)  (62.3)%  70   14   407   56   400.0%  (393)  (96.6)%
Total losses on loans and claims  (21,335)  (15,801)  (14,870)  (5,534)  35.0%  (931)  6.3%  (22,122)  (21,335)  (15,801)  (787)  3.7%  (5,534)  35.0%

 

Evolution of the expenses for allowance for loan and lease losses

 

The chart below shows the changes in the components making up our expenses for allowance for loan and lease losses which primarily account for the variation between expenses for allowance for loan and lease losses for the years ended December 31, 2016, 2015 and 2014:

For the year ended December 31, 20142016, our expenses for allowance for loan and lease losses remained relatively stable compared to the year ended December 31, 2013:

(1) Includes Payroll Loans.

(2) Includes Credit Card Loans, Mortgage Loans, Vehicles2015, primarily as a result of the decrease in our expenses for allowance loan and lease losses for companies being offset by increases in expenses for allowance and loan losses for our Latin America Loans.segment mainly as a result of the merger between Banco Itaú Chile and CorpBanca.

Financial performance  A-147

Annual Report2015

 

For the year ended December 31, 2015, our expenses for allowance for loan and lease losses increased by 30.2% compared to the same period inyear ended December 31, 2014. The growth is mainly due to a more challenging economic environment.environment in Brazil. Please refer to section Macroeconomic context – item Brazilian context for further details.

 

For the year ended December 31, 2014, our expenses for allowance for loan and lease losses increased 5.5% compared to the same period in 2013 despite an increase of 9.9% in our loan portfolio in this period. This was the result of our continued application of stricter requirements for granting loans, which has led to higher down payment requirements and shorter financing terms and due to the acquisition of Credicard, which increased our loan portfolio by R$8.2 billion in December 2013.

As of December 31, 2015,2016, the NPL ratio for operations overdue from 15 to 90 days (NPL 15-90) reached 2.6%2.5% and NPL ratio for operations overdue for over 90 days (NPL 90) reached 3.5%3.4%. The chart below shows the changes in the NPL ratios.

 

 

In the year ended December 31, 2016, the recovery of loans written off as losses reached R$3,742 million, representing a decrease of 21.7% compared to the year ended December 31, 2015 as a result of the challenging economic scenario in Brazil. In the year ended December 31, 2015, the recovery of loans written off as losses reached R$4,779 million, representing a decrease of 5.4% compared to the year ended December 31, 2014.

In the year ended December 31, 2014, the recovery of loans written off as losses remained relatively stable2016, expenses for claims decreased by R$56 million compared to the year ended December 31, 2013same period in the previous year. The reduction in expenses for claims is related to the early termination of the extended warranty agreement between Itaú Seguros S.A. and reached R$5,054 million, representing a 0.1% decrease.

Via Varejo in the third quarter of 2014. In 2015, expenses for claims decreased by R$819 million when compared to 2014, mainly due to a decrease in claims of large risk insurance operations due to the sale of the large risk portfolio, in addition to decreasing


claims in mandatory insurance for personal injury caused by motor vehicles (Seguro Obrigatório de Danos Pessoais Causados porpor Veículos Automotores de Via Terrestre, or DPVAT). In the year endedDecember 31, 2014, expenses for claims decreased by R$725 million, mainly due to a decrease in claims of corporate insurance risks, individual and group accident insurance segments for the year ended December 31, 2014 compared to the year ended December 31, 2013.

 

RecoveryIn 2016, recovery of claims under reinsurance decreasedincreased by R$39356 million in 2015 from R$40714 million for the year ended December 31, 2014 to2015 reaching R$1470 million, in the year ended December 31, 2015, mainly due to a decrease in the recovery of claims in our segment of large risk insurance products.claims. In the year ended December 31, 2014,2015, recovery of claims under reinsurance decreased by R$673393 million compared to the year ended December 31, 2013, also2014, mainly due to a decrease in the recovery of claims in our segment of large risk insurance products.

 

Below isThe following table presents the composition of our general and administrative expenses for the years ended December 31, 2016, 2015 December 31, 2014 and December 31, 2013:2014:

 

   (In millions of R$, except percentages)  For the Year Ended December 31,  Variation 
General and For the Year Ended    
administrative December 31, Variation 
expenses 2015  2014  2013  2015-2014  2014-2013 
General and administrative expenses 2016  2015  2014  2016-2015  2015-2014 
 (In millions of R$, except percentages) 
Personnel expenses  (19,573)  (17,071)  (15,860)  (2,503)  14.7%  (1,211)  7.6%  (22,360)  (19,573)  (17,071)  (2,787)  14.2%  (2,503)  14.7%
Administrative expenses  (15,112)  (14,325)  (13,257)  (787)  5.5%  (1,068)  8.1%  (15,959)  (15,112)  (14,325)  (847)  5.6%  (787)  5.5%
Depreciation  (1,688)  (1,641)  (1,522)  (47)  2.9%  (119)  7.8%  (1,702)  (1,688)  (1,641)  (14)  0.8%  (47)  2.9%
Amortization  (910)  (827)  (808)  (83)  10.0%  (19)  2.4%  (1,292)  (910)  (827)  (382)  42.0%  (83)  10.0%
Insurance acquisition expenses  (1,138)  (1,214)  (1,147)  76   (6.3)%  (67)  5.8%  (721)  (1,138)  (1,214)  417   (36.6)%  76   (6.3)%
Other expenses  (9,205)  (7,472)  (7,320)  (1,733)  23.2%  (152)  2.1%  (8,870)  (9,205)  (7,472)  335   (3.6)%  (1,733)  23.2%
Total general and administrative expenses  (47,626)  (42,550)  (39,914)  (5,077)  11.9%  (2,636)  6.6%  (50,904)  (47,626)  (42,550)  (3,278)  6.9%  (5,076)  11.9%

 

We kept a tight control on costs and have partially offset the potential rise in costs (brought by the growth of operations, the rise in salaries and benefits due to collective labor agreements and the impact of inflation on our administrative costs) with efficiency gains. Between December 31, 2015, and December 31, 2016, our number of employees increased by 4.9% to 94,779 mainly as a result of the merger between Banco Itaú Chile and CorpBanca. Between December 31, 2014 and December 31, 2015, our number of employees decreased by 3.1% to 90,320 mainly as a result of our natural turn-over. Between December 31, 2013, and December 31, 2014, our number of employees decreased 2.6% to 93,175. Part of this decrease was due to the sale of our large risk operation in October 2014.

 

General and administrative expenses increased by R$5,0773,278 million, or 11.9%6.9%, in 2015the year ended December 31, 2016 compared to 2014.the year ended December 31, 2015. In 2014,the year ended December 31, 2015, these expenses increased 6.6%by 11.9% compared to 2013.the year ended December 31, 2014.

 

In 2015,the year ended December 31, 2016, the increase of R$2,5032,787 million in personnel expenses compared to the year ended December 31, 2015 was mainly a result of the increase in expenses related to compensation, defined contribution planwelfare benefits and provisionprovisions for labor claims. Also, the increase in the number of employees in Latin America as a result of the merger between Banco Itaú Chile and CorpBanca contributed to this increase in the year ended December 31, 2016 compared to the year ended December 31, 2015. The annual collective labor agreement reached in October 2015,third quarter, increased compensation by 10.0%8.0% starting from September 2015,2016 and also established the lump-sum bonus to employees, and impacted the year ended December 31, 20152016 compared to the same period of 2014.year ended December 31, 2015. In 2014,the year ended December 31, 2015, the increase of R$1,2112,503 million in personnel expenses compared to 2014 was mainly a result of the increase in expenses related to compensation,defined contribution plan and provisions for labor claims.

 

Financial performance  A-148

Annual Report2015

payroll taxes, benefits and profit sharing. The annual collective labor agreement reached in October 2014, increased compensation by 8.5% starting from September 2014, and impactedIn the year ended December 31, 20142016, administrative expenses increased by R$847 million, or 5.6%, compared to the same period of 2013.

Inyear ended December 31, 2015 administrative expenses increased R$787 million, or 5.5%, mainly because ofdue to increases in costs related to data processingthird-party services, financial services, utilities and telecommunications, advertising, promotions and publications and other expenses.rent. The increase in these expenses was due to the organic growth of our operations and, the effect of inflation on most contracts and costs in the year ended December 31, 2015.2016. In 2014, the year ended December 31, 2015, administrative expenses increased R$1,068787 million, or 8.1%5.5%, mainly because of increases in third-party services,costs related to data processing and telecommunications, rent, securityadvertising, promotions and financial services.

publications and other expenses. In the year ended December 31, 2016, other expenses decreased R$335 million, or 3.6% compared to the year ended December 31, 2015, mainly in provisions for civil lawsuits. In 2015, other expenses grew R$1,733 million, or 23.2%, mainly due to the increases of R$724 million in selling expenses related to credit cards, R$390 million in provisions for tax and social security lawsuits and R$361 million in provisions for civil lawsuits. In 2014, other expenses increased R$152 million, or 2.1%, mainly due to the growth in selling expenses related to credit cards which represented R$817 million, partially offset by lower provisions in connection with civil lawsuits, which provisions represented R$566 million in the year ended December 31, 2014.

 

In the year ended December 31, 2015,2016, tax expenses (ISS, PIS, Cofins and other tax expenses) amounted to R$5,4057,971 million, an increase of R$3422,566 million compared to the year ended December 31, 2014,2015, and growthincrease of R$722342 million for the year ended December 31, 20142015 compared to the year ended December 31, 2013,2014, reflecting the increase in our banking product (operating revenues).

 

Certain amounts of income and expenses are recognized in our income statement but do not affect our taxable basis. Conversely, certain amounts are considered taxable income or deductible expenses in the calculation of our taxes on income but do not affect our income statement. Those items are referred to as “timing differences”. Our total income tax and social contribution includes current income tax and social contribution as well as deferred income tax and social contribution. The former is the tax expense under Brazilian tax laws for the period, and the latter is the tax expense resulting from timing differences.

 

In the year ended December 31, 2015,2016, income tax and social contribution amounted to an expense of R$14,610 million compared to a credit of R$7,891 million compared to an expense of R$6,947 million for the year ended December 31, 2014.2015. This decreaseincrease in expense was mainly due to an increase in income before tax and social contribution and due to the effect on the balance of the social contribution tax credit resulting from the rate increase from 15% to 20% as established by Provisional Measure No. 675/2015 of May 2015 (converted into Law No. 13,169/2015 in October 2015) and to the tax effect on the hedge of our equity investments abroad, as exchange rate variations on such investments are not taxable but the hedge of such investments is taxable. In the year ended December 31, 2014, income tax and social contribution amounted to R$4,343 million, representing an increaseexpense of R$2,604 million compared to the year ended December 31, 2013.6,947 million.

 

A-156 

Basis of Segment Information Presentation segment information presentation

Our segment information is based on reports used by senior management to assess the financial performance of our businesses and to make decisions regarding the allocation of funds for investment and other purposes.

 

Segment information is prepared according to accounting practices adopted in Brazil (our segment information is not prepared in accordance with IFRS) but includes the following pro forma adjustments: (i) the recognition of the impact related to allocated capital using a proprietary model; (ii) the use of funding and cost of capital, according to market prices, using certain managerial criteria; (iii) the exclusion of non-recurring events from our results and (iv) the reclassification of the tax effects from hedging transactions we enter into for our investments abroad. Please refer to section Performance, item ConsolidatedComplete Financial Statements (IFRS),in IFRS, Note 34 – Segment Information for further details.

 

The impacts associated towith capital allocation are included in the financial information. Accordingly, adjustments were made to the consolidated financial statements, based on a proprietary model. The Allocated Economic Capital (AEC) model was adopted for the consolidated financial statements by segments, and as from 2015, we changed the calculation methodology. The AEC considers, in addition to Tier l Capital, the effects of the calculation of expected loan losses, supplementary to the requirements of the Central Bank of Brazil, pursuant to CMN Circular No. 2,682/99. Accordingly, the Allocated Capital comprises the following components: Credit risk (including expected loss), operational risk, market risk and insurance underwriting risk. Based on the portion of Tier 1 Capital, we calculated the Return on Economic Allocated Capital, which corresponds to an operational performance indicator consistently adjusted to the capital required to support the risk associated to asset and liability positions assumed, in conformity with our risk appetite.

 

As of the first quarter of 2016, we have adopted the Basel III rules in our managerial capital allocation model.

The Efficiency Ratio and Risk Adjusted Efficiency Ratio are calculated based on managerial information, as presented below:

 

Efficiency Ratio = Non-Interest Expenses(1)
(Banking Product(2)-Tax Expenses for ISS, PIS, Cofins and Other Taxes)

Risk Adjusted Non-Interest Expenses(1)+Result from Loan Losses
Efficiency Ratio = (Banking Product(2)-Tax Expenses for ISS,PIS,Cofins and Other Taxes)

 

(1) For the calculation of Efficiency and Risk Adjusted Efficiency Ratios, Non-Interest Expenses consider Personnel Expenses, Administrative Expenses, Operating Expenses and Other Expenses.
(2)For the calculation of Efficiency and Risk Adjusted Efficiency Ratios, Banking Product is net of Insurance Selling Expenses and Retained Claims.

Financial performance  A-149

Annual Report2015

 

The Efficiency Ratio and Risk Efficiency Ratio are non-GAAP measures and we disclose them herein as we consider them to be an important measure to understand how we manage our overhead costs. We disclose this measure to the market on a quarterly basis.

 

Low efficiency ratios indicate a better performance, since this ratio measures the proportion of expenses over revenues. The risk-adjusted efficiency ratio includes the risk portions associated with banking transactions (result of the allowance for loan and lease losses and recovery of loans written off as losses).

 

As from the first quarter of 2015, we changed the presentation of our segments in order to reflect the bank’s current organizational structure. We applied the same changes to 2014 and 2013 in order to allow comparability. Information is reportedreport information with respect to the following segments: (i) Retail Banking, (ii) Wholesale Banking and (iii) Activities with the Market and Corporation. The Retail Banking segment now covers the former segments Commercial Banking – Retail and Consumer Credit – Retail, with the transfer of operations from the Private Banking and Latin America (excluding Brazil) units, which were previously allocated to the Commercial Banking – Retail segment, to the Wholesale Banking segment. These changes are reflected in the presentation of information set out below with respect to periods that were previously reported using the prior business segment categories.

It is important to note that the change in the segments is not reflected in the annual report as of and for the year ended December 31, 2014 or any prior periods.

 

The current operational and reporting segments are described below:

 

Retail Banking: The result of the Retail Banking segment derives from the offer of banking products and services to a diversified client base of account holders and non-account holders, individuals and companies. The segment includes retail clients, high net worth clients (Itaú Uniclass and Personnalité), and very small and small companies. This segment comprises financing and lending activities carried out in units other than the branch network, and offering of credit cards, in addition to operations with Itaú BMG Consignado.
Wholesale Banking: The result of the Wholesale Banking segment derives from the products and services offered to middle-market companies, private banking clients, from the activities of Latin America units (excluding Brazil), and the activities of Itaú BBA, the unit in charge of commercial operations with large companies as well as performing as an investment banking unit.
Activities with the Market and Corporation: This segment records the results derived from capital surplus, subordinated debt surplus and the net balance of tax credits and debits. It also shows the financial margin with the market, the Treasury operating cost, the equity in earnings of companies not associated to each segment and the interest in Porto Seguro.
·Retail Banking: The result of the Retail Banking segment is derived from the offer of banking products and services to a diversified client base of account holders and non-account holders, individuals and companies. The segment includes retail clients, high-income clients (Itaú Uniclass and Personnalité), and very small and small companies. This segment comprises financing and lending activities carried out in units other than the branch network, and offering of credit cards, in addition to operations with Itaú BMG Consignado;

·Wholesale Banking: The result of the Wholesale Banking segment is derived from the products and services offered to middle-market companies, private banking clients, from the activities of Latin America units (excluding Brazil), including those of CorpBanca as of the second quarter of 2016 following the merger between Banco Itaú Chile and CorpBanca, and the activities of Itaú BBA, the unit in charge of commercial operations with large companies as well as performing as an investment banking unit; and

·Activities with the Market and Corporation: This segment records the results derived from capital surplus, subordinated debt surplus and the net balance of tax credits and debits. It also shows the financial margin with the market, the treasury operating cost, the equity in earnings of companies not associated to each segment and the interest in Porto Seguro.

 

We present below a summary of the results from our operating segments for 2015.the year ended December 31, 2016. Similar information for 2014the years ended December 31, 2015 and 20132014 is included in the audited consolidated financial statements, in Note 34 regarding segment information in section Performance, items Consolidateditem Complete Financial Statements (IFRS).in IFRS. The following discussion should be read in conjunction with our audited consolidatedcomplete financial statements, especially Note 34 regarding segment information in section Performance, item ConsolidatedComplete Financial Statements (IFRS).in IFRS. The adjustments column shown in the Note 34 presents effects of the differences between the segmented results (substantially in lineaccording with the accounting practices adopted in Brazil) and those calculated according to the principles adopted in our consolidatedcomplete financial statements in IFRS.


Consolidated Statement of Income
from January 1 to December 31, 2016
 Retail
Banking
  Wholesale
Banking
  Activities with
the Market +
Corporation
  ITAÚ
UNIBANCO
  Adjustments  IFRS
consolidated
 
        (In millions of R$)       
Banking product  69,577   28,324   9,412   107,313   11,348   118,661 
Interest margin (1)  39,154   19,755   9,264   68,173   11,308   79,481 
Banking service fees  22,659   8,072   59   30,790   1,128   31,918 
Income related to insurance, private pension and capitalization operations before claim and selling expenses  7,764   497   89   8,350   (2,470)  5,880 
Other revenues  -   -   -   -   1,382   1,382 
Losses on loans and claims  (14,901)  (8,471)  71   (23,301)  1,179   (22,122)
Expenses for allowance for loan and lease losses  (16,717)  (8,914)  71   (25,560)  1,181   (24,379)
Recovery of credits written off as loss  3,242   502   -   3,744   (2)  3,742 
Expenses for claims / recovery of claims under reinsurance  (1,426)  (59)  -   (1,485)  -   (1,485)
Operating margin  54,676   19,853   9,483   84,012   12,527   96,539 
Other operating income (expenses)  (37,202)  (13,410)  (2,387)  (52,999)  (5,348)  (58,347)
Non-interest expenses (2)  (32,883)  (12,034)  (1,616)  (46,533)  (4,371)  (50,904)
Tax expenses for ISS, PIS and COFINS and other  (4,319)  (1,376)  (771)  (6,466)  (1,505)  (7,971)
Share of profit or (loss) in associates and joint ventures  -   -   -   -   528   528 
Net income before income tax and social contribution  17,474   6,443   7,096   31,013   7,179   38,192 
Income tax and social contribution  (6,328)  (1,081)  (1,237)  (8,646)  (5,964)  (14,610)
Non-controlling interest in subsidiaries  (223)  79   (1)  (145)  (174)  (319)
Net income  10,923   5,441   5,858   22,222   1,041   23,263 

 

  (In millions of R$) 
        Activities with          
Consolidated Statement of Income from    Wholesale  the Market +  ITAÚ       
January 1 to December 31, 2015 Retail Banking  Banking  Corporation  UNIBANCO  Adjustments  IFRS consolidated 
Banking product  70,495   25,774   7,641   103,910   (11,899)  92,011 
Net interest(1)  40,997   18,047   7,513   66,557   (11,949)  54,608 
Revenue from services  21,159   7,282   59   28,500   952   29,452 
Income related to insurance, private pension and capitalization operations before claim and selling expenses  8,339   445   69   8,853   (2,181)  6,672 
Other revenues  -   -   -   -   1,279   1,279 
Losses on loans and claims  (13,893)  (5,931)  98   (19,726)  (1,609)  (21,335)
Expenses for allowance for loan and lease losses  (16,232)  (6,764)  98   (22,898)  (1,619)  (24,517)
Recovery of credits written off as loss  3,886   883   -   4,769   10   4,779 
Expenses for claims/recovery of claims under reinsurance  (1,547)  (50)  -   (1,597)  -   (1,597)
Banking product net of losses on loans and claims  56,602   19,843   7,739   84,184   (13,508)  70,676 
Other operating income (expenses)  (35,924)  (11,130)  (1,948)  (49,002)  (3,409)  (52,411)
Non-interest expenses(2)  (31,547)  (9,877)  (1,522)  (42,946)  (4,680)  (47,626)
Tax expenses for ISS, PIS and COFINS and other  (4,377)  (1,253)  (426)  (6,056)  651   (5,405)
Share of profit or (loss) in associates and joint ventures  -   -   -   -   620   620 
Net income before income tax and social contribution  20,678   8,713   5,791   35,182   (16,917)  18,265 
Income tax and social contribution  (7,263)  (2,691)  (1,040)  (10,994)  18,885   7,891 
Non-controlling interest in subsidiaries  (342)  -   (14)  (356)  (60)  (416)
Net income  13,073   6,022   4,737   23,832   1,908   25,740 
(1)Includes net interest and similar income and expenses of R$72,72566,369 dividend income of R$98,288, net gain (loss) on investment securities and derivatives of R$(11,862)7,311 and results from foreign exchange results and exchange variation of transactions abroad of R$(6,353).5,513.
(2)Refers to general and administrative expenses including depreciation expenses of R$1,688,1,702, amortization expenses of R$9101,292 and insurance acquisition expenses of R$1,138.

Financial performanceA-150

Annual Report2015721.

 

Revenues from Operationsoperations in Brazil and Abroadabroad

We conduct most of our business activities in Brazil, but we do not break down our revenues by geographic markets within Brazil. Our interest income from loans and leases, banking service fees and income from insurance, private pension plans and premium bonds transactions are divided between revenues earned in Brazil and abroad.outside of Brazil. The following information is presented in IFRS, after eliminations on consolidation.

 

The following table sets forth the consolidated statement of income with respect to our revenues from operations in Brazil and abroad for the years ended December 31, 2016, 2015 2014 and 2013:2014:

 

 (In millions of R$, except percentages) 
 For the Year Ended December 31, Variation  For the Year Ended December 31,  Variation 
Revenues from operations in Brazil and abroad 2015  2014  2013  2015-2014  2014-2013  2016  2015  2014  2016-2015  2015-2014 
 (In millions of R$, except percentages) 
Income Related to Financial Operations(1)  129,672   129,250   95,002   422   0.3%  34,248   36.0%  174,607   129,672   129,250   44,935   34.7%  422   0.3%
Brazil  117,140   118,946   86,481   (1,806)  (1.5)%  32,465   37.5%  154,653   117,140   118,946   37,513   32.0%  (1,806)  (1.5)%
Abroad  12,532   10,304   8,521   2,228   21.6%  1,783   20.9%  19,954   12,532   10,304   7,422   59.2%  2,228   21.6%
Banking Service Fees  29,452   26,342   22,712   3,110   11.8%  3,630   16.0%  31,918   29,452   26,342   2,466   8.4%  3,110   11.8%
Brazil  27,072   24,550   21,140   2,522   10.3%  3,410   16.1%  29,061   27,072   24,550   1,989   7.3%  2,522   10.3%
Abroad  2,380   1,792   1,572   588   32.8%  220   14.0%  2,857   2,380   1,792   477   20.0%  588   32.8%
Income from insurance, private pension and capitalization operations before claim and selling expenses  6,672   6,888   6,639   (216)  (3.1)%  249   3.8%
Income related to insurance, private pension and capitalization operations before claim and selling expenses  5,880   6,672   6,888   (792)  (11.9)%  (216)  (3.1)%
Brazil  6,570   6,834   6,568   (264)  (3.9)%  266   4.0%  5,748   6,570   6,834   (822)  (12.5)%  (264)  (3.9)%
Abroad  102   54   71   48   88.9%  (17)  (23.9)%  132   102   54   30   29.4%  48   88.9%

(1)Includes interest and similar income.income, dividend income, net gain (loss) on investment securities and derivatives.derivatives, and foreign exchange results and exchange variation on transactions.

 

Retail Banking

The following table sets forth the consolidated statement of income with respect to our Retail Banking segment for the years ended December 31, 2016, 2015 2014 and 2013:2014:


  For the Year Ended December 31,  Variation 
Consolidated Statement of Income 2016  2015  2014  2016-2015  2015-2014 
  (In millions of R$, except percentages) 
Banking Product  69,577   70,495   65,516   (918)  (1.3)%  4,979   7.6%
Interest margin  39,154   40,997   37,880   (1,843)  (4.5)%  3,117   8.2%
Banking service fees  22,659   21,159   19,234   1,500   7.1%  1,925   10.0%
Income from insurance, private pension and capitalization operations before claim and selling expenses  7,764   8,339   8,402   (575)  (6.9)%  (63)  (0.7)%
Losses on loans and claims  (14,901)  (13,893)  (11,840)  (1,008)  7.3%  (2,053)  17.3%
Expenses for allowance for loan and lease losses  (16,717)  (16,232)  (14,503)  (485)  3.0%  (1,729)  11.9%
Recovery of loans written-off as losses  3,242   3,886   4,642   (644)  (16.6)%  (756)  (16.3)%
Expenses for claims/Recovery of claims under reinsurance  (1,426)  (1,547)  (1,979)  121   (7.8)%  432   (21.8)%
Operating margin  54,676   56,602   53,676   (1,926)  (3.4)%  2,926   5.5%
Other operating income (expenses)  (37,202)  (35,924)  (34,200)  (1,278)  3.6%  (1,724)  5.0%
Non-interest expenses  (32,883)  (31,547)  (30,243)  (1,336)  4.2%  (1,304)  4.3%
Tax expenses for ISS, PIS and COFINS and other  (4,319)  (4,377)  (3,957)  58   (1.3)%  (420)  10.6%
Income before income tax and social contribution  17,474   20,678   19,476   (3,204)  (15.5)%  1,202   6.2%
Income tax and social contribution  (6,328)  (7,263)  (6,761)  935   (12.9)%  (502)  7.4%
Non-controlling interest in subsidiaries  (223)  (342)  (305)  119   (34.8)%  (37)  12.1%
Net income  10,923   13,073   12,410   (2,150)  (16.4)%  663   5.3%
Performance Measures                            
Efficiency Ratio  51.1%  48.0%  49.8%                
Risk Adjusted Efficiency Ratio  72.4%  67.4%  66.7%                
Balance Sheet Information                            
Loan, Lease and Other Credit Transactions  214,025   222,774   226,239                 
Total Assets  909,779   873,202   811,185                 

Net income for the Retail Banking segment decreased by 16.4% in the year ended December 31, 2016 from the year ended December 31, 2015, mainly due to the negative impact of the R$1,843 million decrease in interest margin, as a result of the challenging economic scenario in Brazil. Non-interest expenses increased by R$1,336 million, with an increase in personnel expenses, which were impacted by events related to terminations, labor claims, and lump-sum bonus payment to employees in 2016.

 

  (In millions of R$, except percentages) 
  For the Year Ended December 31,  Variation 
Consolidated Statement of Income 2015  2014  2013  2015-2014  2014-2013 
Banking product  70,495   65,516   57,504   4,979   7.6%  8,012   13.9%
Interest margin  40,997   37,880   32,932   3,117   8.2%  4,948   15.0%
Banking service fees  21,159   19,234   16,437   1,925   10.0%  2,797   17.0%
Income from insurance, private pension and capitalization operations before claim and selling expenses  8,339   8,402   8,135   (63)  (0.7)%  267   3.3%
Losses on loans and claims  (13,893)  (11,840)  (13,471)  (2,053)  17.3%  1,631   (12.1)%
Expenses for allowance for loan and lease losses  (16,232)  (14,503)  (16,270)  (1,729)  11.9%  1,767   (10.9)%
Recovery of loans written-off as losses  3,886   4,642   4,837   (756)  (16.3)%  (195)  (4.0)%
Expenses for claims/Recovery of claims under reinsurance  (1,547)  (1,979)  (2,038)  432   (21.8)%  59   (2.9)%
Banking product net of losses on loans and claims  56,602   53,676   44,033   2,926   5.5%  9,643   21.9%
Other operating income (expenses)  (35,924)  (34,200)  (31,288)  (1,724)  5.0%  (2,912)  9.3%
Non-interest expenses  (31,547)  (30,243)  (27,698)  (1,304)  4.3%  (2,545)  9.2%
Tax expenses for ISS, PIS and COFINS and other  (4,377)  (3,957)  (3,590)  (420)  10.6%  (367)  10.2%
Income before income tax and social contribution  20,678   19,476   12,745   1,202   6.2%  6,731   52.8%
Income tax and social contribution  (7,263)  (6,761)  (4,189)  (502)  7.4%  (2,572)  61.4%
Non-controlling interest in subsidiaries  (342)  (305)  (125)  (37)  12.1%  (180)  144.0%
Net income  13,073   12,410   8,431   663   5.3%  3,979   47.2%
Performance measures                            
Efficiency ratio  48.0%  49.8%  51.4%                
Risk adjusted efficiency ratio  67.4%  66.7%  76.4%                
Balance sheet information                            
Loan, lease and other credit transactions  222,774   226,239   205,586                 
Total assets  873,202   811,185   798,550                 

Banking service fees increased by 7.1% from the year ended December 31, 2015 to the year ended December 31, 2016, which had a positive impact on net income mainly due to higher revenues from current account services and credit cards.

Financial performanceA-151

Annual Report2015

 

Net income for the Retail Banking segment increased by 5.3% infrom the year ended December 31, 2014 to the year ended December 31, 2015, from the same period of 2014, mainly due to the positive impact of the R$3,117 million increase in interest margin and of the R$1,925 million increase in banking service fees with higher revenues from current account services and credit cards.

On the other hand, with a negative impact on the net income, losses Losses on loans and claims increased by 17.3% from the same period ofyear ended December 31, 2014, mainly due to higher expenses for allowance for loan and lease losses for individuals and small and very small companies due to a more challenging economic environment.environment in Brazil. Non-interest expenses increased by 4.3%, with an increase in personnel expenses, which were affected by the collective labor agreements reached in 2014 and 2015.

 

Net income for the Retail Banking segment increased 47.2% in the year ended December 31, 2014 from the same period of 2013, mainly due to the positive impact of a 15.0% increase in interest margin and a 17.0% increase in banking service fees with higher revenues from current account services, credit card, consortia and collection services. These impacts are mainly influenced by the migration of the middle market companies from the Wholesale Banking segment. Furthermore, losses on loans and claims decreased R$1,631 million or 12.1% from 2013, despite the 10.0% growth on loan, lease and other credit transactions balance mainly due to the change in the credit profile of our portfolio during 2014.

 

On the other hand, with a negative impact on net income, non-interest expenses increased 9.2%. This increase was also a consequence of the above-mentioned reclassification along with a higher volume of transactions (as a result of a growth in our banking operations), and an increase in personnel expenses, which were affected by the collective labor agreements reached in 2013 and 2014.

Wholesale Banking

The following table sets forth the consolidated statement of income with respect to our Wholesale Banking segment for the years ended December 31, 2016, 2015 2014 and 2013:

  (In millions of R$. except percentages) 
  For the Year Ended December 31,  Variation 
Consolidated Statement of Income 2015  2014  2013  2015-2014  2014-2013 
Banking Product  25,774   20,408   17,032   5,366   26.3%  3,376   19.8%
Interest margin  18,047   13,685   11,097   4,362   31.9%  2,588   23.3%
Banking service fees  7,282   6,321   5,495   961   15.2%  826   15.0%
Income from insurance, private pension and capitalization operations before claim and selling expenses  445   402   440   43   10.7%  (38)  (8.6)%
Losses on loans and claims  (5,931)  (3,202)  (1,807)  (2,729)  85.2%  (1,395)  77.2%
Expenses for allowance for loan and lease losses  (6,764)  (3,565)  (2,008)  (3,199)  89.7%  (1,557)  77.5%
Recovery of loans written-off as losses  883   407   248   476   117.0%  159   64.1%
Expenses for claims/Recovery of claims under reinsurance  (50)  (44)  (47)  (6)  13.6%  3   (6.4)%
Banking product net of losses on loans and claims  19,843   17,206   15,225   2,637   15.3%  1,981   13.0%
Other operating income (expenses)  (11,130)  (9,150)  (8,700)  (1,980)  21.6%  (450)  5.2%
Non-interest expenses  (9,877)  (8,158)  (7,839)  (1,719)  21.1%  (319)  4.1%
Tax expenses for ISS, PIS and COFINS and other  (1,253)  (992)  (861)  (261)  26.3%  (131)  15.2%
Income before income tax and social contribution  8,713   8,056   6,525   657   8.2%  1,531   23.5%
Income tax and social contribution  (2,691)  (2,591)  (2,215)  (100)  3.9%  (376)  17.0%
Net income  6,022   5,465   4,310   557   10.2%  1,155   26.8%
Performance measures                            
Efficiency ratio  40.4%  42.1%  48.5%                
Risk adjusted efficiency ratio  64.4%  58.4%  59.6%                
Balance sheet information                            
Loan, lease and other credit transactions  251,056   221,950   201,688                 
Total assets  547,236   436,872   355,632                 

2014:

Financial performanceA-152

Annual Report2015
  For the Year Ended December 31,  Variation 
Consolidated Statement of Income 2016  2015  2014  2016-2015  2015-2014 
  (In millions of R$, except percentages) 
Banking Product  28,324   25,774   20,408   2,550   9.9%  5,366   26.3%
Interest margin  19,755   18,047   13,685   1,708   9.5%  4,362   31.9%
Banking service fees  8,072   7,282   6,321   790   10.8%  961   15.2%
Income from insurance, private pension and capitalization operations before claim and selling expenses  497   445   402   52   11.7%  43   10.7%
Losses on loans and claims  (8,471)  (5,931)  (3,202)  (2,540)  42.8%  (2,729)  85.2%
Expenses for allowance for loan and lease losses  (8,914)  (6,764)  (3,565)  (2,150)  31.8%  (3,199)  89.7%
Recovery of loans written-off as losses  502   883   407   (381)  (43.1)%  476   117.0%
Expenses for claims/Recovery of claims under reinsurance  (59)  (50)  (44)  (9)  18.0%  (6)  13.6%
Operating margin  19,853   19,843   17,206   10   0.1%  2,637   15.3%
Other operating income (expenses)  (13,410)  (11,130)  (9,150)  (2,280)  20.5%  (1,980)  21.6%
Non-interest expenses  (12,034)  (9,877)  (8,158)  (2,157)  21.8%  (1,719)  21.1%
Tax expenses for ISS, PIS and COFINS and other  (1,376)  (1,253)  (992)  (123)  9.8%  (261)  26.3%
Income before income tax and social contribution  6,443   8,713   8,056   (2,270)  (26.1)%  657   8.2%
Income tax and social contribution  (1,081)  (2,691)  (2,591)  1,610   (59.8)%  (100)  3.9%
Non-controlling interest in subsidiaries  79   -   -   79   -   -   - 
Net income  5,441   6,022   5,465   (581)  (9.6)%  557   10.2%
Performance Measures                            
Efficiency Ratio  44.8%  40.4%  42.1%                
Risk Adjusted Efficiency Ratio  76.0%  64.4%  58.4%                
Balance Sheet Information                            
Loan, Lease and Other Credit Transactions  277,200   251,056   221,950                 
Total Assets  585,088   547,236   436,872                 

 

In the year ended December 31, 2016, net income for our Wholesale Banking segment decreased by 9.6% from the previous year. Our banking product increased by 9.9% as the interest margin and the banking service fees were 9.5% and 10.8% higher than in the year ended December 31, 2015. The increase in interest margin was due to the growth in our Latin America portfolio as a result of the merger between our subsidiary Banco Itaú Chile and CorpBanca in the second quarter of 2016.

Non-interest expenses increased by 21.8% for the year ended December 31, 2016 compared to the year ended December 31, 2015. Losses on loans and claims increased by 42.8% for the year ended December 31, 2016 compared to the year ended December 31, 2015 mainly due to the higher provision for loan losses, which totaled R$8,914 million in 2016, mainly related to higher provisions for specific economic groups due to the challenging economic scenario in Brazil. Additionally, income from recovery of loans written-off as losses decreased by 43.1% in 2016 compared to the previous year.

In the year ended December 31, 2015, net income for our Wholesale Banking segment increased by 10.2% from the previous year. Our banking product increased by 26.3% as the interest margin and the banking service fees were 31.9% and 15.2% higher than in 2014. The increase in our corporate loan portfolio during 2015 contributed to the improvement in the interest margin for the period when compared to the interest margin for 2014.

 

Losses on loans and claims increased by 85.2%, mainly due to the increase in expenses for allowance for loan losses for companies of the corporate segment in 2015. The increase of 117.0 % in recovery of loans written-off as losses compared to 2014 was mainly driven by the restructuring with respect to amounts owed by a specific client ofin the corporate segment. Also, the non-interest expenses increased by 21.1%, having a negative impact on net income.

 

In 2014, net income for our Wholesale Banking segment increased 26.8% from the previous year, mainly due to higher interest margin, which increased 23.3% from 2013. Banking services fees increased 15.0% from 2013 on higher revenues from Merger and Acquisitions and Fixed Income operations.

Our expenses for allowance for loan and lease losses increased R$1,557 million in 2014 compared to 2013. Non-interest expenses increased 4.1% in 2014 compared to 2013, less than the Brazilian Inflation rate (IPCA) which was 6.41% in 2014.

Activities with the Market and Corporation

The following table sets forth the consolidated statement of income with respect to our Activities with the Market and Corporation segment for the years ended December 31, 2016, 2015 2014 and 2013:

  (In millions of R$, except percentages) 
  For the Year Ended December 31,  Variation 
Consolidated Statement of Income 2015  2014  2013  2015-2014  2014-2013 
Banking product  7,641   3,916   3,940   3,725   95.1%  (24)  (0.6)%
Interest margin  7,513   3,590   3,608   3,923   109.3%  (18)  (0.5)%
Banking service fees  59   222   216   (163)  (73.4)%  6   2.8%
Income from insurance, private pension and capitalization operations before claim and selling expenses  69   104   116   (35)  (33.7)%  (12)  (10.3)%
Losses on loans and claims  98   (3)  (332)  101   (3,366.7)%  329   (99.1)%
Expenses for allowance for loan and lease losses  98   (3)  (302)  101   (3,366.7)%  299   (99.0)%
Recovery of loans written-off as losses  -   -   (40)  -   -   40   (100.0)%
Expenses for claims/Recovery of claims under reinsurance  -   -   10   -   -   (10)  (100.0)%
Banking product net of losses on loans and claims  7,739   3,913   3,608   3,826   97.8%  305   8.5%
Other operating income (expenses)  (1,948)  (1,089)  (282)  (859)  78.9%  (807)  286.2%
Non-interest expenses  (1,522)  (1,182)  (450)  (340)  28.8%  (732)  162.7%
Tax expenses for ISS, PIS and COFINS and other  (426)  93   168   (519)  (558.1)%  (75)  (44.6)%
Income before income tax and social contribution  5,791   2,824   3,326   2,967   105.1%  (502)  (15.1)%
Income tax and social contribution  (1,040)  (74)  (219)  (966)  1,305.4%  145   (66.2)%
Non-controlling interest in subsidiaries  (14)  (6)  (12)  (8)  133.3%  6   (50.0)%
Net income  4,737   2,744   3,095   1,993   72.6%  (351)  (11.3)%
Performance measures                            
Efficiency ratio  21.0%  29.5%  21.0%                
Risk adjusted efficiency ratio  19.7%  29.5%  19.7%                
Balance sheet information                            
Loan, lease and other credit transactions  -   3,572   4,966                 
Total assets  127,716   107,174   116,625                 

2014:

Financial performanceA-153

Annual Report2015
  For the Year Ended December 31,  Variation 
Consolidated Statement of Income 2016  2015  2014  2016-2015  2015-2014 
  (In millions of R$, except percentages) 
Banking Product  9,412   7,641   3,916   1,771   23.2%  3,725   95.1%
Interest margin  9,264   7,513   3,590   1,751   23.3%  3,923   109.3%
Banking service fees  59   59   222   -   0.0%  (163)  (73.4)%
Income from insurance, private pension and capitalization operations before claim and selling expenses  89   69   104   20   29.0%  (35)  (33.7)%
Losses on loans and claims  71   98   (3)  (27)  (27.6)%  101   (3366.7)%
Expenses for allowance for loan and lease losses  71   98   (3)  (27)  (27.6)%  101   (3366.7)%
Recovery of loans written-off as losses  -   -   -   -   -   -   - 
Expenses for claims/Recovery of claims under reinsurance  -   -   -   -   -   -   - 
Banking Product net of losses on loans and claims  9,483   7,739   3,913   1,744   22.5%  3,826   97.8%
Other operating income (expenses)  (2,387)  (1,948)  (1,089)  (439)  22.5%  (859)  78.9%
Non-interest expenses  (1,616)  (1,522)  (1,182)  (94)  6.2%  (340)  28.8%
Tax expenses for ISS, PIS and COFINS and other  (771)  (426)  93   (345)  81.0%  (519)  (558.1)%
Income before income tax and social contribution  7,096   5,791   2,824   1,305   22.5%  2,967   105.1%
Income tax and social contribution  (1,237)  (1,040)  (74)  (197)  18.9%  (966)  1305.4%
Non-controlling interest in subsidiaries  (1)  (14)  (6)  13   (92.9)%  (8)  133.3%
Net income  5,858   4,737   2,744   1,121   23.7%  1,993   72.6%
Performance Measures                            
Efficiency Ratio  18.6%  21.0%  29.5%                
Risk Adjusted Efficiency Ratio  17.8%  19.7%  29.5%                
Balance Sheet Information                            
Loan, Lease and Other Credit Transactions  -   -   3,572                 
Total Assets  114,956   127,716   107,174                 

 

Activities with the Market and Corporation segment includes the result from the investment of our excess capital, costs from our excess subordinated debt and the net balance of tax assets and liabilities. It also includes the financial margin on market transactions, costs of treasury operations, equity in the earnings of companies that are not linked to any segments, as well as adjustments related to minority shareholdings in subsidiaries and our interest in Porto Seguro S.A.

 

In 2015,2016, net income from Activities with the Market and Corporation increased 72.6% fromby 23.7% compared to the previous year. With positive effects on our net income, interest margin increased by R$1,751 million or 23.3%.

This increase is a result of an increase in the interest margin of R$3,923 million or 109.3%, for the year ended December 31, 2015 compared to the prior year (mainly due to higher results on our treasury transactions undertaken for purposes of asset and liability management and proprietary portfolio management). Non-interest expenses increased by 28.8% in 2015 when compared to 2014.

 

In 2014, net income from Activities with the Market and Corporation decreased 11.3% from the previous year. Having a negative effect on net income, non-interest expenses increased 162.7% in 2014 when compared to 2013, mainly due to pre-operational costs of our new data center. Banking Product decreased R$24 million or 0.6%, mainly due to lower results with respect to our treasury transactions undertaken for purposes of asset and liability management and proprietary portfolio management.

Changes in Cash Flowscash flows

The following table sets forth the main variations in our cash flows for the years ended December 31, 2016, 2015 December 31, 2014 and December 31, 2013:2014:

 

  (In millions of R$) 
  For the Year Ended December 31, 
Changes in Cash Flows 2015  2014  2013 
Net cash provided (used in) by operating activities  (34,459)  89,726   32,530 
Net cash provided (used in) by investing activities  (361)  2,676   (14,500)
Net cash (used in) financing activities  (8,529)  (21,688)  (10,606)
Net increase (decrease) in cash and cash equivalents  (43,350)  70,714   7,425 
  For the Year Ended December 31, 
Changes in Cash Flows 2016  2015  2014 
  (In millions of R$) 
Net cash from (used in) operating activities  30,311   (34,459)  89,726 
Net cash from (used in) investing activities  14,429   (361)  2,676 
Net cash from (used in) financing activities  (22,329)  (8,529)  (21,688)
Net increase (decrease) in cash and cash equivalents  22,411   (43,350)  70,714 

 

In 2015,2016, our net decreaseincrease of R$43,35022,411 million in cash and cash equivalents was attributed to the use ofprovided by R$34,45930,311 million in net cash provided by operating activities, by R$36114,429 million in investing activities and by the use of R$8,52922,329 million in financing activities.

 

Operating Activitiesactivities

In the year ended December 31, 2016, net cash from operating activities was R$30,311 million as a result of decreases in securities purchased under agreements to resell, in other tax assets and by the decrease in loan operations. There was also a decrease in funds from interbank markets partially compensated by an increase in deposits received under securities repurchase agreements. In 2015, net cash used in operating activities was R$34,459 million due to increases in financial assets held for trading, loan operations (as a result of the credit portfolio increases) and securities purchased under agreements to resell. In 2014, the changes in cash flows from operating activities resulted from a decrease in financial assets held for trading and an increase in deposits received under securities repurchase agreements, partially offset by increases in loan operations. In 2013, the changes in cash flows from operating activities resulted primarily from an increase in funds from interbank markets offset by our loan operations. Management believes cash flows from operations, available cash balances and funds from interbank markets will be sufficient to fund our operating liquidity needs.

 

Investing Activitiesactivities

The

In the year ended December 31, 2016 the increase in cash from investing activities includewas related to CorpBanca’s consolidation as a result of the merger between our subsidiary Banco Itaú Chile and CorpBanca in the second quarter of 2016 and due to the cash

A-161 

received on the sale of available-for-sale assets, held to maturity assets, other receivables and investment securities.financial assets. In 2015, the purchase of available-for-sale assets and purchase of held-to-maturity financial assets were the main cause for the outflows in our cash flow from investing activities. In 2014, the sale of large risk insurance operations and the sale of available-for-sale assets was the main cause for the inflows in our cash flow from investing activities, offset by cash paid for the purchase of available-for-sale assets. In 2013, the Credicard acquisition and the increase in purchase of available-for-sale assets were the main reason for the outflows in our cash flow from investing activities, offset by cash received from sale of available-for-sale assets.

 

Financing Activitiesactivities

In the years ended December 31, 2016, 2015 2014 and 2013,2014, the changes in cash flows from financing activities were primarily a result of an increase in redemptions of our subordinated debt in institutional markets. Furthermore,Further, we paid dividends and interest on capital paid in the amount of R$ 7,673 million, R$7,008 million and R$6,319 million in 2016, 2015 and 2014, respectively. In 2016, we purchased R$5,369 947 million in 2015, 2014 and 2013, respectively. In 2015, we purchased an amount oftreasury shares compared to R$3,324 million in treasury shares in 2015, which both generated a cash outflowoutflows of the same amount.amounts.

 

Liquidity and Capital Resourcescapital resources

Our board of directors determines our policy regarding liquidity risk management, and establishes broad quantitative liquidity risk management limits in line with our risk appetite. CSRML, composed of members of senior management, is responsible for strategic liquidity risk management in line with the board-approved liquidity risk framework and risk appetite. In establishing our guidelines, CSRML considers the liquidity implications of each market segment and product. The institutional treasury unit of Itaú Unibanco Holding is responsible for day-to-day management of the Itaú Unibanco Group’s liquidity profile, within the parameters set by the Board of Directors and the CSRML. This includes an oversight responsibility with respect to all business units operating outside of Brazil.

Financial performanceA-154

Annual Report2015

 

We maintain separate liquidity pools at our Brazilian operations and at each of our subsidiaries in Latin America and Europe. Our Brazilian operations include the financial institutions in Brazil and the entities used by the Brazilian operations for funding and serving their clients abroad. Each subsidiary in Latin America (e.g., in Chile, Argentina, Uruguay, Colombia and Paraguay) and in Europe has its own treasury function with appropriate autonomy to manage liquidity according to local needs and regulations, while remaining in compliance with the liquidity limits established by Itaú Unibanco Holding senior management. In general, there are rarely liquidity transfers between subsidiaries or between the head office and a subsidiary, except under very specific circumstances (e.g., targeted capital increases). Brazil, Argentina, United KingdonKingdom and Colombia are the only countries in which we operate where local regulators have established minimum liquidity levels.

 

CMN regulations also establish capital conservation and countercyclical buffers for Brazilian financial institutions, and determines their minimum percentages as well as which sanctions and limitations will apply in case of non-compliance with such additional requirements.

 

We define our consolidated group operational liquidity reserve as the total amount of assets that can be rapidly turned into cash, based on local market practices and legal restrictions. The operational liquidity reserve generally includes: cash and deposits on demand, funded positions of securities purchased under agreements to resell and unencumbered government securities.

 

The following table presents our operational liquidity reserve as of December 31, 2016, 2015 2014 and 2013:2014:

 

 (In millions of R$) 
        2015 
 As of December 31, Average  As of December 31,  2016 Average 
Cash in Cash Flows 2015  2014  2013  Balance(1)  2016  2015  2014  Balance(1) 
    (In millions of R$)    
Cash and deposits on demand  18,544   17,527   16,576   18,180   18,542   18,544   17,527   19,500 
Funded positions of securities purchased under agreements to resell(2)  72,091   74,275   23,979   56,045   77,452   72,091   74,275   73,945 
Unencumbered government securities  65,965   45,587   50,573   56,052   81,458   65,965   45,587   64,988 
Operational reserve  156,600   137,389   91,128   130,277   174,627   156,600   137,389   158,433 

(1)Average calculated based on interim financial statements.
(2)Net of R$4,329 (R$9,461 (R$at 12/31/2015 and R$5,945 at 12/31/2014 and R$3,333 at 12/31/2013)2014), which securities are restricted to guarantee transactions at BM&FBovespa and the Central Bank.

 

Management controls our liquidity reserves by projecting the resources that will be available for investment by our treasury department. The technique we employ involves the statistical projection of scenarios for our assets and liabilities, considering the liquidity profiles of our counterparties.

 

Short-term minimum liquidity limits are defined according to guidelines set by the CSRML. These limits aim to ensure that the Itaú Unibanco Group always has sufficient liquidity available, sufficient to cover unforeseen market events. These limits are revised periodically, based on the projection of cash needs in atypical market situations (i.e., stress scenarios).

 

Management of liquidity makes it possible for us to simultaneously meet our operating requirements, protect our capital and exploit market opportunities. Our strategy is to maintain adequate liquidity to meet our present and future financial obligations and to capitalize on business opportunities as they arise.

 

We are exposed to effects of the disruptions and volatility in the global financial markets and the economies in those countries where we do business, especially Brazil. However, due to our stable sources of funding, which include a large deposit base, the large number of correspondent banks with which we have long-standing relationships, as well as facilities in place which


enable us to access further funding when required, we have not historically experienced liquidity challenges, even during periods of disruption in the international financial markets.

 

Financial performanceA-155

Annual Report2015

The following table sets forth our average deposits and borrowings for the years ended December 31, 2015, 2014 and 2013:

 (In millions of R$, except percentages)  For the Year Ended December 31, 
 For the Year Ended December 31,  2016  2015  2014 
Average deposits and borrowings 2015 2014 2013  Average
balance
  % of total  Average
balance
  % of total  Average
balance
  % of total 
 Average     Average     Average    
 balance  % of total  balance  % of total  balance  % of total  (In millions of R$, except percentages) 
Interest-bearing liabilities  875,904   81.2   793,069   82.4   738,535   83.4   969,461   81.9%  875,904   81.2%  793,069   82.4 
Interest-bearing deposits  236,314   21.9   233,999   24.3   209,347   23.6   244,121   20.6%  236,314   21.9%  233,999   24.3 
Savings deposits  114,500   10.6   111,473   11.6   92,964   10.5   106,838   9.0%  114,500   10.6%  111,473   11.6 
Interbank deposits  19,633   1.8   6,131   0.6   7,446   0.8   7,304   0.6%  19,633   1.8%  6,131   0.6 
Time deposits  102,182   9.5   116,395   12.1   108,937   12.3   129,979   11.0%  102,182   9.5%  116,395   12.1 
Securities sold under repurchase agreements  297,509   27.6   266,527   27.7   256,025   28.9   339,416   28.7%  297,509   27.6%  266,527   27.7 
Interbank market debt and Institutional market debt  219,463   20.3   183,981   19.1   174,834   19.7   240,563   20.4%  219,463   20.3%  183,981   19.1 
Interbank market debt  134,637   12.5   113,522   11.8   104,002   11.7   144,968   12.2%  134,637   12.5%  113,522   11.8 
Institutional market debt  84,826   7.9   70,459   7.3   70,832   8.0   95,595   8.1%  84,826   7.9%  70,459   7.3 
Reserves for insurance private pension and liabilities for capitalization plans  121,856   11.3   107,880   11.2   97,818   11.0   144,387   12.2%  121,856   11.3%  107,880   11.2 
Other Interest-bearing liabilities  761   0.1   682   0.1   511   0.1   974   0.1%  761   0.1%  682   0.1 
Non-interest-bearing liabilities  203,377   18.8   169,247   17.6   147,338   16.6   214,024   18.1%  203,377   18.8%  169,247   17.6 
Non-interest bearing deposits  54,148   5.0   43,840   4.6   36,726   4.1   61,895   5.2%  54,148   5.0%  43,840   4.6 
Derivatives  29,488   2.7   13,107   1.4   10,355   1.2   29,752   2.5%  29,488   2.7%  13,107   1.4 
Other non-interest bearing liabilities  119,740   11.1   112,300   11.7   100,257   11.3   122,377   10.3%  119,740   11.1%  112,300   11.7 
Total  1,079,280   100.0   962,316   100.0   885,873   100.0   1,183,485   100.0   1,079,280   100.0   962,315   100.0 

 

Our principalmain sources of funding are interest-bearing deposits, deposits received under repurchase agreements, on-lending from government financial institutions, lines of credit with foreign banks and the issuance of securities abroad. Please refer to section Performance, item Consolidated Financial Statements, Note 17 – Deposits for further details about funding.

 

We may from time to time seek to retire or purchase our outstanding debt, including our subordinated notes (subject to the approval of the Central Bank), and senior notes, through cash purchases in the open market purchases, privately negotiated transactions or otherwise. Such repurchases, if any, will depend on prevailing market conditions, our liquidity requirements, contractual restrictions and other factors. Notes repurchased may be held, cancelled or resold and any resale thereof will only be in compliance with applicable requirements or exemptions under the relevant securities laws.

 

Some of our long-term debt provides for acceleration of the outstanding principal balance upon the occurrence of specified events, which are events ordinarily found in long-term financing agreements. Up to December 31, 2015,2016, none of these events, including any events of default or failure to satisfy financial covenants, have occurred.

 

Under Brazilian law, cash dividends may only be paid if the subsidiary paying such dividends has reported a profit in its financial statements. In addition, subsidiaries that are financial institutions are prohibited from making loans to Itaú Unibanco Holding, but they are allowed to make deposits in Itaú Unibanco Holding, which represent interbank certificates of deposit (Certificado de Depósito Interbancário). These restrictions have not had, and are not expected to have, a material impact on our ability to meet our cash obligations.

 

Seasonality

Generally our retail banking and our credit card businesses have some seasonality, with increased levels of retail and credit card transactions during the Christmas season and a subsequent decrease of these levels at the beginning of the year. In addition, there is a certain seasonality at the end of the year in our pension plan business, when the thirteenth salarysalaries are paid. We also have some seasonality in our banking service fees related to collection services at the beginning of the year, which is when taxes and other fiscal contributions are generally paid.

 

Information on trends

We expect many factors to affect our future results of operations, liquidity and capital resources, including:

 

the Brazilian economic environment (please refer to section Context,context, item Macroeconomic Context, Brazilian Context and section Our Risk Management,risk management, item Risk Factors,factors, Macroeconomic Risksrisks for further details);

legal and regulatory developments (please refer to section Context, item Macroeconomic Context,context, Brazilian Contextcontext, section Our risk management, item Regulatory environment and section Our Risk Management,risk management, item Risk Factors,factors, Legal and Regulatory Risksregulatory risks for further details);

Financial performanceA-156

Annual Report2015

 

the effects of any ongoing international financial turmoil, including on the liquidity and capital required (please refer to section Context, item Macroeconomic Context,context, Global Contextcontext, section Our risk management, item Regulatory environment and section Our Risk Management,risk management, item Risk Factors,factors, Macroeconomic Risksrisks for further details);

the inflation effects on the result of our operations (please refer to section Context, item Macroeconomic Context,context, Brazilian Contextcontext and section Our Risk Management,risk management, item Risk Factors,factors, Macroeconomic Risks, Inflationrisks, inflation and fluctuations in interest rates may have a material adverse effect on us, for further details);

the effects of the variations in the value of the Brazilianreal, foreign exchange rates and interest rates on our net interest income (please refer to section Performance, item Financial Performance,performance, Results, and section Our Risk Management,risk management, item Risk Factors,factors, Macroeconomic Risks,risks, for further details); and

any acquisitions we may make in the future (please refer to section Our Risk Management,risk management, item Risk Factors,factors, The integration of acquired or merged businesses involves certain risks that may have a material adverse effect on us)us for further details).

 

As part of our strategy, we continue to review growth opportunities, both in Brazil and outside of Brazil. Additionally, please refer to section Our Risk Management,risk management, item Risk Factorsfactors for comments on the risks faced in our operations and that could affect our business, results of operations or financial condition.

 

Financial performanceA-157

A-164 

 

 

ConsolidatedComplete Financial Statements (IFRS)

 

The following financial statements, together with the report of the independent auditor, are part of this annual report:

 

Management’s Report on Internal Control Over Financial ReportingF-1
Report of Independent Registered Public Accounting FirmF-2
Consolidated Balance Sheet as of December 31, 20152016 and 20142015F-4
Consolidated Statement of Income for the years ended December 31, 2016, 2015 2014 and 20132014F-6
Consolidated Statement of Comprehensive Income for the years ended December 31, 2016, 2015 2014 and 20132014F-7
Consolidated Statement of Changes in Stockholders’ Equity for the years ended December 31, 2016, 2015 2014 and 20132014F-8
Consolidated Statement of Cash Flows for the years ended December 31, 2016, 2015 and2014 and 2013F-9
Notes to the Consolidated Financial StatementsF-10

 

 

 

Annual Report2015

Management’sManagement´s Report on Internal Control over Financial Reporting

 

The management of Itaú Unibanco Holding S.A is responsible for establishing and maintaining adequate internal control over financial reporting for the company.

 

The company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with International Financial Reporting Standards (IFRSs) as issued by the International Accounting Standards Board (IASB). The company’s internal control over financial reporting includes those policies and procedures that: (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and disposals of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to allow for the preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the company’s assets that could have a material effect on the financial statements.

 

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Therefore, even those controls determined to be effective may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to risk that controls may become inadequate because of changes in conditions, or a decline in the level of compliance with policies or procedures may occur.

 

Our management assessed the effectiveness of our internal control over financial reporting as of December 31, 2015.2016. In making this assessment, our management used the criteria set forth in “Internal Control – Integrated Framework (2013)” issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). Based on its evaluation and those criteria, our management has concluded that our internal control over financial reporting was effective as of December 31, 2015.2016.

 

In connection with the evaluation required by the Exchange Act Rule 13a-15(d), our management, concluded that the changes that occurred during the year ended December 31, 20152016 have not materially affected, or are not reasonably likely to materially affect, our internal control over financial reporting.

 

The effectiveness of the Company’s internal control over financial reporting as of December 31, 2015,2016, has been audited by PricewaterhouseCoopers Auditores Independentes, an independent registered public accounting firm, as stated in their report which appears herein.

 

By:/s/ Roberto Egydio Setubal By:/s/ Eduardo Mazzilli de VassimonCaio Ibrahim David
Name:  Roberto Egydio Setubal Eduardo Mazzilli de VassimonName:  Caio Ibrahim David
Title:  Chief Executive Officer Title:  Chief Financial Officer

 

A signed original copy of this report has been provided to the registrant and will be retained by the registrant and furnished to the Securities and Exchange Commission or its staff upon request.

 

Date: April 29, 201620, 2017

 

PerformanceF-1

 

Annual Report2015

Report of Independent Registered Public Accounting Firm

 

To the Board of Directors and Shareholders

Itaú Unibanco Holding S.A.

 

In our opinion, the accompanying consolidated balance sheets and the related consolidated statements of income, comprehensive income, changes in stockholders’ equity and cash flows present fairly, in all material respects, the financial position of Itaú Unibanco Holding S.A. and its subsidiaries (“Itaú Unibanco Holding”) at December 31, 20152016 and December 31, 20142015 and the results of their operations and their cash flows for each of the three years in the period ended December 31, 2015,2016, in conformity with International Financial Reporting Standards as issued by the International Accounting Standards Board. Also in our opinion, Itaú Unibanco Holdingthe Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2015,2016, based on criteria established inInternal Control - Integrated Framework 2013issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). Itaú Unibanco Holding’sThe Company’s management is responsible for these financial statements, for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying “Management’sManagement’s Report on Internal Control over Financial Reporting”. Reporting.

Our responsibility is to express opinions on these financial statements and on the Itaú Unibanco Holding’sCompany’s internal control over financial reporting based on our integrated audits. We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States) and International Standards on Auditing.. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement and whether effective internal control over financial reporting was maintained in all material respects. Our audits of the financial statements included examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.

 

F-2

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company;company. (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

 

PerformanceF-2

Annual Report2015

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

 

/s/PricewaterhouseCoopers

PricewaterhouseCoopers

Auditores Independentes

 

São Paulo, Brazil
April 20, 2017

April 29, 2016

 

PerformanceF-3

 

Annual Report2015

 

ITAÚ UNIBANCO HOLDING S.A.

Consolidated Balance Sheet

(In millions of Reais)

Assets Note 12/31/2015  12/31/2014 
Cash and deposits on demand 4  18,544   17,527 
Central Bank compulsory deposits 5  66,556   63,106 
Interbank deposits 6  30,525   23,081 
Securities purchased under agreements to resell 6  254,404   208,918 
Financial assets held for trading 7a  164,311   132,944 
Pledged as collateral    11,008   37,366 
Other    153,303   95,578 
Financial assets designated at fair value through profit or loss 7b  642   733 
Derivatives 8 and 9  26,755   14,156 
Available-for-sale financial assets 10  86,045   78,360 
Pledged as collateral    16,706   22,250 
Other    69,339   56,110 
Held-to-maturity financial assets 11  42,185   34,434 
Pledged as collateral    9,460   6,102 
Other    32,725   28,332 
Loan operations and lease operations portfolio, net 12  447,404   430,039 
Loan operations and lease operations portfolio    474,248   452,431 
(-) Allowance for loan and lease losses    (26,844)  (22,392)
Other financial assets 20a  53,506   53,649 
Investments in associates and joint ventures 13  4,399   4,090 
Goodwill 3a  2,057   1,961 
Fixed assets, net 15  8,541   8,711 
Intangible assets, net 16  6,295   6,134 
Tax assets    52,149   35,243 
Income tax and social contribution - current    2,088   3,329 
Income tax and social contribution - deferred 27b  47,453   31,129 
Other    2,608   785 
Assets held for sale 36  486   196 
Other assets 20a  11,611   13,921 
Total assets    1,276,415   1,127,203 

 

The accompanying notes are an integral part of these consolidated financial statements.

 Note 12/31/2016  12/31/2015 
Assets        
         
Cash and deposits on demand 4  18,542   18,544 
Central Bank compulsory deposits 5  85,700   66,556 
Interbank deposits 6  22,692   30,525 
Securities purchased under agreements to resell 6  265,051   254,404 
Financial assets held for trading 7a  204,648   164,311 
Pledged as collateral    12,950   11,008 
Other    191,698   153,303 
Financial assets designated at fair value through profit or loss 7b  1,191   642 
Derivatives 8 and 9  24,231   26,755 
Available-for-sale financial assets 10  88,277   86,045 
Pledged as collateral    17,435   16,706 
Other    70,842   69,339 
Held-to-maturity financial assets 11  40,495   42,185 
Pledged as collateral    11,778   9,460 
Other    28,717   32,725 
Loan operations and lease operations portfolio, net 12  463,394   447,404 
Loan operations and lease operations portfolio    490,366   474,248 
(-) Allowance for loan and lease losses    (26,972)  (26,844)
Other financial assets 20a  53,917   53,506 
Investments in associates and joint ventures 13  5,073   4,399 
Goodwill 3  9,675   2,057 
Fixed assets, net 15  8,042   8,541 
Intangible assets, net 16  7,381   6,295 
Tax assets    44,274   52,149 
Income tax and social contribution - current    2,703   2,088 
Income tax and social contribution - deferred 27b  37,395   47,453 
Other    4,176   2,608 
Assets held for sale 36.7  631   486 
Other assets 20a  10,027   11,611 
Total assets    1,353,241   1,276,415 

PerformanceF-4

Annual Report2015

ITAÚ UNIBANCO HOLDING S.A.

Consolidated Balance Sheet

(In millions of Reais)

Liabilities and stockholders' equity Note 12/31/2015  12/31/2014 
Deposits 17  292,610   294,773 
Securities sold under repurchase agreements 19a  336,643   288,683 
Financial liabilities held for trading 18  412   520 
Derivatives 8 and 9  31,071   17,350 
Interbank market debt 19a  156,886   122,586 
Institutional market debt 19b  93,918   73,242 
Other financial liabilities 20b  68,715   71,492 
Reserves for insurance and private pension 30c II  129,305   109,778 
Liabilities for capitalization plans    3,044   3,010 
Provisions 32  18,994   17,027 
Tax liabilities    4,971   4,465 
Income tax and social contribution - current    2,364   2,835 
Income tax and social contribution - deferred 27b II  370   201 
Other    2,237   1,429 
Other liabilities 20b  25,787   23,660 
Total liabilities    1,162,356   1,026,586 
Capital 21a  85,148   75,000 
Treasury shares 21a  (4,353)  (1,328)
Additional paid-in capital 21c  1,733   1,508 
Appropriated reserves 21d  10,067   8,210 
Unappropriated reserves 21e  20,947   16,301 
Cumulative other comprehensive income    (1,290)  (431)
Total stockholders’ equity attributed to the owners of the parent company    112,252   99,260 
Non-controlling interests    1,807   1,357 
Total stockholders’ equity    114,059   100,617 
Total liabilities and stockholders' equity    1,276,415   1,127,203 

The accompanying notes are an integral part of these consolidated financial statements.

PerformanceF-5

Annual Report2015

ITAÚ UNIBANCO HOLDING S.A.

Consolidated Statement of Income

Periods ended

(In millions of Reais, except for number of shares and earnings per share information)

    01/01 to  01/01 to  01/01 to 
  Note 12/31/2015  12/31/2014  12/31/2013 
Banking product    92,011   91,657   79,387 
Interest and similar income 23a  147,789   120,115   94,127 
Interest and similar expense 23b  (75,064)  (72,977)  (46,361)
Dividend income    98   215   205 
Net gain (loss) on investment securities and derivatives 23c  (11,862)  (724)  (5,924)
Foreign exchange results and exchange variations on transactions    (6,353)  9,644   6,594 
Banking service fees 24  29,452   26,342   22,712 
Income related to insurance, private pension and capitalization operations before claim and selling expenses    6,672   6,888   6,639 
Income related to insurance and private pension 30b III  22,634   22,797   23,327 
Reinsurance Premiums 30b III  (89)  (1,031)  (1,523)
Change in reserves for insurance and private pension    (16,460)  (15,436)  (15,628)
Revenue from capitalization plans    587   558   463 
Other income 25  1,279   2,154   1,395 
Losses on loans and claims    (21,335)  (15,801)  (14,870)
Expenses for allowance for loan and lease losses 12b  (24,517)  (18,832)  (17,856)
Recovery of loans written-off as loss    4,779   5,054   5,061 
Expenses for claims    (1,611)  (2,430)  (3,155)
Recovery of claims under reinsurance    14   407   1,080 
Banking product net of losses on loans and claims    70,676   75,856   64,517 
Other operating income (expenses)    (52,411)  (47,048)  (43,652)
General and administrative expenses 26  (47,626)  (42,550)  (39,914)
Tax expenses    (5,405)  (5,063)  (4,341)
Share of profit or (loss) in associates and joint ventures 13  620   565   603 
Income before income tax and social contribution 27  18,265   28,808   20,865 
Current income tax and social contribution    (8,965)  (7,209)  (7,503)
Deferred income tax and social contribution    16,856   262   3,160 
Net income    26,156   21,861   16,522 
Net income attributable to owners of the parent company 28  25,740   21,555   16,424 
Net income attributable to non-controlling interests    416   306   98 
Earnings per share - basic 28            
Common    4.30   3.58   2.73 
Preferred    4.30   3.58   2.73 
Earnings per share - diluted 28            
Common    4.28   3.56   2.72 
Preferred    4.28   3.56   2.72 
Weighted average number of shares outstanding - basic 28            
Common    3,047,037,403   3,047,037,403   3,047,037,403 
Preferred    2,935,346,437   2,969,406,420   2,961,435,158 
Weighted average number of shares outstanding - diluted 28            
Common    3,047,037,403   3,047,037,403   3,047,037,403 
Preferred    2,969,647,577   3,001,704,485   2,986,498,093 

The accompanying notes are an integral part of these consolidated financial statements.

PerformanceF-6

Annual Report2015

ITAÚ UNIBANCO HOLDING S.A.

Consolidated Statement of Comprehensive Income

Periods ended

(In millions of Reais)

    01/01 to  01/01 to  01/01 to 
  Note 12/31/2015  12/31/2014  12/31/2013 
Net income    26,156   21,861   16,522 
Available-for-sale financial assets    (2,171)  583   (3,187)
Change in fair value    (6,518)  20   (6,166)
Income tax effect    2,659   14   2,476 
(Gains) / losses transferred to income statement 23c  2,812   915   839 
Income tax effect    (1,124)  (366)  (336)
Hedge    (1,739)  (143)  (317)
Cash flow hedge 9  1,148   336   312 
Change in fair value    2,104   644   541 
Income tax effect    (956)  (308)  (229)
Hedge of net investment in foreign operation 9  (2,887)  (479)  (629)
Change in fair value    (5,134)  (830)  (1,049)
Income tax effect    2,247   351   420 
Remeasurements of liabilities for post-employment benefits(*)    (48)  202   (379)
Remeasurements 29  (68)  332   (633)
Income tax effect    20   (130)  254 
Foreign exchange differences on foreign investments    3,099   440   635 
Total comprehensive income    25,297   22,943   13,274 
Comprehensive income attributable to non-controlling interests    416   306   98 
Comprehensive income attributable to the owners of the parent company    24,881   22,637   13,176 

(*) Amounts that will not be subsequently reclassified to income.

 

The accompanying notes are an integral part of these consolidated financial statements.

 

PerformanceF-4

ITAÚ UNIBANCO HOLDING S.A.

Consolidated Balance Sheet

(In millions of Reais)

 Note 12/31/2016  12/31/2015 
Liabilities and stockholders' equity        
         
Deposits 17  329,414   292,610 
Securities sold under repurchase agreements 19a  349,164   336,643 
Financial liabilities held for trading 18  519   412 
Derivatives 8 and 9  24,698   31,071 
Interbank market debt 19a  135,483   156,886 
Institutional market debt 19b  96,239   93,918 
Other financial liabilities 20b  71,832   68,715 
Reserves for insurance and private pension 30c ll  154,076   129,305 
Liabilities for capitalization plans    3,147   3,044 
Provisions 32  20,909   18,994 
Tax liabilities    5,836   4,971 
Income tax and social contribution - current    1,741   2,364 
Income tax and social contribution - deferred 27b II  643   370 
Other    3,452   2,237 
Other liabilities 20b  27,110   25,787 
Total liabilities    1,218,427   1,162,356 
Capital 21a  97,148   85,148 
Treasury shares 21a  (1,882)  (4,353)
Additional paid-in capital 21c  1,785   1,733 
Appropriated reserves 21d  3,443   10,067 
Unappropriated reserves 21e  25,362   20,947 
Cumulative other comprehensive income    (3,274)  (1,290)
Total stockholders’ equity attributed to the owners of the parent company    122,582   112,252 
Non-controlling interests 21f  12,232   1,807 
Total stockholders’ equity    134,814   114,059 
Total liabilities and stockholders' equity    1,353,241   1,276,415 

The accompanying notes are an integral part of these consolidated financial statements.

F-5

ITAÚ UNIBANCO HOLDING S.A.

Consolidated Statement of Income

Periods ended

(In millions of Reais, except for number of shares and earnings per share information)

    01/01 to  01/01 to  01/01 to 
  Note 12/31/2016  12/31/2015  12/31/2014 
Banking product    118,661   92,011   91,657 
Interest and similar income 23a  161,495   147,789   120,115 
Interest and similar expense 23b  (95,126)  (75,064)  (72,977)
Dividend income    288   98   215 
Net gain (loss) on investment securities and derivatives 23c  7,311   (11,862)  (724)
Foreign exchange results and exchange variations on transactions    5,513   (6,353)  9,644 
Banking service fees 24  31,918   29,452   26,342 
Income related to insurance, private pension and capitalization operations before claim and selling expenses    5,880   6,672   6,888 
Income related to insurance and private pension 30b III  24,849   22,634   22,797 
Reinsurance Premiums 30b III  (94)  (89)  (1,031)
Change in reserves for insurance and private pension    (19,490)  (16,460)  (15,436)
Revenue from capitalization plans    615   587   558 
Other income 25  1,382   1,279   2,154 
Losses on loans and claims    (22,122)  (21,335)  (15,801)
Expenses for allowance for loan and lease losses 12b  (24,379)  (24,517)  (18,832)
Recovery of loans written-off as loss    3,742   4,779   5,054 
Expenses for claims    (1,555)  (1,611)  (2,430)
Recovery of claims under reinsurance    70   14   407 
Banking product net of losses on loans and claims    96,539   70,676   75,856 
Other operating income (expenses)    (58,347)  (52,411)  (47,048)
General and administrative expenses 26  (50,904)  (47,626)  (42,550)
Tax expenses    (7,971)  (5,405)  (5,063)
Share of profit or (loss) in associates and joint ventures 13  528   620   565 
Income before income tax and social contribution 27  38,192   18,265   28,808 
Current income tax and social contribution    (3,898)  (8,965)  (7,209)
Deferred income tax and social contribution    (10,712)  16,856   262 
Net income    23,582   26,156   21,861 
Net income attributable to owners of the parent company 28  23,263   25,740   21,555 
Net income (loss) attributable to non-controlling interests 21f  319   416   306 
Earnings per share - basic 28            
Common    3.57   3.91   3.26 
Preferred    3.57   3.91   3.26 
Earnings per share - diluted 28            
Common    3.54   3.89   3.24 
Preferred    3.54   3.89   3.24 
Weighted average number of shares outstanding - basic 28            
Common    3,351,741,143   3,351,741,143   3,351,741,143 
Preferred    3,171,215,661   3,228,881,081   3,266,347,063 
Weighted average number of shares outstanding - diluted 28            
Common    3,351,741,143   3,351,741,143   3,351,741,143 
Preferred    3,216,235,372   3,270,734,307   3,305,545,129 

The accompanying notes are an integral part of these consolidated financial statements.

F-6

ITAÚ UNIBANCO HOLDING S.A.

Consolidated Statement of Comprehensive Income

Periods ended

(In millions of Reais)

    01/01 to  01/01 to  01/01 to 
  Note 12/31/2016  12/31/2015  12/31/2014 
Net income    23,582   26,156   21,861 
Available-for-sale financial assets    2,040   (2,171)  583 
Change in fair value    2,780   (6,518)  20 
Income tax effect    (1,251)  2,659   14 
(Gains) / losses transferred to income statement 23c  851   2,812   915 
Income tax effect    (340)  (1,124)  (366)
Hedge    (697)  (1,739)  (143)
Cash flow hedge 9  (2,815)  1,148   336 
Change in fair value    (5,041)  2,104   644 
Income tax effect    2,226   (956)  (308)
Hedge of net investment in foreign operation 9  2,118   (2,887)  (479)
Change in fair value    3,760   (5,134)  (830)
Income tax effect    (1,642)  2,247   351 
Remeasurements of liabilities for post-employment benefits (*)    (590)  (48)  202 
Remeasurements 29  (1,048)  (68)  332 
Income tax effect    458   20   (130)
Foreign exchange differences on foreign investments    (2,737)  3,099   440 
Total comprehensive income    21,598   25,297   22,943 
Comprehensive income attributable to non-controlling interests    319   416   306 
Comprehensive income attributable to the owners of the parent company    21,279   24,881   22,637 

(*) Amounts that will not be subsequently reclassified to income.

The accompanying notes are an integral part of these consolidated financial statements.

F-7

 

  

Annual Report

2015

ITAÚ UNIBANCO HOLDING S.A.

Consolidated Statement of Changes in Stockholders’ Equity (Notes 21 and 22)

Periods ended December 31, 2016, 2015 2014 and 20132014

(In millions of Reais)

  Attributed to owners of the parent company          
                    Other comprehensive income  Total       
                                stockholders’  Total    
                       Cumulative     equity –  stockholders’    
        Additional              Remeasurements of  translation  Gains and  owners of the  equity – non-    
     Treasury  paid-in  Appropriated  Unappropriated  Retained  Available  liabilities of post-  adjustments  losses –  parent  controlling    
  Capital  shares  capital  reserves  reserves  earnings  for sale(1)  employment benefits  abroad  hedge(2)  company  interests  Total 
Balance at 01/01/2013  45,000   (1,523)  888   22,423   7,379   -   2,004   -   648   (917)  75,902   96   75,998 
Transactions with owners  15,000   (331)  96   (12,404)  -   (5,842)  -   -   -   -   (3,481)  775   (2,706)
Capital increase - Statutory Reserve  15,000   -   -   (15,000)  -   -   -   -   -   -   -   -   - 
Treasury shares - granting of stock options - exercised options  -   (331)  96   -   -   -   -   -   -   -   (235)  -   (235)
Granting of stock options – exercised options  -   331   (116)  -   -   -   -   -   -   -   215   -   215 
Acquisition of treasury shares (Note 21a)  -   (662)  -   -   -   -   -   -   -   -   (662)  -   (662)
Granted options recognized  -   -   212   -   -   -   -   -   -   -   212   -   212 
(Increase) / Reduction of interest of controlling stockholders (Note 2.4a I and 3a)  -   -   -   -   -   -   -   -   -   -   -   812   812 
Dividends / interest on capital – Special profit reserve (Note 21b)  -   -   -   2,596   -   (5,842)  -   -   -   -   (3,246)  (37)  (3,283)
Dividends / Interest on capital paid in 2013 - Year 2012 - Special profit reserve  -   -   -   (1,730)  -   -   -   -   -   -   (1,730)  -   (1,730)
Corporate reorganizations (Note 2.4 a III)  -   -   -   (640)  -   -   -   -   -   -   (640)  -   (640)
Other  -   -   -   -   (4)  -   -   -   -   -   (4)  -   (4)
Total comprehensive income  -   -   -   -   -   16,424   (3,187)  (379)  635   (317)  13,176   98   13,274 
Net income  -   -   -   -   -   16,424   -   -   -   -   16,424   98   16,522 
Other comprehensive income for the period  -   -   -   -   -   -   (3,187)  (379)  635   (317)  (3,248)  -   (3,248)
Appropriations:                                                    
Legal reserve  -   -   -   583   -   (583)  -   -   -   -   -   -   - 
Statutory reserve  -   -   -   5,236   4,763   (9,999)  -   -   -   -   -   -   - 
Balance at 12/31/2013  60,000   (1,854)  984   13,468   12,138   -   (1,183)  (379)  1,283   (1,234)  83,223   969   84,192 
Change in the period  15,000   (331)  96   (8,955)  4,759   -   (3,187)  (379)  635   (317)  7,321   873   8,194 
Balance at 01/01/2014  60,000   (1,854)  984   13,468   12,138   -   (1,183)  (379)  1,283   (1,234)  83,223   969   84,192 
Transactions with owners  15,000   526   524   (12,053)  -   (7,344)  -   -   -   -   (3,347)  82   (3,265)
Capital increase - Statutory Reserve  15,000   -   -   (15,000)  -   -   -   -   -   -   -   -   - 
Treasury shares - granting of stock options  -   526   223   -   -   -   -   -   -   -   749   -   749 
Granting of stock options – exercised options  -   561   (26)  -   -   -   -   -   -   -   535   -   535 
Acquisition of treasury shares (Note 21a)  -   (35)  -   -   -   -   -   -   -   -   (35)  -   (35)
Granted options recognized  -   -   249   -   -   -   -   -   -   -   249   -   249 
Share-based payment – variable compensation  -   -   301   -   -   -   -   -   -   -   301   -   301 
(Increase) / Reduction of interest of controlling stockholders (Note 2.4a I and 3a)  -   -   -   -   -   -   -   -   -   -   -   167   167 
Dividends and interest on capital - Statutory Reserve (Note 21b)  -   -   -   2,947   -   (7,344)  -   -   -   -   (4,397)  (85)  (4,482)
Dividends / Interest on capital paid in 2014 - Year 2013 - Special profit reserve  -   -   -   (2,597)  -   -   -   -   -   -   (2,597)  -   (2,597)
Corporate reorganizations (Note 2.4 a III)  -   -   -   (639)  -   -   -   -   -   -   (639)  -   (639)
Other  -   -   -   (17)  -   -   -   -   -   -   (17)  -   (17)
Total comprehensive income  -   -   -   -   -   21,555   583   202   440   (143)  22,637   306   22,943 
Net income  -   -   -   -   -   21,555   -   -   -   -   21,555   306   21,861 
Other comprehensive income for the period  -   -   -   -   -   -   583   202   440   (143)  1,082   -   1,082 
Appropriations:                                                    
Legal reserve  -   -   -   870   -   (870)  -   -   -   -   -   -   - 
Statutory reserve  -   -   -   9,178   4,163   (13,341)  -   -   -   -   -   -   - 
Balance at 12/31/2014  75,000   (1,328)  1,508   8,210   16,301   -   (600)  (177)  1,723   (1,377)  99,260   1,357   100,617 
Change in the period  15,000   526   524   (5,258)  4,163   -   583   202   440   (143)  16,037   388   16,425 
Balance at 01/01/2015  75,000   (1,328)  1,508   8,210   16,301   -   (600)  (177)  1,723   (1,377)  99,260   1,357   100,617 
Transactions with owners  10,148   (3,025)  225   (7,445)  -   (8,207)  -   -   -   -   (8,304)  34   (8,270)
Capital increase - Statutory Reserve  10,148   -   -   (10,148)  -   -   -   -   -   -   -   -   - 
Treasury shares - granting of stock options  -   (3,025)  101   -   -   -   -   -   -   -   (2,924)  -   (2,924)
Granting of stock options – exercised options  -   299   45   -   -   -   -   -   -   -   344   -   344 
Acquisition of treasury shares (Note 21a)  -   (3,324)  -   -   -   -   -   -   -   -   (3,324)  -   (3,324)
Granted options recognized  -   -   56   -   -   -   -   -   -   -   56   -   56 
Share-based payment – variable compensation  -   -   124   -   -   -   -   -   -   -   124   -   124 
(Increase) / Reduction of interest of controlling stockholders (Note 2.4a I and 3c)  -   -   -   -   -   -   -   -   -   -   -   276   276 
Dividends / interest on capital – Special profit reserve (Note 21b)  -   -   -   2,703   -   (8,207)  -   -   -   -   (5,504)  (242)  (5,746)
Dividends / Interest on capital paid in 2015 - Year 2014 - Special profit reserve  -   -   -   (2,936)  -   -   -   -   -   -   (2,936)  -   (2,936)
Corporate reorganizations (Note 2.4 a III)  -   -   -   (639)      -   -   -   -   -   (639)  -   (639)
Other  -   -   -   -   (10)  -   -   -   -   -   (10)  -   (10)
Total comprehensive income  -   -   -   -   -   25,740   (2,171)  (48)  3,099   (1,739)  24,881   416   25,297 
Net income  -   -   -   -   -   25,740   -   -   -   -   25,740   416   26,156 
Other comprehensive income for the period  -   -   -   -   -   -   (2,171)  (48)  3,099   (1,739)  (859)  -   (859)
Appropriations:                                                    
Legal reserve  -   -   -   1,054   -   (1,054)  -   -   -   -   -   -   - 
Statutory reserve  -   -   -   11,823   4,656   (16,479)  -   -   -   -   -   -   - 
Balance at 12/31/2015  85,148   (4,353)  1,733   10,067   20,947   -   (2,771)  (225)  4,822   (3,116)  112,252   1,807   114,059 
Change in the period  10,148   (3,025)  225   1,857   4,646   -   (2,171)  (48)  3,099   (1,739)  12,992   450   13,442 

  Attributed to owners of the parent company          
                    Other comprehensive income  Total  Total    
  Capital  Treasury
shares
  Additional
paid-in
capital
  Appropriated
reserves
  Unappropriated
reserves
  Retained
earnings
  Available
for sale(1)
  Remeasurements of
liabilities of post-
employment benefits
  Cumulative
translation
adjustments
abroad
  Gains and
losses –
hedge (2)
  stockholders’
equity – owners
of the parent
company
  stockholders’
equity – non-
controlling
interests
  Total 
Balance at 01/01/2014  60,000   (1,854)  984   13,468   12,138   -   (1,183)  (379)  1,283   (1,234)  83,223   969   84,192 
Transactions with owners  15,000   526   524   (12,053)  -   (7,344)  -   -   -   -   (3,347)  82   (3,265)
Capital increase - Statutory Reserve  15,000   -   -   (15,000)  -   -   -   -   -   -   -   -   - 
Treasury shares - granting of stock options - exercised options  -   526   223   -   -   -   -   -   -   -   749   -   749 
Granting of stock options – exercised options  -   561   (26)  -   -   -   -   -   -   -   535   -   535 
Acquisition of treasury shares (Note 21a)  -   (35)  -   -   -   -   -   -   -   -   (35)  -   (35)
Granted options recognized  -   -   249   -   -   -   -   -   -   -   249   -   249 
Share-based payment – variable compensation  -   -   301   -   -   -   -   -   -   -   301   -   301 
(Increase) / Reduction of interest of controlling stockholders (Note 2.4a I and 3a)  -   -   -   -   -   -   -   -   -   -   -   167   167 
Dividends / interest on capital  – Special profit reserve (Note 21b)  -   -   -   2,947   -   (7,344)  -   -   -   -   (4,397)  (85)  (4,482)
Dividends / Interest on capital paid in 2014 - Year 2013 - Special profit reserve  -   -   -   (2,597)  -   -   -   -   -   -   (2,597)  -   (2,597)
Corporate reorganizations (Note 2.4 a III)  -   -   -   (639)  -   -   -   -   -   -   (639)  -   (639)
Other  -   -   -   (17)  -   -   -   -   -   -   (17)  -   (17)
Total comprehensive income  -   -   -   -   -   21,555   583   202   440   (143)  22,637   306   22,943 
Net income  -   -   -   -   -   21,555   -   -   -   -   21,555   306   21,861 
Other comprehensive income for the period  -   -   -   -   -   -   583   202   440   (143)  1,082   -   1,082 
Appropriations:                                                    
Legal reserve  -   -   -   870   -   (870)  -   -   -   -   -   -   - 
Statutory reserve  -   -   -   9,178   4,163   (13,341)  -   -   -   -   -   -   - 
Balance at 12/31/2014  75,000   (1,328)  1,508   8,210   16,301   -   (600)  (177)  1,723   (1,377)  99,260   1,357   100,617 
Change in the period  15,000   526   524   (5,258)  4,163   -   583   202   440   (143)  16,037   388   16,425 
Balance at 01/01/2015  75,000   (1,328)  1,508   8,210   16,301   -   (600)  (177)  1,723   (1,377)  99,260   1,357   100,617 
Transactions with owners  10,148   (3,025)  225   (7,445)  -   (8,207)  -   -   -   -   (8,304)  34   (8,270)
Capital increase - Statutory Reserve  10,148   -   -   (10,148)  -   -   -   -   -   -   -   -   - 
Treasury shares - granting of stock options  -   (3,025)  101   -   -   -   -   -   -   -   (2,924)  -   (2,924)
Granting of stock options – exercised options  -   299   45   -   -   -   -   -   -   -   344   -   344 
Acquisition of treasury shares (Note 21a)  -   (3,324)  -   -   -   -   -   -   -   -   (3,324)  -   (3,324)
Granted options recognized  -   -   56   -   -   -   -   -   -   -   56   -   56 
Share-based payment – variable compensation  -   -   124   -   -   -   -   -   -   -   124   -   124 
(Increase) / Reduction of interest of controlling stockholders (Note 2.4a I and 3)  -   -   -   -   -   -   -   -   -   -   -   276   276 
Dividends and interest on capital - Statutory Reserve (Note 21b)  -   -   -   2,703   -   (8,207)  -   -   -   -   (5,504)  (242)  (5,746)
Dividends / Interest on capital paid in 2015 - Year 2014 - Special profit reserve  -   -   -   (2,936)  -   -   -   -   -   -   (2,936)  -   (2,936)
Corporate reorganizations (Note 2.4 a III)  -   -   -   (639)  -   -   -   -   -   -   (639)  -   (639)
Other  -   -   -   -   (10)  -   -   -   -   -   (10)  -   (10)
Total comprehensive income  -   -   -   -   -   25,740   (2,171)  (48)  3,099   (1,739)  24,881   416   25,297 
Net income  -   -   -   -   -   25,740   -   -   -   -   25,740   416   26,156 
Other comprehensive income for the period  -   -   -   -   -   -   (2,171)  (48)  3,099   (1,739)  (859)  -   (859)
Appropriations:                                                    
Legal reserve  -   -   -   1,054   -   (1,054)  -   -   -   -   -   -   - 
Statutory reserve  -   -   -   11,823   4,656   (16,479)  -   -   -   -   -   -   - 
Balance at 12/31/2015  85,148   (4,353)  1,733   10,067   20,947   -   (2,771)  (225)  4,822   (3,116)  112,252   1,807   114,059 
Change in the period  10,148   (3,025)  225   1,857   4,646   -   (2,171)  (48)  3,099   (1,739)  12,992   450   13,442 
Balance at 01/01/2016  85,148   (4,353)  1,733   10,067   20,947   -   (2,771)  (225)  4,822   (3,116)  112,252   1,807   114,059 
Transactions with owners  12,000   2,471   52   (9,620)  -   (11,574)  -   -   -   -   (6,671)  10,106   3,435 
Capital increase - Statutory Reserve  12,000   -   -   (12,000)  -   -   -   -   -   -   -   -   - 
Treasury shares - granting of stock options  -   2,471   39   (2,670)  -   -   -   -   -   -   (160)  -   (160)
Granting of stock options – exercised options  -   748   (17)  -   -   -   -   -   -   -   731   -   731 
Acquisition of treasury shares (Note 21a)  -   (947)  -   -   -   -   -   -   -   -   (947)  -   (947)
Cancellation of shares - ESM of April 27, 2016 – Approved on June 7, 2016  -   2,670   -   (2,670)  -   -   -   -   -   -   -   -   - 
Granted options recognized  -   -   56   -   -   -   -   -   -   -   56   -   56 
Share-based payment – variable compensation  -   -   13   -   -   -   -   -   -   -   13   -   13 
(Increase) / Reduction of interest of controlling stockholders (Note 2.4a I and 3)  -   -   -   -   -   -   -   -   -   -   -   10,199   10,199 
Dividends / interest on capital  – Special profit reserve (Note 21b)  -   -   -   5,050   -   (11,574)  -   -   -   -   (6,524)  (93)  (6,617)
Dividends / Interest on capital paid in 2016 - Year 2015 - Special profit reserve  -   -   -   (2,697)  -   -   -   -   -   -   (2,697)  -   (2,697)
Corporate reorganizations (Note 2.4 a III)  -   -   -   (1,586)  -   -   -   -   -   -   (1,586)  -   (1,586)
Other  -   -   -   -   5   -   -   -   -   -   5   -   5 
Total comprehensive income  -   -   -   -   -   23,263   2,040   (590)  (2,737)  (697)  21,279   319   21,598 
Net income  -   -   -   -   -   23,263   -   -   -   -   23,263   319   23,582 
Other comprehensive income for the period  -   -   -   -   -   -   2,040   (590)  (2,737)  (697)  (1,984)  -   (1,984)
Appropriations:                                                    
Legal reserve  -   -   -   943   -   (943)  -   -   -   -   -   -   - 
Statutory reserve  -   -   -   6,336   4,410   (10,746)  -   -   -   -   -   -   - 
Balance at 12/31/2016  97,148   (1,882)  1,785   3,443  ��25,362   -   (731)  (815)  2,085   (3,813)  122,582   12,232   134,814 
Change in the period  12,000   2,471   52   (6,624)  4,415   -   2,040   (590)  (2,737)  (697)  10,330   10,425   20,755 

(1) Includes Share of other comprehensive income in associates and joint ventures – Available-for-sale financial assets.

(2) Includes Cash flow hedge and hedge of net investment in foreign operation.

The accompanying notes are an integral part of these consolidated financial statements.

 

PerformanceF-8

 

 

Annual Report2015

 

ITAÚ UNIBANCO HOLDING S.A.

Consolidated Statement of Cash Flows

(In millions of Reais)

    01/01 to  01/01 to  01/01 to 
  Note 12/31/2015  12/31/2014  12/31/2013 
Adjusted net income    56,881   58,231   47,706 
Net income    26,156   21,861   16,522 
Adjustments to net income:    30,725   36,370   31,184 
Granted options recognized and share-based payment – variable compensation    180   550   212 
Effects of changes in exchange rates on cash and cash equivalents    (9,681)  1,186   (2,590)
Expenses for allowance for loan and lease losses 12b  24,517   18,832   17,856 
Interest and foreign exchange expense from operations with subordinated debt    15,409   7,879   4,940 
Interest expense from operations with debentures    -   -   41 
Change in reserves for insurance and private pension    16,460   15,436   15,628 
Revenue from capitalization plans    (587)  (558)  (463)
Depreciation and amortization 15 and 16  2,828   2,544   2,333 
Interest expense from provision for contingent and legal liabilities    1,479   1,019   801 
Provision for contingent and legal liabilities    3,948   3,380   4,534 
Interest income related to escrow deposits    (285)  (377)  (265)
Deferred taxes (excluding hedge tax effects) 27b  (1,869)  (262)  (3,160)
Share of profit or (loss) in associates and joint ventures    (620)  (565)  (603)
(Gain) loss on available-for-sale securities 23c  2,812   915   839 
Interest and foreign exchange income related to available-for-sale financial assets    (16,941)  (9,012)  (8,482)
Interest and foreign exchange income related to held-to-maturity financial assets    (6,821)  (3,517)  (544)
(Gain) loss on sale of assets held for sale 25 and 26  36   35   1 
(Gain) loss on sale of investments 25 and 26  43   14   (10)
(Gain) loss on sale of fixed assets 25 and 26  11   41   10 
(Gain) loss from sale of investment of ISSC 3c  -   (1,151)  - 
Other    (194)  (19)  107 
Change in assets and liabilities (*)    (91,340)  31,495   (15,176)
(Increase) decrease in assets    (149,459)  8,195   (48,638)
Interbank deposits    3,308   12,099   520 
Securities purchased under agreements to resell    (88,250)  11,327   27,601 
Compulsory deposits with the Central Bank of Brazil    (2,762)  13,893   (13,180)
Financial assets held for trading    (31,056)  26,073   (3,347)
Derivatives (assets / liabilities)    3,008   4,525   582 
Financial assets designated at fair value through profit or loss    435   (303)  (151)
Loan operations    (28,103)  (42,309)  (56,661)
Financial assets    2,476   (35,546)  (3,921)
Other tax assets    (15,037)  1,203   1,059 
Other assets    6,522   17,233   (1,139)
(Decrease) increase in liabilities    58,119   23,300   33,462 
Deposits    (16,696)  (4,353)  29,466 
Deposits received under securities repurchase agreements    47,833   22,013   (723)
Financial liabilities held for trading    (434)  47   (271)
Funds from interbank markets    33,199   3,946   14,196 
Other financial liabilities    (5,222)  4,711   5,894 
Technical reserve for insurance and private pension    3,067   (383)  (6,923)
Liabilities for capitalization plans    621   536   603 
Provisions    (2,005)  (4,852)  (4,286)
Tax liabilities    6,931   8,119   3,509 
Other liabilities    (2,693)  1,237   (1,247)
Payment of income tax and social contribution    (6,482)  (7,721)  (6,756)
Net cash from (used in) operating activities    (34,459)  89,726   32,530 
Interest on capital / dividends received from investments in associates and joint ventures    243   213   62 
Cash received on sale of available-for-sale financial assets    12,214   60,768   29,518 
Cash received from redemption of held-to-maturity financial assets    3,160   2,667   465 
Cash upon sale of assets held for sale    123   68   111 
Cash upon sale of investments in associates and joint ventures    (43)  (14)  15 
Cash and cash equivalents net assets and liabilities due from ISSC sale 3c  -   1,474   - 
Cash and cash equivalents, net assets and liabilities due from BMG Seguradora acquisition 3a  -   (88)  - 
Cash upon sale of fixed assets 15  104   62   60 
Cash upon sale of intangible assets 16  69   222   201 
Purchase of available-for-sale financial assets    (9,516)  (46,165)  (38,738)
Purchase of held-to-maturity financial assets    (4,090)  (11,322)  (585)
Cash and cash equivalents net assets and liabilities due from Credicard acquisition 3a  -   -   (2,875)
Purchase of investments in associates and joint ventures 13  (0)  (10)  (379)
Purchase of fixed assets 15  (1,466)  (3,966)  (2,516)
Purchase of intangible assets 16  (1,158)  (1,232)  161 
Net cash from (used in) investing activities    (361)  2,676   (14,500)
Funding from institutional markets    6,667   207   121 
Redemptions in institutional markets    (5,242)  (16,158)  (5,166)
(Acquisition) / Disposal of interest of non-controlling stockholders    276   167   292 
Granting of stock options – exercised options    344   535   215 
Purchase of treasury shares    (3,324)  (35)  (662)
Dividends and interest on capital paid to non-controlling interests    (242)  (85)  (37)
Dividends and interest on capital paid    (7,008)  (6,319)  (5,369)
Net cash from (used in) financing activities    (8,529)  (21,688)  (10,606)
               
Net increase (decrease) in cash and cash equivalents 2.4c and 4  (43,350)  70,714   7,425 
               
Cash and cash equivalents at the beginning of the period 4  125,318   55,790   45,775 
Effects of changes in exchange rates on cash and cash equivalents    9,681   (1,186)  2,590 
Cash and cash equivalents at the end of the period 4  91,649   125,318   55,790 
Additional information on cash flow              
Interest received    136,277   117,079   92,411 
Interest paid    58,436   67,559   52,338 
Non-cash transactions              
Loans transferred to assets held for sale    -   -   - 
Dividends and interest on capital declared and not yet paid    2,458   2,270   1,070 

    01/01 to  01/01 to  01/01 to 
  Note 12/31/2016  12/31/2015  12/31/2014 
Adjusted net income    97,507   56,881   58,231 
Net income    23,582   26,156   21,861 
Adjustments to net income:    73,925   30,725   36,370 
Granted options recognized and share-based payment – variable compensation    69   180   550 
Effects of changes in exchange rates on cash and cash equivalents    17,941   (9,681)  1,186 
Expenses for allowance for loan and lease losses 12b  24,379   24,517   18,832 
Interest and foreign exchange expense from operations with subordinated debt    942   15,409   7,879 
Change in reserves for insurance and private pension    19,490   16,460   15,436 
Revenue from capitalization plans    (615)  (587)  (558)
Depreciation and amortization 15 and 16  3,233   2,828   2,544 
Interest expense from provision for contingent and legal liabilities    1,610   1,479   1,019 
Provision for contingent and legal liabilities    4,246   3,948   3,380 
Interest income related to escrow deposits    (383)  (285)  (377)
Deferred taxes (excluding hedge tax effects) 27b  4,172   (1,869)  (262)
Share of profit or (loss) in associates and joint ventures    (528)  (620)  (565)
(Gain) loss on available-for-sale securities 23c  851   2,812   915 
Interest and foreign exchange income related to available-for-sale financial assets    (1,719)  (16,941)  (9,012)
Interest and foreign exchange income related to held-to-maturity financial assets    (185)  (6,821)  (3,517)
(Gain) loss on sale of assets held for sale 25 and 26  124   36   35 
(Gain) loss on sale of investments 25 and 26  (69)  43   14 
(Gain) loss on sale of fixed assets 25 and 26  (14)  11   41 
(Gain) loss from sale of investment of ISSC    -   -   (1,151)
Other    381   (194)  (19)
Change in assets and liabilities (*)    (67,196)  (91,340)  31,495 
(Increase) decrease in assets    (30,405)  (149,459)  8,195 
Interbank deposits    521   3,308   12,099 
Securities purchased under agreements to resell    2,675   (88,250)  11,327 
Compulsory deposits with the Central Bank of Brazil    (20,390)  (2,762)  13,893 
Financial assets held for trading    (34,950)  (31,056)  26,073 
Derivatives (assets / liabilities)    (4,047)  3,008   4,525 
Financial assets designated at fair value through profit or loss    (655)  435   (303)
Loan operations    23,416   (28,103)  (42,309)
Financial assets    881   2,476   (35,546)
Other tax assets    5,262   (15,037)  1,203 
Other assets    (3,118)  6,522   17,233 
(Decrease) increase in liabilities    (36,791)  58,119   23,300 
Deposits    (18,136)  (16,696)  (4,353)
Deposits received under securities repurchase agreements    8,534   47,833   22,013 
Financial liabilities held for trading    206   (434)  47 
Funds from interbank markets    (27,017)  33,199   3,946 
Other financial liabilities    1,915   (5,222)  4,711 
Technical reserve for insurance and private pension    5,141   3,067   (383)
Liabilities for capitalization plans    718   621   536 
Provisions    (2,993)  (2,005)  (4,852)
Tax liabilities    6,359   6,931   8,119 
Other liabilities    (5,095)  (2,693)  1,237 
Payment of income tax and social contribution    (6,423)  (6,482)  (7,721)
Net cash from (used in) operating activities    30,311   (34,459)  89,726 
Interest on capital / dividends received from investments in associates and joint ventures    287   243   213 
Cash received on sale of available-for-sale financial assets    18,760   12,214   60,768 
Cash received from redemption of held-to-maturity financial assets    3,473   3,160   2,667 
Cash upon sale of assets held for sale    336   123   68 
Cash upon sale of investments  in  associates and joint ventures    69   (43)  (14)
Cash and cash equivalents, net of assets and liabilities due from CorpBanca acquisition 3  5,869   -   - 
Cash and cash equivalents, net of assets and liabilities due from Recovery acquisition 3  (714)  -   - 
Cash and cash equivalents, net assets and liabilities due from BMG Seguradora acquisition 3a  -   -   (88)
Cash and cash equivalents, net assets and liabilities due from ISSC sale    -   -   1,474 
Cash upon sale of fixed assets 15  109   104   62 
Cash upon sale of intangible assets 16  10   69   222 
Purchase of available-for-sale financial assets    (9,959)  (9,516)  (46,165)
Purchase of held-to-maturity financial assets    (1,363)  (4,090)  (11,322)
Purchase of investments in associates and joint ventures 13  (381)  (0)  (10)
Purchase of fixed assets 15  (991)  (1,466)  (3,966)
(Cash upon sale) Purchase of intangible assets / Goodwill 16  (1,076)  (1,158)  (1,232)
Net cash from (used in) investing activities    14,429   (361)  2,676 
Funding from institutional markets    4,864   6,667   207 
Redemptions in institutional markets    (18,198)  (5,242)  (16,158)
(Acquisition) / Disposal of interest of non-controlling stockholders    (1,013)  276   167 
Granting of stock options – exercised options    731   344   535 
Purchase of treasury shares    (947)  (3,324)  (35)
Dividends and interest on capital paid to non-controlling interests    (93)  (242)  (85)
Dividends and interest on capital paid    (7,673)  (7,008)  (6,319)
Net cash from (used in) financing activities    (22,329)  (8,529)  (21,688)
Net increase (decrease) in cash and cash equivalents 2.4c and 4  22,411   (43,350)  70,714 
Cash and cash equivalents at the beginning of the period 4  91,649   125,318   55,790 
Effects of changes in exchange rates on cash and cash equivalents    (17,941)  9,681   (1,186)
Cash and cash equivalents at the end of the period 4  96,119   91,649   125,318 
Additional information on cash flow              
Interest received    168,708   136,277   117,079 
Interest paid    79,227   58,436   67,559 
Non -cash transactions              
Loans transferred to assets held for sale    -   -   - 
Dividends and interest on capital declared and not yet paid    2,869   2,458   2,270 

(*) Includes the amounts of interest received and paid as shown above.

The accompanying notes are an integral part of these consolidated financial statements.

 

PerformanceF-9

 

Annual Report2015

  

ITAÚ UNIBANCO HOLDING S.A.

Notes to the Consolidated Financial Statements

At December 31, 20152016 and December 31, 20142015 for balance sheet accounts and

From January 1 to December 31, 2016, 2015 2014 and 20132014 for income statement accounts

(In millions of Reais, except information per share)

 

Note 1 - Overview

 

ITAÚ UNIBANCO HOLDING S.A. (ITAÚ UNIBANCO HOLDING) is a publicly-held company, organized and existing under the Laws of Brazil. The head office of ITAÚ UNIBANCO HOLDING is located at Praça Alfredo Egydio de Souza Aranha, n° 100, in the city of São Paulo, Brazil.

 

ITAÚ UNIBANCO HOLDING provides a wide range of financial products and services to individual and corporate clients in Brazil and abroad, as to whether these clients have Brazilian links or not through its international branches, subsidiaries and affiliates. In Brazil we serve retail clients through the branch network of Itaú Unibanco S.A. (“Itaú Unibanco”) and to wholesale clients through Banco Itaú BBA S.A. (“Itaú BBA”), and overseas through branches in New York, Grand Cayman, Tokyo, and Nassau, and through subsidiaries mainly in Argentina, Chile, the US (New York and Miami), and Europe (Lisbon, London, Luxembourg and Switzerland), Cayman Islands, Paraguay, Uruguay and Colombia.

 

ITAÚ UNIBANCO HOLDING is a holding company controlled by Itaú Unibanco Participações S.A. (“IUPAR”), a holding company which owns 51% of our common shares, and which is jointly controlled by (i) Itaúsa Investimentos Itaú S.A., (“Itaúsa”), a holding company controlled by members of the Egydio de Souza Aranha family, and (ii) Companhia E.JohnstonE. Johnston de Participações (“E.Johnston”E. Johnston”), a holding company controlled by the Moreira Salles family. Itaúsa also directly holds 38.7% of ITAÚ UNIBANCO HOLDING common shares.

 

As described in Note 34, the operations of ITAÚ UNIBANCO HOLDING are divided into three operating and reportable segments:(1) Retail Banking, which comprises the retail and high net worth clients (Itaú Uniclass and Personnalité) and the corporate segment (very small and small companies); (2) Wholesale Banking, which covers the wholesale products and services for middle-market and large companies, as well as the investment banking, in addition to the activities of the Latin America unit and (3) Activities with the Market + Corporation, which mainly manages the financial results associated with capital surplus, subordinated debt, and net debt of tax credits and debits of ITAÚ UNIBANCO HOLDING.

 

These consolidated financial statements were approved by the Executive Board of Directors on April 29, 2016.February 6, 2017.

 

PerformanceF-10

 

Annual Report2015

  

Note 2 – Significant accounting policies

 

2.1.Basis of Preparationpreparation

 

These Consolidated Financial Statements of ITAÚ UNIBANCO HOLDING were prepared taking into account the requirements and guidelines set out by the National Monetary Council (“CMN”)(CMN), which established that as from December 31, 2010 annual Consolidated Financial Statements shallare to be prepared in accordance with the International Financial Reporting Standards (“IFRS”)(IFRS), as approved by the International Accounting Standards Board (“IASB”)(IASB).

 

In the preparation of these consolidated financial statements, ITAÚ UNIBANCO HOLDING adopted the criteria for recognition, measurement and disclosure established in the IFRS and the interpretations of the International Financial Reporting Interpretation Committee (IFRIC).

 

The Consolidated Statement of Cash Flows shows the changes in cash and cash equivalents during the period, arising from operating, investing, and financing activities, and include highly-liquid investments (Note 2.4c).

 

Cash flows from operating activities are presented under the indirect method. Consolidated net income is adjusted for non-monetary items, such as measurement gains and losses, changes in provisions and in receivables and liabilities balances. All income and expense arising from non-monetary transactions, attributable to investing and financing activities, are eliminated. Interest received or paid are classified as operating cash flows.

 

Management believes that the information included in these Consolidated Financial Statements is relevant and a faithful representation of the information used in the management of the ITAÚ UNIBANCO HOLDING.

2.2.New accounting standards and new accounting standards changes and interpretations

 

a)Accounting standards applicable for period ended December 31, 20152016

 

·IASB Annual Improvement Cycle (2012-2014) – Annually IASB makes minor amendments to a series of pronouncements to clarify the standards and avoid double interpretation. In this cycle IFRS 5 – “Non-Current Assets Held for Sale and Discontinued Operations”, IFRS 7 – “Financial Instruments: Disclosures”, IAS 19 – “Employee Benefits”, and IAS 34the entity should take into account the contributions by employees and third parties in the recording of defined benefit plans. There are no impacts from this change, since ITAÚ UNIBANCO HOLDING has already considered these procedures.

b)Accounting standards recently issued and applicable in future periods

The following pronouncements will become applicable for periods after the date of these consolidated financial statements and were not early adopted:

·IFRS 16 – “Leases” – The pronouncement replaces IAS 17 - Leases, and related interpretations (IFRIC 4, SIC 15 and SIC 27). It eliminates the accounting for operating lease agreements for the lessee, presenting only one lease model, that consists of: (a) recognizing leases which terms exceeds 12 months and with substantial amounts; (b) initially recognizing lease in assets and liabilities at present value; and (c) recognizing depreciation and interest from lease separately in the result. For the lessor, accounting will continue to be segregated between operating and financial lease.“Interim Financial Reporting” were reviewed. Effective for annual periods beginning on January 1, 2019. Possible2016. No material impacts arising from the adoption of this standard are being assessed and will be completed by the date this standard is effective.

·Amendment to IAS 12 – “Income Taxes” – The amendment includes clarification about the recognition of deferred taxes for unrealized losses in debt instruments measured at fair value. Applicable to the years beginning on January 1, 2017. Possible impacts arising from the adoption of this change are being analyzed and will be completed until its effective date.on the consolidated financial statements of ITAÚ UNIBANCO HOLDING were identified.

·IFRS 9 – “Financial instruments” – The purpose of the pronouncement is to replace IAS 39 - “Financial instruments: recognition and measurement”. IFRS 9 includes: (a) a logical classification and measurement model; (b) a single impairment model for financial instruments, which offers a response to expected losses; (c) the removal of volatility in income arising from own credit risk; and (d) a new hedge accounting approach. Effective for annual periods beginning on January 1, 2018. Any possible impacts arising from adopting these changes are being assessed and will be completed up to the date this standard is effective.

·IFRS 15 – “Revenue from Contracts with Customers” – The purpose of the pronouncement is to replace IAS 18 and IAS 11, as well as interpretations related thereto (IFRICs 13, 15 and 18). It requires that revenue is recognized in a way that shows the transfer of assets or services to the client for an amount that reflects the company’s expectation of having in consideration the rights to these assets or services. Effective for annual periods beginning on January 1, 2018. Possible

PerformanceF-11

Annual Report2015

impacts arising from this change are being analyzed and will be completed by the date the standard is effective.

 

·Amendment to IFRS 11 – “Joint Arrangement” – The change establishes criteria for recognition of acquisition of joint operations, which activity constitutes one business, according to the methodology established in IFRS 3 – Business Combinations. Effective for the years beginning on January 1, 2016 and early adoption is permitted by IASB. Impacts of this change will occur only if there is an acquisition of a joint operation that constitutes a business.

 

·Amendment to IAS 16 – “Property, Plant and Equipment” and IAS 38 “Intangible Assets” – The amendment clarifies the base principle for depreciation and amortization as being the expected standard of consumption of future economic benefits embodied in the asset. Effective for annual periods beginning on January 1, 2016, with early adoption permitted by IASB. No material impacts arising from this amendment were identified for the consolidated financial statements of ITAÚ UNIBANCO HOLDING.

 

·Amendment to IFRS 10 – “Consolidated Financial Statements” and IAS 28 – “Investments in Associates and Joint Ventures” - Changes refer to an inconsistency between the requirements of IFRS 10 and IAS 28, when addressing the sale or contribution of assets between and investor and its associate or joint venture. The effective date has not been defined by IASB yet. No material impacts arising from this change on the consolidated financial statements of ITAÚ UNIBANCO HOLDING were identified.

·IASB Annual Improvement Cycle (2012-2014) – Annually IASB makes minor amendments to a series of pronouncements to clarify the standards and avoid double interpretation. In this cycle IFRS 5 – “Non-Current Assets Held for Sale and Discontinued Operations”, IFRS 7 – “Financial Instruments: Disclosures”, IAS 19 – “Employee Benefits”, and IAS 34 – “Interim Financial Reporting” were reviewed. Effective for annual periods beginning on January 1, 2016. No material impacts arising from this change on the consolidated financial statements of ITAÚ UNIBANCO HOLDING were identified.

·Amendment to IAS 1 – “Presentation of Financial Statements” – The amendments are aimed at encouraging companies to identify which information is sufficiently material to be disclosed in the financial statements. It also clarifies that materiality is applicable to the full set of financial statements, including the notes to the financial statements, and it is applicable to any and all disclosure requirements of the IFRS standards. Effective for periods beginning on January 1, 2016. Main effects identified are related to the disclosure of accounting policies and judgment of materiality in the notes to the financial statements.

 

·Amendments to IAS 28, IFRS 10 and IFRS 12: “Investment Entities: Applying Consolidation Exception”: This document comprises guidance for applying the Investment Entities concept. Effective for annual periods beginning on January 1, 2016. No material impacts arising from this change on the consolidated financial statements of ITAÚ UNIBANCO HOLDING were identified.

 

F-11

b)Accounting standards recently issued and applicable in future periods

The following pronouncements will become applicable for periods after the date of these consolidated financial statements and were not early adopted:

·IFRS 9 – Financial Instruments – This standard replaces IAS 39 – Financial Instruments: Recognition and Measurement. IFRS 9 applies to financial instruments and will be adopted retrospectively at its effective date, on January 1, 2018. This standard is structured to cover the pillars (I) classification and measurement of financial assets (II) impairment, and (III) hedge accounting. Among the amendments, the items below may have the most significant impacts:

(I)Classification and measurement of financial assets: the classification of financial assets should depend on two criteria: the entity´s business model for managing its financial assets and the characteristics of the contractual cash flow of financial assets.

(II)Impairment: The new standards introduced the expected loss approach and classification into three phases.

(III)Hedge accounting: The hedge accounting requirements are closed aligned with risk management and should be applied on a prospective basis.

IFRS 9 is in process of implementation by ITAÚ UNIBANCO HOLDING, and an evaluation of the possible impacts resulting from the adoption of this standard has been conducted and will be completed through its effective date. The adoption of the expected loss in relation to the incurred loss approach is likely to require an increase in the allowance for loan and lease losses since the recognition of losses will be anticipated. The finance, risks, and technology departments as well as Management are involved in the implementation process.

·IFRS 15 – “Revenue from Contracts with Customers” – The pronouncement replaces IAS 18 and IAS 11, as well as interpretations related thereto (IFRICs 13, 15 and 18). It requires that revenue is recognized in a way that shows the transfer of assets or services to the client for an amount that reflects the company’s expectation of having in consideration the rights to these assets or services. ITAU UNIBANCO HOLDING will adopt IFRS 15 retrospectively only for contracts with remaining obligations until the date this standard comes into effect. Other effects should be adjusted with a counter-entry to Retained Earnings (Losses). This standard is effective for annual periods beginning on January 1, 2018. No material impacts arising from the adoption of this standard were identified.

·IFRS 16 – “Leases” – The pronouncement replaces IAS 17 - Leases, and related interpretations (IFRIC 4, SIC 15 and SIC 27). It eliminates the accounting for operating lease agreements for the lessee, presenting only one lease model, that consists of: (a) recognizing leases which terms exceeds 12 months and with substantial amounts; (b) initially recognizing lease in assets and liabilities at present value; and (c) recognizing depreciation and interest from lease separately in the result. For the lessor, accounting will continue to be segregated between operating and financial lease. This standard is effective for annual periods beginning on January 1, 2019. Possible impacts arising from the adoption of this standard are being assessed and will be completed by the date this standard is effective.

·Amendment to IFRS 10 – “Consolidated Financial Statements” and IAS 28 – “Investments in Associates and Joint Ventures” – The amendments refer to an inconsistency between IFRS 10 and IAS 28 requirements, when addressing the sale or contribution of assets between an investor and its associate or joint venture. The effective date has not been defined by IASB yet. No material impacts arising from this change on the consolidated financial statements of ITAÚ UNIBANCO HOLDING were identified.

F-12

2.3.Critical accounting estimates and judgments

 

The preparation of consolidated financial statements in accordance with IFRS requires Management to make estimates and assumptions that affect the reported amounts of assets, liabilities, and contingent assets and liabilities at the date of the consolidated financial statements, as well as the reported amounts of revenue, expenses, gains, and losses over the reporting and subsequent periods, because actual results may differ from those determined in accordance with such estimates and assumptions.

 

2.3.1Critical accounting estimates

2.3.1 Critical accounting estimates

 

All estimates and assumptions made by Management are in accordance with IFRS and represent the current best estimates made in compliance with the applicable standards. Estimates are evaluated continuously, considering past experience and other factors.

 

The Consolidated Financial Statements reflect a variety of estimates and assumptions. The critical accounting estimates and assumptions that have the most significant impact on the carrying amounts of assets and liabilities are described below:

PerformanceF-12

Annual Report2015

 

a)Allowance for loan and lease losses

 

ITAÚ UNIBANCO HOLDING periodically reviews its portfolio of loans and receivables to evaluate the existence of impairment.

 

In order to determine the amount of the allowance for loan and lease losses in the Consolidated Statements of Income with respect to certain receivables or group of receivables, ITAÚ UNIBANCO HOLDING exercises its judgment to determine whether objective evidence indicates that an event of loss has occurred. This evidence may include observable data that indicates that an adverse change has occurred in the cash flows received in relation to thethose expected cash inflows from the counterparty or the existence of a change in local or international economic conditions that correlates with impairment. Management uses estimates based on the history of loss experience in loan operations with similar characteristics and with similar objective evidence of impairment. The methodology and assumptions used for estimating future cash flows are regularly reviewed by Management, considering the adequacy of models and sufficiency of provision volumes in view of the experience of incurred loss.

 

ITAÚ UNIBANCO HOLDING uses statistical models to calculate the Allowance for Loan and Lease Losses in the homogeneous loan portfolio. ITAÚ UNIBANCO HOLDING periodically carries out procedures to improve these estimates by aligning the required provisions to the levels of losses observed by the historical behavior (as described in Note 2.4g VIII)2.4d X). This alignment aims at ensuring that the volume of allowances reflects the current economic conditions, the composition of the loan portfolios, the quality of guarantees obtained and the profile of our clients. In 2015 and in 2014, there were no such improvements of model assumptions.

 

Methodology and assumptions used by Management are detailed in Note 2.4g VIII.2.4d X. Allowance for loan losses is detailed in Note 12b.

 

b)Deferred income tax and social contribution

 

As explained in Note 2.4n,2.4k, Deferred tax assets are recognized only in relation to temporary differences and tax assets and loss for offset to the extent it is probable that ITAÚ UNIBANCO HOLDING will generate future taxable profit for its use. The expected realization of deferred tax assets is based on the projection of future taxable profits and technical studies, as disclosed in Note 27.

 

c)Fair value of financial instruments, including derivatives

 

The fair value of financial instruments is measured recurrently, in conformity with the requirements of IAS 39 – Financial Instruments: Recognition and Measurement. The Fairfair value of financial instruments, including derivatives that are not traded in active markets, is determined by using valuation techniques. This calculation is based on assumptions that take into consideration Management’s judgment based on market information and conditions in place at the balance sheet date.

 

ITAÚ UNIBANCO HOLDING ranks fair value measurements using a fair value hierarchy that reflects the significance of inputs used in the measurement process.

F-13

  

The fair value of financial instruments, including Derivatives, as well as the fair value hierarchy, are detailed in Note 31.

 

The team in charge of the pricing of assets, in accordance with the governance defined by the committee and regulatory circulars, carries out critical analyses of the information extracted from the market and from time to time reassesses the long term of indexes. At the end of the monthly closings, the areas meet for a new round of analyses for the maintenance of the classification in connection with the fair value hierarchy. ITAÚ UNIBANCO HOLDING believes that all methodologies adopted are appropriate and consistent with market participants. Regardless of this fact, the adoption of other methodologies or use of different assumptions to estimate fair values may result in different fair value estimates.

 

The methodologies used to estimate the fair value of certain financial instruments are described in Note 31.

PerformanceF-13

Annual Report2015

 

d)Defined benefit pension plan

 

The current amount of pension plan obligations is obtained from actuarial calculations that use a set of assumptions. Among the assumptions used for estimating the net cost (income) of these plans is the discount rate. Any changes in these assumptions will affect the carrying amount of pension plan assets and liabilities.

 

ITAÚ UNIBANCO HOLDING determines the appropriate discount rate at the end of each year, which is used for determining the present value of estimated future cash outflows necessary for settling the pension plan liabilities. In order to determine the appropriate discount rate, ITAÚ UNIBANCO HOLDING considers the interest rates of the Brazilian federal government bonds that are denominated in Brazilian Reais, the currency in which the benefits will be paid, and that have maturity terms approximating the terms of the related liabilities.

 

The main assumptions on Pension plan obligations are based on, in part, current market conditions. Additional information is disclosed in Note 29.

 

e)Provisions, contingencies and other commitments

 

ITAÚ UNIBANCO HOLDING periodically reviews its contingencies. These contingencies are evaluated based on Management´s best estimates, taking into account the opinion of legal counsel when there is a likelihood that financial resources will be required to settle the obligations and the amounts may be reasonably estimated.

 

Contingencies classified as probable losses are recognized in the Balance Sheet under Provisions.

 

Contingent amounts are measured using appropriate models and criteria, despite the uncertainty surrounding the ultimate timing and amounts, as detailed in Note 32.

 

Provisions, contingencies and other commitments are detailed in Note 32.

 

f)Technical provisions for insurance and pension plan

 

Technical provisions are liabilities arising from obligations of ITAÚ UNIBANCO HOLDING to its policyholders and participants. These obligations may be shorttermshort term liabilities (property and casualty insurance) or medium and longtermlong term liabilities (life insurance and pension plans).

 

The determination of the actuarial liability is subject to several uncertainties inherent in the coverage of insurance and pension contracts, such as assumptions of persistence, mortality, disability, life expectancy, morbidity, expenses, frequency and severity of claims, conversion of benefits into annuities, redemptions and return on assets.

 

The estimates for these assumptions are based on the historical experience of ITAÚ UNIBANCO HOLDING, benchmarks and experience of the actuary, in order to comply with best market practices and the continuous review of the actuarial liability. The adjustments resulting from these continuous improvements, when necessary, are recognized in the statement of income for the corresponding period.

 

Additional information is described in Note 30.

 

F-14

2.3.2 Critical judgments in accounting policies

2.3.2Critical judgments in accounting policies

 

a)Goodwill

 

The impairment test for goodwill involves estimates and significant judgments, including the identification of cash generation units and the allocation of goodwill to such units based on the expectations of which ones will benefit from the acquisition. Determining the expected cash flows and a risk-adjusted interest rate for each unit requires that management exercises judgment and estimates. AnnuallySemi-annually submitted to the impairment test and, at December 31, 20152016 and 2014,2015, ITAÚ UNIBANCO HOLDING did not identify goodwill impairment losses.

PerformanceF-14

Annual Report2015

 

2.4.Summary of main accounting practices

 

a)Consolidation

 

I.Subsidiaries

 

Before January 1, 2013, ITAÚ UNIBANCO HOLDING consolidated its subsidiaries, in accordance with IAS 27 – “Separate Financial Statements”, and its special purpose entities, in accordance with SIC 12 – “Consolidation – Special Purpose Entities”, in its Consolidated Financial Statements. Effective January 1, 2013, ITAÚ UNIBANCO HOLDING adopted IFRS 10 – “Consolidated Financial Statements”, which replaced IAS 27 and SIC 12.

 

In accordance with IFRS 10, subsidiaries are all entities in which ITAÚ UNIBANCO HOLDING holds control. ITAÚ UNIBANCO HOLDING controls an entity when it is exposed to, or is entitled to, its variable returns derived from its involvement with such entity, and has the capacity to impact such returns.

 

Subsidiaries are fully consolidated as from the date in which ITAÚ UNIBANCO HOLDING obtains control and are no longer consolidated as from the date such control is lost.

 

On January 1, 2013, ITAÚ UNIBANCO HOLDING assessed its investments to determine whether the conclusions of consolidation in accordance with IFRS 10 were different from those in accordance with IAS 27 and SIC 12. The application of the standard did not have significant impacts.

 

PerformanceF-15

 

 

Annual Report2015

The following table shows the main consolidated companies, which together represent over 95% of total consolidated assets, as well as the interests of ITAÚ UNIBANCO HOLDING in their voting capital at 12/31/20152016 and 12/31/20142015.

 

       Interest in voting Interest in total   Interest in voting Interest in total 
   Incorporation   capital at capital at    Incorporation   capital at  capital at 
   country Activity 12/31/2015  12/31/2014  12/31/2015  12/31/2014    country Activity 12/31/2016  12/31/2015  12/31/2016  12/31/2015 
         
Banco CorpBanca Colombia S.A. (Note 3) Colombia Financial institution  23.67%  0.00%  23.67%  0.00%
Banco Itaú Argentina S.A.   Argentina Financial institution  100.00%  100.00%  100.00%  100.00% Argentina Financial institution  100.00%  100.00%  100.00%  100.00%
Banco Itaú BBA S.A.   Brazil Financial institution  100.00%  99.99%  100.00%  99.99% Brazil Financial institution  100.00%  100.00%  100.00%  100.00%
Banco Itaú Chile   Chile Financial institution  99.99%  99.99%  99.99%  99.99% (Note 3) Chile Financial institution  -   99.99%  -   99.99%
Banco Itaú BMG Consignado S.A (Note 3b) Brazil Financial institution  60.00%  60.00%  60.00%  60.00%
Banco Itaú Consignado S.A(*) Brazil Financial institution  100.00%  60.00%  100.00%  60.00%
Banco Itaú Paraguay S.A.   Paraguay Financial institution  100.00%  100.00%  100.00%  100.00% Paraguay Financial institution  100.00%  100.00%  100.00%  100.00%
Banco Itaú Suisse S.A.   Switzerland Financial institution  100.00%  100.00%  100.00%  100.00%
Banco Itaú (Suisse) S.A. Switzerland Financial institution  100.00%  100.00%  100.00%  100.00%
Banco Itaú Uruguay S.A.   Uruguay Financial institution  100.00%  100.00%  100.00%  100.00% Uruguay Financial institution  100.00%  100.00%  100.00%  100.00%
Banco Itaucard S.A.   Brazil Financial institution  100.00%  100.00%  100.00%  100.00% Brazil Financial institution  100.00%  100.00%  100.00%  100.00%
Banco Itauleasing S.A.   Brazil Financial institution  100.00%  100.00%  100.00%  100.00% Brazil Financial institution  100.00%  100.00%  100.00%  100.00%
Cia. Itaú de Capitalização   Brazil Capitalization  100.00%  100.00%  100.00%  100.00% Brazil Capitalization  100.00%  100.00%  100.00%  100.00%
Dibens Leasing S.A. - Arrendamento Mercantil   Brazil Leasing  100.00%  100.00%  100.00%  100.00% Brazil Leasing  100.00%  100.00%  100.00%  100.00%
Financeira Itaú CBD S.A. Crédito, Financiamento e Investimento   Brazil Consumer finance credit  50.00%  50.00%  50.00%  50.00% Brazil Consumer finance credit  50.00%  50.00%  50.00%  50.00%
Hipercard Banco Múltiplo S.A.   Brazil Financial institution  100.00%  100.00%  100.00%  100.00% Brazil Financial institution  100.00%  100.00%  100.00%  100.00%
Itau Bank, Ltd.   Cayman Islands Financial institution  100.00%  100.00%  100.00%  100.00% Cayman Islands Financial institution  100.00%  100.00%  100.00%  100.00%
Itau BBA Colombia S.A. Corporación Financiera   Colombia Financial institution  100.00%  100.00%  100.00%  100.00% Colombia Financial institution  100.00%  100.00%  100.00%  100.00%
Itau BBA International plc   United Kingdom Financial institution  100.00%  100.00%  100.00%  100.00% United Kingdom Financial institution  100.00%  100.00%  100.00%  100.00%
Itaú BBA USA Securities Inc.   United States Broker  100.00%  100.00%  100.00%  100.00% United States Broker  100.00%  100.00%  100.00%  100.00%
Itaú BMG Seguradora S.A. (Note 3a) Brazil Insurance  60.00%  60.00%  60.00%  60.00% Brazil Insurance  99.99%  60.00%  99.99%  60.00%
Itaú CorpBanca (Note 3) Chile Financial institution  35.71%  0.00%  35.71%  0.00%
Itaú Corretora de Valores S.A.   Brazil Broker  100.00%  100.00%  100.00%  100.00% Brazil Broker  100.00%  100.00%  100.00%  100.00%
Itaú Seguros S.A.   Brazil Insurance  100.00%  100.00%  100.00%  100.00% Brazil Insurance  100.00%  100.00%  100.00%  100.00%
Itaú Unibanco Financeira S.A. - Crédito, Financiamento e Investimento (*) Brazil Consumer finance credit  -   100.00%  -   100.00%
Itaú Unibanco S.A.   Brazil Financial institution  100.00%  100.00%  100.00%  100.00% Brazil Financial institution  100.00%  100.00%  100.00%  100.00%
Itaú Vida e Previdência S.A.   Brazil Pension plan  100.00%  100.00%  100.00%  100.00% Brazil Pension plan  100.00%  100.00%  100.00%  100.00%
Luizacred S.A. Soc. Cred. Financiamento Investimento   Brazil Consumer finance credit  50.00%  50.00%  50.00%  50.00% Brazil Consumer finance credit  50.00%  50.00%  50.00%  50.00%
Redecard S.A. - REDE   Brazil Acquirer  100.00%  100.00%  100.00%  100.00% Brazil Acquirer  100.00%  100.00%  100.00%  100.00%

(*) Company merged in 01/31/2015 byNew company name of Banco Itaú Unibanco S.A. and Itaú BBA Participações S.ABMG Consignado S.A..

 

ITAÚ UNIBANCO HOLDING is committed to maintaining the minimum capital required by all these joint ventures, noteworthy is that for all FIC - Financeira Itaú CBD S.A Crédito, Financiamento e Investimento (FIC) the minimum capital percentage is 25% higher than that required by the Central Bank of Brazil (Note 33).

 

PerformanceF-16

 

Annual Report2015

  

II.Business combinations

 

Accounting for business combinations under IFRS 3 is only applicable when a business is acquired. Under IFRS 3, a business is defined as an integrated set of activities and assets that is conducted and managed for the purpose of providing a return to investors, or cost reduction or other economic benefits. In general, a business consists of inputs, processes applied to those inputs and outputs that are, or will be, used to generate income. If there is goodwill in a set of activities or transferred assets, this is presumed to be a business. For acquisitions that meet the definition of business, accounting under the purchase method is required.

 

The acquisition cost is measured at the fair value of the assets transferred, equity instruments issued and liabilities incurred or assumed at the exchange date, plus costs directly attributable to the acquisition. Acquired assets and assumed liabilities and contingent liabilities identifiable in a business combination are initially measured at fair value at the date of acquisition, regardless of the existence of non-controlling interests. The excess of the acquisition cost, plus non-controlling interests, if any, over the fair value of identifiable net assets acquired, is accounted for as goodwill.

 

The treatment of goodwill is described in Note 2.4k.2.4h. If the cost of acquisition, plus non-controlling interests, if any, is lower than the fair value of identifiable net assets acquired, the difference is directly recognized in income.

 

For each business combination, the purchaser should measure any non-controlling interest in the acquired company at the fair value or amount proportional to its interest in net assets of the acquired company.

 

III.Transactions with non-controlling stockholders

 

IFRS 10 – “Consolidated financial statements” establishes that, changes in an ownership interest in a subsidiary, which do not result in a loss of control, are accounted for as capital transactions and any difference between the amount paid and the carrying amount of non-controlling stockholders is recognized directly in consolidated stockholders’stockholders' equity.

 

b)Foreign currency translation

 

I.Functional and presentation currency

 

The consolidated financial statements of ITAÚ UNIBANCO HOLDING are presented in Brazilian Reais, which is its functional and presentation currency. For each subsidiary and investment in associates and joint ventures, ITAÚ UNIBANCO HOLDING defined the functional currency, as set forth in IAS 21.

 

The assets and liabilities of subsidiaries with a functional currency other than the Brazilian realReal are translated as follows:

 

·assets and liabilities are translated at the closing rate at the balance sheet date.
·income and expenses are translated at monthly average exchange rates.
·exchange differences arising from currency translation are recorded in other comprehensive income.

 

II.Foreign currency transactions

 

Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognized in the consolidated statement of income as part of foreign exchange results and exchange variations on transactions.

 

In the case of monetary assets classified as available-for-sale, the exchange differences resulting from a change in the amortized cost of the instrument are recognized in the income statement, while those resulting from other changes in the carrying amount, except impairment losses, are recognized in other comprehensive income until derecognition or impairment.

 

PerformanceF-17

 

 

Annual Report2015

c)Cash and cash equivalents

 

ITAÚ UNIBANCO HOLDING defines cash and cash equivalents as cash and current accounts in banks (included in the heading cash and deposits on demand on the consolidated balance sheet), interbank deposits and securities purchased under agreements to resell that have original maturities of up to 90 days or less, as shown in Note 4.

 

d)Financial Assets and Liabilities

In accordance with IAS 39, all financial assets and liabilities, including derivative financial instruments, should be recognized in the Balance Sheet, and measured in accordance with the category in which the instrument was classified.

Financial assets and liabilities may be classified as follows:

CategoriesRecognition and Measurement
·    Financial assets and liabilities at fair value through profit or loss – held for trading

·Initially and subsequently recognized at fair value;

·Transaction costs are directly recognized in the Consolidated Statement of Income;

·    Financial assets and liabilities at fair value through profit or loss – designated at fair value·    Gains and losses arising from changes in fair value are directly included in Net gain (loss) from investments in securities and derivatives.
·    Initially and subsequently recognized at fair value plus transaction costs;
·Available-for-sale financial assets (*)·   Unrealized gains and losses (except losses for impairment, foreign exchange differences, dividends and interest income) are recognized, net of applicable taxes, in Other comprehensive income.

·Held-to-maturity financial assets (*)

·Loans and receivables

·Financial liabilities at amortized cost

·Initially recognized at fair value plus transaction costs;

·    Subsequently measured at amortized cost, using the effective interest rate method.

(*)Interest, including the amortization of premiums and discounts, is recognized in the Consolidated Statement of income under Interest and similar income.

The classification of financial assets and liabilities depends on the purpose for which financial assets were acquired or financial liabilities were assumed. Management determines the classification of financial instruments at initial recognition.

Effective interest rate–when calculating the effective interest rate, ITAÚ UNIBANCO HOLDINGestimates cash flows including all contractual terms of the financial instrument, but does not include future credit losses. The calculation includes all commissions paid or received between parties to the contract, transaction costs, and all other premiums or discounts.

Interest and similar income and expense are recognized in the Consolidated Statement of Income, in Interest and similar income and Interest and similar expense, respectively.

ITAÚ UNIBANCO HOLDING classifies as loans and receivables and financial liabilities at amortized cost the following Balance Sheet headings:

Loans and receivablesFinancial liabilities at amortized cost

·    Central Bank compulsory deposits (Note 2.4dl and Note 5);

·Interbank deposits (Note 6);

·    Securities purchased under agreements to resell (Note 2.4dll and Note 6);

·    Loan operations (Note 2.4dVIII and Note 12); and

·Other financial assets (Note 20a).

·Deposits (Note 17);

·Securities sold under repurchase agreements (Note 2.4dll and Note 19a);

·Funds from interbank markets (Note 19a);

·Funds from institutional markets (Note 19b);

·Liabilities for capitalization plans; and

·Other financial liabilities (Note 20b).

F-18

Regular purchases and sales of financial assets are recognized and derecognized, respectively, on the trade date.

Financial assets are derecognized when rights to receive cash flows expire or when ITAÚ UNIBANCO HOLDING transfers substantially all risks and rewards of ownership, and such transfer qualifies for write-off in accordance with IAS 39 requirements.

Otherwise, control should be assessed to determine whether the continuous involvement related to any retained control does not prevent write-off. Financial liabilities are derecognized when settled or extinguished.

Financial assets and liabilities are offset against each other and the net amount is reported in the Balance Sheet solely when there is a legally enforceable right to offset the recognized amounts and intention to settle them on a net basis, or simultaneously realize the asset and settle the liability.

I.Central Bank Compulsory deposits

 

The Central Banks of the countries in which ITAÚ UNIBANCO HOLDING operates currently impose a number of compulsory deposit requirements on financial institutions. Such requirements are applied to a wide range of banking activities and operations, such as demand, savings, and time deposits.

 

Compulsory deposits are initially recognized at fair value and subsequently at amortized cost, using the effective interest rate method as detailed in Note 2.4g VI.

e)Interbank deposits

ITAÚ UNIBANCO HOLDING recognizes its interbank deposits in the balance sheet initially at fair value and subsequently at the amortized cost using the effective interest method as detailed in Note 2.4g VI.

f)II.Securities purchased under agreements to resell and sold under repurchase agreements

 

ITAÚ UNIBANCO HOLDING has purchased securities with resale agreement (resale agreements), and sold securities with repurchase agreement (repurchase agreement) of financial assets. Resale and repurchase agreements are accounted for under Securities purchased under agreements to resell and Securities sold under repurchase agreements, respectively.

 

The amounts invested in resale agreement transactions and borrowed in repurchase agreement transactions are initially recognized in the balance sheet at the amount advanced or raised, and subsequently measured at amortized cost. The difference between the sale and repurchase prices is treated as interest and recognized over the life of the agreements using the effective interest rate method. Interest earned in resale agreement transactions and incurred in repurchase agreement transactions is recognized in Interest and similar income and Interest and similar expense, respectively.

 

The financial assets accepted as collateral in our resale agreements can be used by us, if provided for in the agreements, as collateral for our repurchase agreements or can be sold.

 

In Brazil, control over custody of financial assets is centralized and the ownership of investments under resale and repurchase agreements is temporarily transferred to the buyer. ITAÚ UNIBANCO HOLDING strictly monitors the fair value of financial assets received as collateral under our resale agreements and adjusts the collateral amount when appropriate.

 

Financial assets pledged as collateral to counterparties are also recognized in the consolidated financial statements. When the counterparty has the right to sell or re-pledge such instruments, they are presented in the balance sheet under the appropriate class of financial assets.

 

g)Financial assets and liabilities

In accordance with IAS 39, all financial assets and liabilities, including derivative financial instruments, shall be recognized in the balance sheet and measured based on the category in which the instrument is classified.

Financial assets and liabilities can be classified into the following categories:

PerformanceF-18

Annual Report2015

·Financial assets and liabilities at fair value through profit or loss – held for trading
·Financial assets and liabilities at fair value through profit or loss – designated at fair value
·Available-for-sale financial assets
·Held-to-maturity financial assets
·Loans and receivables
·Financial liabilities at amortized cost

Classification of financial assets and liabilities depend on the purpose for which financial assets were acquired or financial liabilities were assumed. Management determines the classification of financial instruments at initial recognition.

ITAÚ UNIBANCO HOLDING classifies as loans and receivables the following classes of balance sheet headings: Cash and deposits on demand, Central Bank compulsory deposits (Note 2.4d), Interbank deposits (Note 2.4e), Securities purchased under agreement to resell (Note 2.4f), Loan operations (Note 2.4g VI) and Other financial assets (Note 2.4g IX).

Regular purchases and sales of financial assets are recognized and derecognized, respectively, on the trade date.

Financial assets are derecognized when rights to receive cash flows expire or when ITAÚ UNIBANCO HOLDING transfers substantially all risks and rewards of ownership, and such transfer qualifies for write-off in accordance with IAS 39 requirements. Otherwise, control should be assessed to determine whether the continuous involvement related to any retained control does not prevent write-off. Financial liabilities are derecognized when settled or extinguished. Financial liabilities are derecognized when discharged or extinguished.

Financial assets and liabilities are offset against each other and the net amount is reported in the balance sheet solely when there is a legally enforceable right to offset the recognized amounts and there is intention to settle them on a net basis, or simultaneously realize the asset and settle the liability.

I-III-Financial assets and liabilities at fair value through profit or loss - held for trading

 

These are financial assets and liabilities acquired or incurred principally for the purpose of selling them in the short term or when they are part of a portfolio of financial instruments that are managed together and for which there is evidence of a recent history of trading transactions.

 

Financial assets and liabilities included in this category are initially and subsequently recognized at fair value. Transaction costs are directly recognized in the Consolidated Statement of Income. Gains and losses arising from changes in fair value are directly included in “Net gain (loss) from investments in securities and derivatives”. Interest and similar income and expense are recognized in Interest and similar income and Interest and similar expense, respectively.

II-IV-Financial assets and liabilities at fair value through profit or loss – designated at fair value

 

These are assets and liabilities designated at fair value through profit or loss upon initial recognition (fair value option). In accordance with IAS 39, the fair value option can only be applied if it reduces or eliminates accounting mismatches in income or when the financial instruments are part of a portfolio for which risk is managed and reported to Management based on its fair value or when these instruments consist of debt instruments and embedded derivatives that should otherwise be separated.

 

F-19

Assets and liabilities of this category are granted the same accounting treatment as those recorded in Financial assets and liabilities held for trading.

  

III-V-Derivatives

 

Derivatives are initially recognized on the date derivative contracts are entered into, and subsequently recorded at fair value. All derivatives are recognized as assets when the fair value is positive, and as liabilities when negative.

PerformanceF-19

Annual Report2015

 

Certain derivatives embedded in other financial instruments are treated as separate derivatives, when their economic characteristics and risks are not closely related to those of the host contract and the host contract is not recognized at fair value through profit or loss. These embedded derivatives are accounted for separately at fair value, with changes in fair value recognized in the consolidated statement of income in Net gain (loss) on investment securities and derivatives.

 

Derivatives can be designated as hedging instruments under hedge accounting and in the event they qualify, depending upon the nature of the hedged item, the method for recognizing gains or losses from changes in fair value will be different. These derivatives, which are used to hedge exposures to risk or modify the characteristics of financial assets and liabilities, and that meet IAS 39 criteria, are recognized as hedge accounting.

 

In accordance with IAS 39, to qualify for hedge accounting, all of the following conditions are met:

 

·at the inception of the hedge there is formal designation and documentation of the hedging relationship and the entity’s risk management objective and strategy for undertaking the hedge.

 

·the hedge is expected to be highly effective in offsetting changes in fair value or cash flows attributable to the hedged risk, consistent with the originally documented risk management strategy for that particular hedging relationship.

 

·for a cash flow hedge, a forecast transaction that is the subject of the hedge must be highly probable and must present an exposure to variations in cash flows that could ultimately affect profit or loss.

 

·the effectiveness of the hedge can be reliably measured, i.e. the fair value or cash flows of the hedged item that are attributable to the hedged risk and the fair value of the hedging instrument can be reliably measured.

 

·the hedge is assessed on an ongoing basis and it is determined that the hedge has in fact been highly effective throughout the periods for which the hedge was designated.

 

IAS 39 presents three hedge accounting categories: fair value hedge, cash flow hedge, and hedge of net investments in a foreign operation.

 

ITAÚ UNIBANCO HOLDING uses derivatives as hedging instruments under cash flow hedge strategies, fair value hedge and hedge of net investments, as detailed in Note 9.

 

Fair value hedge

 

For derivatives that are designated and qualify as fair value hedges, the following practices are adopted:

 

a)The gain or loss arising from the new measurement of the hedge instrument at fair value should be recognized in income; and
b)The gain or loss arising from the hedged item, attributable to the effective portion of the hedged risk, should adjust the book value of the hedged item and also be recognized in income.

 

When the derivative expires or is sold or the hedge no longer meets the accounting hedge criteria or the entity revokes the designation, the entity should prospectively discontinue the accounting hedge. In addition, any adjustment in the book value of the hedged item should be amortized in income.

 

F-20

Cash flow hedge

 

For derivatives that are designated and qualify as a cash flow hedge, the effective portion of derivative gains or losses are recognized in Other comprehensive income – Cash flow hedge, and reclassified to Income in the same period or periods in which the hedged transaction affects income. The portion of gain or loss on derivatives that represents the ineffective portion or the hedge components excluded from the assessment of effectiveness is recognized immediately in income. Amounts originally recorded in Other comprehensive income and subsequently reclassified to Income are recorded in the corresponding income or expense lines in which the related hedged item is reported.

PerformanceF-20

Annual Report2015

 

When a hedging instrument expires or is sold, or when a hedge no longer meets the criteria for hedge accounting and also when ITAU UNIBANCO HOLDING redesignates a hedge, any cumulative gain or loss existing in Other comprehensive income is frozen and is recognized in income when the hedged item is ultimately recognized in the income statement. When a forecast transaction is no longer expected to occur, the cumulative gain or loss recognized in Other Comprehensive Income is immediately transferred to the statement of income.

 

Hedge of net investments in foreign operations

 

A hedge of a net investment in a foreign operation, including hedge of a monetary item that is accounted for as part of the net investment, is accounted for in a manner similar to a cash flow hedge:

 

a)the portion of gain or loss on the hedge instrument determined as effective is recognized in other comprehensive income.
b)the ineffective portion is recognized in income.

 

Gains or losses on the hedging instrument related to the effective portion of the hedge which is recognized in comprehensive income are reclassified to the income statement upon the disposal of the investment in the foreign operation.

 

IV - VI-Available-for-sale financial assets

In accordance with IAS 39, financial assets are classified as available-for-sale when in the Management’s judgment they can be sold in response to or in anticipation of changes in market conditions, and that were not classified into the categories of financial assets at fair value through profit or loss, loans and receivables or held to maturity.

 

Available-for-sale financial assets are initially and subsequently recognized in the consolidated balance sheet at fair value, plus transaction costs. Unrealized gains and losses (except losses for impairment, foreign exchange differences, dividends and interest income) are recognized, net of applicable taxes, in Other comprehensive income. Interest, including the amortization of premiums and discounts, is recognized in the consolidated statement of income under Interest and similar income. The average cost is used to determine the realized Gains and losses on Disposal of available-for-sale financial assets, which are recorded in the consolidated statement of income under Net gain (loss) on financial assetsInvestments in Securities and liabilitiesDerivatives – Available-for-sale financial assets. Dividends on available-for-sale assets are recognized in the consolidated statement of income as Dividend income when ITAÚ UNIBANCO HOLDING is entitled to receive such dividends and inflow of economic benefits is probable.

 

At the balance sheet date, ITAÚ UNIBANCO HOLDING assesses whether there is evidence that a financial asset or a group of similar financial assets is impaired and, for equity instruments, a significant or prolonged decline in the fair value of the security below its cost is evidence of an impairment, resulting in the recognition of an impairment loss. If any impairment evidence exists for available-for-sale financial assets, the cumulative loss, measured as the difference between acquisition cost and current fair value, less any impairment loss on that financial asset previously recognized in income, is recognized in the Consolidated statement of income as a reclassification adjustment from Other comprehensive income.

Both impairment of available-for-sale financial assets and reversal of this loss are recorded in the Consolidated statement of income.

V-VII-Held-to-maturity financial assets

 

In accordance with IAS 39, the financial assets classified into the held-to-maturity category are non-derivative financial assets for which ITAÚ UNIBANCO HOLDING has the positive intention and ability to hold to maturity.

 

PerformanceF-21

Annual Report2015

These assets are initially recognized at fair value, plus transaction costs, and subsequently measured at amortized cost, using the effective interest rate method. Interest income, including the amortization of premiums and discounts, is recognized in the consolidated statement of income under Interest and similar income.

Both impairment of held-to-maturity financial assets and reversal of this loss are recorded, when applicable, in the Consolidated statement of income.

 

VI-VIII-Loan operations

Loan operations are initially recognized at fair value, plus transaction costs and are subsequently measured at amortized cost using the effective interest rate method.

When calculating the effective interest rate, ITAÚ UNIBANCO HOLDING estimates cash flows considering all contractual terms of the financial instrument, but does not consider future credit losses. The calculation includes all commissions paid or received between parties to the contract, transaction costs, and all other premiums or discounts.

 

ITAÚ UNIBANCO HOLDING classifies a loan operation as on non-accrual status if the payment of the principal or interest has been in default for 60 days or more. In this case, accrual of interest is no longer recognized.

 

When a financial asset or group of similar financial assets is impaired and its carrying amount is reduced through an allowance for loan losses, the subsequent interest income is recognized on

F-21

the reduced carrying amount using the interest rate used to discount the future cash flows for purposes of measuring the allowance for loan losses.

 

Both the credit risk and the finance areas are responsible for defining the methodologies used to measure the allowance for loan losses and for assessing changes in the provision amounts on a recurring basis.

 

These areas monitor the trends observed in allowance for loan losses by segment level, in addition to establishing an initial understanding of the variables that may trigger changes in the allowance for loan losses, the probability of default or the loss given default.

 

Once the trends have been identified and an initial assessment of the variables has been made at the corporate level, the business areas are responsible for further analyzing these observed trends at a detailed level and for each portfolio, in order to understand the underlying reasons for the trends observed and for deciding whether changes are required in our credit policies.

 

VII - Lease operations (as lessor)

IX-Lease operations (as lessor)

 

When assets are subject to a finance lease, the present value of lease payments is recognized as a receivable in the consolidated balance sheet under Loan operations and Lease Operations.

 

Initial direct costs when incurred by ITAÚ UNIBANCO HOLDING are included in the initial measurement of the lease receivable, reducing the amount of income to be recognized over the lease period. Such initial costs usually include commissions and legal fees.

 

The recognition of interest income reflects a constant rate of return on the net investment of ITAÚ UNIBANCO HOLDING and is recognized in the consolidated statement of income under Interest and similar income.

 

PerformanceF-22X-Allowance for loan and lease losses

Annual Report2015

VIII- Allowance for loan and lease losses

 

General

 

ITAÚ UNIBANCO HOLDING periodically assesses whether there is any objective evidence that a receivable or group of receivables is impaired. A receivable or group of receivables is impaired and there is a need for recognizing an impairment loss if there is objective evidence of impairment as a result of one or more events that occurred after the initial recognition of the asset (a loss event) and that loss event (or events) has an impact on the estimated future cash flows that can be reliably estimated.

 

The allowance for loan and lease losses is recognized as probable losses inherent in the portfolio at the balance sheet date. The determination of the level of the allowance rests upon various judgments and assumptions, including current economic conditions, loan portfolio composition, prior loan and lease loss experience and evaluation of credit risk related to individual loans. Our process for determining the allowance for loan and lease losses includes Management's judgment and the use of estimates. The adequacy of the allowance is regularly analyzed by Management.

 

The criteria adopted by ITAÚ UNIBANCO HOLDING for determining whether there is objective evidence of impairment include the following:

 

·default in principal or interest payment.
·financial difficulties of the debtor and other objective evidence that results in the deterioration of the financial position of the debtor (for example, debt-to-equity ratio, percentage of net sales or other indicators obtained through processes adopted to monitor credit, particularly for retail portfolios).
·breach of loan clauses or terms.
·entering into bankruptcy.
·loss of competitive position of the debtor.

 

F-22

The estimated period between the loss event and its identification is defined by Management for each portfolio of similar receivables. Considering the representativeness of several homogeneous groups, management chose to use a twelve month period as being the most representative. For portfolios of loans that are individually evaluated for impairment this period is at most 12 months, considering the review cycle for each loan operation.

 

Assessment

 

ITAÚ UNIBANCO HOLDING first assesses whether objective evidence of impairment exists for receivables that are individually significant, and individually or collectively for receivables that are not individually significant.

 

To determine the amount of the allowance for individually significant receivables with objective evidence of impairment, methodologies are used that consider both the quality of the client and the nature of the transaction, including its collateral, to estimate the cash flows expected from these loans.

 

If no objective evidence of impairment exists for an individually assessed receivable, whether significant or not, the asset is included in a group of receivables with similar credit risk characteristics and collectively assessed for impairment. Receivables that are individually assessed for impairment and for which an impairment loss is recognized are not included in the collective assessment. The amount of loss is measured as the difference between the asset’s carrying amount and the present value of estimated future cash flows (excluding future credit losses that have not been incurred) discounted at the financial asset’s original effective interest rate.

 

For collectively assessed loans, the calculation of the present value of the estimated future cash flows for which there is collateral reflects the historical performance of the foreclosure and

PerformanceF-23

Annual Report2015

recovery of fair value, considering the cash flows that may arise from foreclosure less costs for obtaining and selling that collateral.

 

For the purpose of a collective evaluation of impairment, receivables are grouped on the basis of similar credit risk characteristics. The characteristics are relevant to the estimation of future cash flows for such receivables by being indicative of the debtors’ ability to pay all amounts due, according to the contractual terms of the receivables being evaluated. Future cash flows in a group of receivables that are collectively evaluated for purposes of identifying the need for recognizing impairment are estimated on the basis of the contractual cash flows of the group of receivables and historical loss experience for receivables with similar credit risk characteristics. The historical loss experience is adjusted on the basis of current observable data to reflect the effects of current conditions that did not affect the period on which the historical loss experience is based and to remove the effects of conditions in the historical period that do not exist currently.

 

For individually significant receivables with no objective evidence of impairment, ITAÚ UNIBANCO HOLDING classifies these loans into certain rating categories based on several qualitative and quantitative factors applied through internally developed models. Considering the size and the different risk characteristics of each contract, the rating category determined according to internal models can be reviewed and modified by our Corporate Credit Committee, the members of which are executives and officers in corporate credit risk. ITAÚ UNIBANCO HOLDING estimates inherent losses for each rating category considering an internally developed approach for low-default portfolios, that uses our historical experience for building internal models, that are used both to estimate the PD (probability of default) and to estimate the LGD (loss given default.)default).

 

To determine the amount of the allowance for individually insignificant items loans are segregated into classes considering the underlying risks and characteristics of each group. The allowance for loan and lease losses is determined for each of those classes through a process that considers historical delinquency and loan loss experience over the most recent years.

 

Measurement

 

The methodology used to measure the allowance for loan and lease losses was developed internally by the credit risk and finance areas at the corporate level. In those areas and considering the different characteristics of the portfolios, different areas are responsible for defining the methodology to measure the allowance for each: Corporate (including loan

F-23

operations with objective evidence of impairment and individually significant loan operations but with no objective evidence of impairment), Individuals, Small and Medium Businesses, and Foreign Units Latin America. Each of the four portfolio areas responsible for defining the methodology to measure the allowance for loan and lease losses is further divided into groups, including groups that develop the methodology and groups that validate the methodology. A centralized group in the credit risk area is responsible for measuring the allowance on a recurring basis following the methodologies developed and approved for each of the four areas.

 

The methodology is based on two components to determine the amount of the allowance: The probability of default by the client or counterparty (PD), and the potential economic loss that may occur in the event of default, being the debt that cannot be recovered (LGD) which are applied to the outstanding balance of the loan. Measurement and assessment of these risk components is part of the process for granting credit and for managing the portfolio. The estimated amounts of PD and LGD are measured based on statistical models that consider a significant number of variables which are different for each class and include, among others, income, equity, past loan experiences, level of indebtedness, economic sectors that affect collectability and other attributes of each counterparty and of the economic environment. These models are regularly updated for changes in economic and business conditions.

 

A model updating process is started when the modeling area identifies that it is not capturing significant effects of the changes of economic conditions, in the performance of the portfolio or when a change is made in the methodology for calculating the allowance for loan and lease losses. When a change in the model is made, the model is validated through back-testing and statistical methods are used to measure its performance through detailed analysis of its documentation, by describing step-by-step how the process is carried out. The models are validated by an area independent from the one developing it, by issuing a technical report on the assumptions used (integrity, consistency, and replicability of the bases) and on the mathematical

PerformanceF-24

Annual Report2015

methodology used. The technical report is subsequently submitted to CTAM (Model assessment technical committee), which is the highest level of approval of model reviews.

PerformanceF-25

Annual Report2015

 

Considering the different characteristics of the loans at each of the four portfolio areas (Corporate (with no objective evidence of impairment), Individuals, Small and Medium Businesses, and Foreign Units Latin America), different areas within the corporate credit risk area are responsible for developing and approving the methodologies for loans in each of those four portfolio areas. Management believes that the fact that different areas focus on each of the four portfolios results in increased knowledge, specialization and awareness of the teams as to the factors that are more relevant for each portfolio area in measuring the loan losses. Also considering such different characteristics and other factors, different inputs and information are used to estimate the PD and LGD as further detailed below:

 

·Corporate (with no evidence of impairment) -factors considered and inputs used are mainlyaremainly the history of the customer relationship with us, the results of analysis of the customer’s accounting statements and the information obtained through frequent contacts with its officers, aiming at understanding the strategy and the quality of its management. Additionally, industry and macroeconomic factors are also included in the analysis. All those factors (which are quantitative and qualitative) are used as inputs to the internal model developed to determine the corresponding rating category. This approach is also applied to the corporate credit portfolio inside and outside Brazil.

 

·Individuals–factors considered and inputs used are mainly the history of the customer relationshipcustomerrelationship with us, and information available through credit bureaus (negative information).

 

·Small / Medium Businesses–factors considered and inputs used include, in addition to the historythehistory of the customer relationship and credit bureau information about the customer’s revenues, industry expertise, and information about its shareholders and officers, among others.

 

·Foreign Units – Latin America–considering the relative smaller size of this portfolio and its moreitsmore recent nature, the models are simpler and use the past due status and an internal rating of the customer as main factors.

F-24

  

Reversal, write-off, and renegotiation

 

If, in a subsequent period, the amount of the impairment loss decreases and the decrease is objectively related to an event occurring after the impairment was recognized (such as an improvement in the debtor’s credit rating), the previously recognized impairment is reversed. The amount of reversal is recognized in the consolidated statement of Income under Expense for allowance for loan and lease losses.

 

When a loan is uncollectible, it is written-off in the balance sheet under allowance for loan and lease losses. Write-off as losses occur after 360 days of credits have matured or after 540 days for loans with maturities over 36 months.

 

In almost all cases for loan products, renegotiated loans require at least one payment to be made under the renegotiated terms in order for it to be removed from nonperforming and nonaccrual status. Renegotiated loans return to nonperforming and nonaccrual status when they reach 60 days past due under the renegotiated terms, which typically corresponds to the borrower missing two or more payments.

 

PerformanceF-26

Annual Report2015

IX-Other financial assets

They are initially recognized at fair value and subsequently at amortized cost, using the effective interest rate method. The composition is presented in Note 20a.

Interest income is recognized in the consolidated statement of income under Interest and similar income.

X-Financial liabilities at amortized cost

They are initially recognized at fair value and subsequently at amortized cost, using the effective interest rate method. Interest expense is presented in the Consolidated Statement of Income under Interest and similar expense.

The following financial liabilities are presented in the consolidated balance sheet and recognized at amortized cost:

·Deposits (See Note 17).
·Securities sold under repurchase agreements (Note 2.4f).
·Funds from interbank markets (Note 19a).
·Funds from institutional markets (Note 19b).
·Liabilities for capitalization plans.
·Other financial liabilities (Note 20b).

PerformanceF-27

Annual Report2015

h)e)Investments in associates and joint ventures

 

I – Associates

 

In conformity with IAS 28 - Investments in Associates and Joint Ventures, associates are companies in which the investor has a significant influence but does not hold control. Investments in these companies are initially recognized at cost of acquisition and subsequently accounted for using the equity method. Investments in associates and joint ventures include the goodwill identified upon acquisition, net of any cumulative impairment loss.

 

II – Joint arrangements

 

Before Januaryjanuary 1, 2013, ITAÚ UNIBANCO HOLDING proportionally consolidated its interest held in joint ventures, as required by IAS 31 – Interests in Joint Ventures. From that date on, it adopted IFRS 11 – Joint arrangements, changing its accounting policy from interest in joint arrangements to the equity method.

 

ITAÚ UNIBANCO HOLDING has assessed the nature of its joint business and concluded that it has both joint operations and joint ventures. There was no change in the accounting treatment for joint operations. For joint ventures, ITAÚ UNIBANCO HOLDING adopted the new policy on interest in joint ventures, in accordance with the IFRS 11 transition provisions.

 

The effects arising from adopting IFRS 11, which gave rise to a change in the accounting policy, have not had significant impacts on the Consolidated financial statements of ITAÚ UNIBANCO HOLDING.

 

ITAÚ UNIBANCO HOLDING’s share in profits or losses of its associates and joint ventures after acquisition is recognized in the consolidated statement of income. Its share of the changes in the reserves of corresponding stockholders’ equity of its associates and joint ventures is recognized in its own reserves of stockholders’ equity. The cumulative changes after acquisition are adjusted against the carrying amount of the investment. When the ITAÚ UNIBANCO HOLDING share of losses of an associates and joint ventureisventures is equal or above its interest in the associates and joint ventures, including any other receivables, ITAÚ UNIBANCO HOLDING does not recognize additional losses, unless it has incurred any obligations or made payments on behalf of the associates and joint ventures.

 

Unrealized profits on transactions between ITAÚ UNIBANCO HOLDING and its associates and joint ventures are eliminated to the extent of the interest of ITAÚ UNIBANCO HOLDING. Unrealized losses are also eliminated, unless the transaction provides evidence of impairment of the transferred asset. The accounting policies on associates and joint ventures are consistent with the policies adopted by ITAÚ UNIBANCO HOLDING.

 

F-25

If the interest in the associates and joint ventures decreases, but ITAÚ UNIBANCO HOLDING retains significant influence or joint control, only the proportional amount of the previously recognized amounts in Other comprehensive income is reclassified in Income, when appropriate.

 

Gains and losses from dilution arising from investments in associates and joint ventures are recognized in the consolidated statement of income.

 

i)f)Lease commitments (as lessee)

 

As a lessee, ITAÚ UNIBANCO HOLDING has finance and operating lease agreements.

PerformanceF-28

Annual Report2015

 

ITAÚ UNIBANCO HOLDING leases certain fixed assets, and those substantially holding the risks and benefits incidental to the ownership are classified as finance leases.

 

Each lease installment paid is allocated part to liabilities and part to financial charges, so that a constant rate is obtained for the outstanding debt balance. Corresponding obligations, net of future financial charges, are included in Other financial liabilities. Interest expenses are recognized in the Consolidated Statement of Income over the lease term, to produce a constant periodic interest rate on the remaining liabilities balance for each period.

 

Expenses related to operating leases are recognized in the consolidated statement of income, on a straight-line basis, over the period of lease.

 

When an operating lease is terminated before the end of the lease term, any payment to be made to the lessor as a penalty is recognized as an expense in the period the termination occurs.

 

j)g)Fixed assets

 

In accordance with IAS 16 – Property, plant and equipment, fixed assets are recognized at cost of acquisition less accumulated depreciation, which is calculated using the straight-line method and rates based on the estimated useful lives of these assets. These rates and additional details are presented in Note 15.

 

The residual values and useful lives of assets are reviewed and adjusted, if appropriate, at the end of each year.

 

ITAÚ UNIBANCO HOLDING reviews its assets in order to identify whether any indications of impairment exist. If such indications are identified, fixed assets are tested for impairment. In accordance with IAS 36 – Impairment of assets, impairment losses are recognized for the difference between the carrying and recoverable amount of an asset (or group of assets), in the consolidated statement of income. The recoverable amount of an asset is defined as the higher of its fair value less costs to sell and its value in use. For purposes of assessing impairment, assets are grouped at the lowest level for which independent cash flows can be identified (cash-generating units). The assessment may be made at an individual asset level when the fair value less the cost to sell may be reliably determined.

 

Gains and losses on disposals of fixed assets are recognized in the consolidated statement of income under Other income or General and administrative expenses.

 

k)h)Goodwill

 

In accordance with IFRS 3 (R) – “Business combinations”, goodwill may arise on an acquisition and represents the excess of the consideration transferred plus non-controlling interest over the net fair value of the net identifiable assets and contingent liabilities of the acquiree. Goodwill is not amortized, but its recoverable amount is tested for impairment annuallysemi-annually or when there is any indication of impairment, using an approach that involves the identification of cash-generating units and estimates of fair value less cost to sell and/or value in use.

 

F-26

As defined in IAS 36, a cash-generating unit is the lowest identifiable group of assets that generates cash inflows that are independent of the cash inflows from other assets or groups of assets. Goodwill is allocated to cash-generating units for the purpose of impairment testing. The allocation is made to those cash-generating units that are expected to benefit from the business combination.

 

IAS 36 determines that an impairment loss shall be recognized for a cash-generating unit if the recoverable amount of the cash-generating unit is less than its carrying amount. The loss shall be allocated first to reduce the carrying amount of any goodwill allocated to the cash-generating unit, and then to the other assets of the unit on a pro rata basis applied to the carrying amount of each asset. The loss cannot reduce the carrying amount of an asset below the higher of its fair value less costs to sell and its value in use. The impairment loss of goodwill cannot be reversed.

 

PerformanceF-29

Annual Report2015

Goodwill arising from the acquisition of subsidiaries is presented in the Consolidated Balance Sheet under the line Goodwill.

 

Goodwill of associates and joint venturesisventures is reported as part of investment in the consolidated balance sheet under Investments in associates and joint ventures, and the impairment test is carried out in relation to the total balance of the investments (including goodwill).

 

l)i)Intangible assets

 

Intangible assets are non-physical assets, including software and other assets, and are initially recognized at cost. Intangible assets are recognized when they arise from legal or contractual rights, their costs can be reliably measured, and in the case of intangible assets not arising from separate acquisitions or business combinations, it is probable that future economic benefits may arise from their use. The balance of intangible assets refers to acquired assets or those internally generated.

 

Intangible assets may have finite or indefinite useful lives. Intangible assets with finite useful lives are amortized using the straight-line method over their estimated useful lives. Intangible assets with indefinite useful lives are not amortized, but periodically tested in order to identify any impairment.

 

ITAÚ UNIBANCO HOLDING semi-annually assesses its intangible assets in order to identify whether any indications of impairment exist, as well as possible reversal of previous impairment losses. If such indications are found, intangible assets are tested for impairment. In accordance with IAS 36, impairment losses are recognized as the difference between the carrying and the recoverable amount of an asset (or group of assets), and recognized in the consolidated statement of income. The recoverable amount of an asset is defined as the higher of its fair value less costs to sell and its value in use. For purposes of assessing an impairment, assets are grouped into the minimum level for which cash flows can be identified. The assessment can be made at an individual asset level when the fair value less its cost to sell can be determined reliably.

 

As set forth in IAS 38, ITAÚ UNIBANCO HOLDING elected the cost model to measure its intangible assets after its initial recognition.

 

The breakdown of intangible assets is described in Note 16.

 

m)j)Assets held for sale

 

Assets held for sale are recognized in the balance sheet when they are actually repossessed or there is intention to sell. These assets are initially recorded at the lower of: (i) the fair value of the asset less the estimated selling expenses, or (ii) the carrying amount of the related asset held for sale.

 

n)k)Income tax and social contribution

 

There are two components of the provision for income tax and social contribution: current and deferred.

 

Current income tax expense approximates taxes to be paid or recovered for the applicable period. Current assets and liabilities are recorded in the balance sheet under Tax assets – income tax and social contribution - current and tax liabilities – income tax and Social contribution – current, respectively.

 

Deferred income tax and social contribution represented by deferred tax assets and liabilities are obtained based on the differences between the tax bases of assets and liabilities and the amounts

F-27

reported in the financial statements at each year end. The tax benefit of tax loss carryforwards is recognized as an asset. Deferred tax assets are only recognized when it is probable that future taxable income will be available for offsetting. Deferred tax assets and liabilities are recognized in the balance sheet under Tax assets – Income tax and social contribution – Deferred and Tax liabilities – Income tax and social contribution - Deferred, respectively.

 

Income tax and social contribution expense is recognized in the consolidated statement of income under Income tax and social contribution, except when it refers to items directly recognized in Other comprehensive income, such as: deferred tax on fair value measurement of available-for-sale financial assets, and tax on cash flow hedges. Deferred taxes of such items are initially recognized in Other comprehensive income and subsequently recognized in Income together with the recognition of the gain/gain / loss originally deferred.

PerformanceF-30

Annual Report2015

 

Changes in tax legislation and rates are recognized in the consolidated statement of income under Income tax and social contribution in the period in which they are enacted. Interest and fines are recognized in the consolidated statement of income under General and administrative expenses. Income tax and social contribution are calculated at the rates shown below, considering the respective taxable bases, based on the current legislation related to each tax, which in the case of the operations in Brazil are for all the reporting periods as follows:

 

  12/31/20152016 
Income tax  15.00%
Additional income tax  10.00%
Social contribution(*)  20.00%

(*) On Octoberoctober 06, 2015, Law No. 13,169, a conversion of Provisional Measure No. 675, which increased the Social Contribution tax rate from 15.00% to 20.00% until Decemberdecember 31, 2018, for financial institutions, insurance companies and credit card management companies, was introduced. For the other companies, the tax rate remains at 9.00%.

On May 14, 2014, Law No. 12,973 was enacted to change the federal tax legislation about IRPJ, CSLL, PIS and COFINS, which effects started on 01/01/2015, since ITAÚ UNIBANCO HOLDING did not exercise the option of advancing the effects pursuant to articles 75 and 96. Among other matters, said Law provides for:

·the revocation of the Transition Tax Regime – RTT, established by Law No. 11,638/07, amended by Law No. 11,941/09;
·taxation of legal entities domiciled in Brazil, in connection with the equity increase arising from the interest in profit earned abroad by subsidiaries and affiliates and profit earned by individuals resident in Brazil by means of a legal entity controlled abroad.

Said law has not had significant accounting effects on the consolidated financial statements of ITAÚ UNIBANCO HOLDING.

 

To determine the proper level of provisions for taxes to be maintained for uncertain tax positions, a two-phased approach was applied, according to which a tax benefit is recognized if it is more probable than not that a position can be sustained. The benefit amount is then measured to be the highest tax benefit which probability of realization is over 50%.

 

o)l)Insurance contracts and private pension

 

IFRS 4 – “Insurance contracts” defines insurance contracts as contracts under which the issuer accepts a significant insurance risk of the counterparty, by agreeing to compensate it if a specified uncertain future event adversely affects it. An insurance risk is significant only if the insurance event could cause an issuer to pay significant additional benefits in any scenario, except for those that do not have commercial substance. Additional benefits refer to amounts that exceed those that would be payable if no insured event occurred.

 

At the time of the first-time adoption of IFRS, ITAÚ UNIBANCO HOLDING decided not to change its accounting policies for insurance contracts, which follow the accounting practices generally accepted in Brazil (“BRGAAP”).

 

Although investment agreements with discretionary participation characteristics are financial instruments, they are treated as insurance contracts, as established by IFRS 4, as well as those transferring a significant financial risk.

 

These agreements may be reclassified as insurance contracts after their initial classification should the insurance risk become significant.

 

Once the contract is classified as an insurance contract, it remains as such until the end of its life, even if the insurance risk is significantly reduced during such period, unless all rights and obligations are extinguished or expired.

 

Note 30 presents a detailed description of all products classified as insurance contracts.

 

Private pension plans

In accordance with IFRS 4, an insurance contract is one that exposes its issuer to a significant insurance risk. An insurance risk is significant only if the insurance event could cause an issuer to pay significant additional benefits in any scenario, except for those that do not have commercial

PerformanceF-31F-28

 

 

Annual Report2015

substance. Additional benefits refer to amounts that exceed those that would be payable if no insured event occurred.Private pension plans

 

Contracts that contemplate retirement benefits after an accumulation period (known as PGBL, VGBL and FGB) assure, at the commencement date of the contract, the basis for calculating the retirement benefit (mortality table and minimum interest). The contracts specify the annuity fees and, therefore, the contract transfers the insurance risk to the issuer at the commencement date, and they are classified as insurance contracts.

 

Insurance premiums

 

Insurance premiums are recognized by issuing an insurance policy or over the period of the contracts in proportion to the amount of the insurance coverage. Insurance premiums are recognized as income in the consolidated statement of income.

 

If there is evidence of impairment losses with respect to receivables for insurance premiums, ITAÚ UNIBANCO HOLDING recognizes a provision, sufficient to cover this loss, based on the risk analysis of realization of insurance premiums receivable with installments overdue for over 60 days.

 

Reinsurance

 

Reinsurance premiums are recognized over the same period in which the related insurance premiums are recognized in the consolidated statement of income.

 

In the ordinary course of business, ITAÚ UNIBANCO HOLDING reinsures a portion of the risks underwritten, particularly property and casualty risks that exceed the maximum limits of responsibility that we determine to be appropriate for each segment and product (after a study which considers size, experience, specificities, and the necessary capital to support these limits). These reinsurance agreements allow the recovery of a portion of the losses from the reinsurer, although they do not release the insurer from the main obligation as direct insurer of the risks contemplated in the reinsurance.

 

Acquisition costs

 

Acquisition costs include direct and indirect costs related to the origination of insurance. These costs, except for the commissions paid to brokers and others, are expensed directly in income as incurred. Commissions, on the other hand, are deferred and expensed in proportion to the recognition of the premium revenue, i.e. over the period of the corresponding insurance contract.

 

Liabilities

 

Reserves for claims are established based on historical experience, claims in process of payment, estimated amounts of claims incurred but not yet reported, and other factors relevant to the required reserve levels. A liability for premium deficiencies is recognized if the estimated amount of premium deficiencies exceeds deferred acquisition costs. Expenses related to recognition of liabilities for insurance contracts are recognized in the consolidated statement of income under Change in reserves for insurance and private pension.

 

Embedded derivatives

 

We have not identified any embedded derivatives in our insurance contracts, which may be separated or measured at fair value in accordance with IFRS 4 requirements.

 

Liability adequacy test

 

IFRS 4 requires that the insurance companies analyze the adequacy of their insurance liabilities in each reporting period through a minimum adequacy test. The liability adequacy test for IFRS was conducted by adopting the current actuarial assumptions for future cash flows of all insurance contracts in force on the balance sheet date.

 

Should the analysis show insufficiency, any deficiency identified will be immediately accounted for in income for the period.

 

F-29

The assumptions used to conduct the liability adequacy test are detailed in Note 30.

 

PerformanceF-32

Annual Report2015

p)m)Capitalization plans

 

For regulatory purposes in Brazil they are regulated by the insurance regulator, these plans do not meet the definition of an insurance contract under IFRS 4, and therefore they are classified as a financial liability at amortized cost under IAS 39.

 

Revenue from capitalization plans is recognized during the period of the contract and measured as the difference between the amount deposited by the client and the amount that ITAÚ UNIBANCO HOLDING has to reimburse.

 

PerformanceF-33

Annual Report2015

q)n)Post-employments benefits

 

ITAÚ UNIBANCO HOLDING is required to make contributions to government social security and labor indemnity plans, in Brazil and in other countries where it operates, which are expensed in the consolidated statement of income as an integral part of general and administrative expenses, when incurred.

 

Additionally, ITAÚ UNIBANCO HOLDING also sponsors Defined Benefit Plans and Defined Contribution Plans, accounted for in accordance with IAS 19 (R1) – “Employee benefits”.

 

Pension plans - Defined benefit plans

 

The liability (or asset, as the case may be) recognized in the Consolidated Balance Sheet with respect to the defined benefit plan corresponds to the present value of defined benefit obligations at the balance sheet date less the fair value of plan assets. The present value of defined benefit obligations is determined by discounting the estimated amount of future cash flows of benefit payments based on Brazilian government securities denominated in Reais and with maturity periods similar to the term of the pension plan liabilities. They are recognized in the Consolidated statement of income:

 

·current service cost – defined as the increase in the present value of obligations resulting from employee service in the current period.

 

·interest on the net amount of assets (liabilities) of defined benefit plans is the change, during the period, in the net amount recognized in assets and liabilities, due to the time elapsed, which comprises the interest income on plan assets, interest expense on the obligations of the defined benefit plan and interest on the asset ceiling effects.

 

Actuarial gains and losses arising from the non-adoption of the assumptions established in the latest evaluation, as compared to those effectively carried out or changes in such assumptions, are fully recognized in Other comprehensive income.

 

Pension plans - defined contribution

 

For defined contribution plans, contributions to plans made by ITAÚ UNIBANCO HOLDING, through pension plan funds, are recognized as an expense when due.

 

Other post-employment benefit obligations

 

Certain companies that merged into ITAÚ UNIBANCO HOLDING over the past few years were sponsors of post-employment healthcare benefit plans and ITAÚ UNIBANCO HOLDING is contractual committed to maintain such benefits over specific periods, as well as in relation to the benefits granted due to a judicial ruling.

 

These obligations are assessed annually by independent and qualified actuaries, and costs expected from these benefits are accumulated during the employment period and gains and losses arising from adjustments of practices and changes in actuarial assumptions are recognized in Stockholders’ equity, under Other comprehensive income, in the period they occurred.

 

F-30

r)o)Share-based payment

 

Share-based payment is accounted for in accordance with IFRS 2 - “Share-based payment” which requires the entity to measure the value of equity instruments granted, based on their fair value at the option grant date. This cost is recognized during the vesting period of the right to exercise the instruments.

PerformanceF-34

Annual Report2015

 

The total amount to be expensed is determined by reference to the fair value of the options granted excluding the impact of any service and non-market performance vesting conditions (notably remaining an employee of the entity over a specified time period). The fulfillment of on-market vesting conditions is included in the assumptions about the number of options that are expected to be exercised. At the end of each period, ITAÚ UNIBANCO HOLDING revises its estimates of the number of options that are expected to be exercised based on non-market vesting conditions. It recognizes the impact of the revision of the original estimates, if any, in the consolidated statement of income, with a corresponding adjustment to stockholders’ equity.

 

When the options are exercised, the ITAÚ UNIBANCO HOLDING treasury shares are generally delivered to the beneficiaries.

 

The fair value of stock options is estimated by using option pricing models that take into account the exercise price of the option, the current stock price, the risk-free interest rate, the expected volatility of the stock price and the life of the option.

 

All stock based compensation plans established by ITAÚ UNIBANCO HOLDING correspond to plans that can be settled exclusively through the delivery of shares.

 

s)p)Financial guarantees

 

ITAÚ UNIBANCO HOLDING recognizes the fair value of the guarantees issued in the consolidated balance sheet under Other liabilities. Fair value is generally represented by the fee charged to client for issuing the guarantee. This amount at the issuance date is amortized over the life of the guarantee issued and recognized in the consolidated statement of income under Banking service fees.

 

After issuance, if based on the best estimate ITAÚ UNIBANCO HOLDING concludes that the occurrence of a loss regarding a guarantee issued is probable, and if the loss amount is higher than the initial fair value less cumulative amortization of the guarantee, a provision is recognized for such amount.

 

t)q)Provisions, contingent assets and contingent liabilities

 

These are assessed, recognized and disclosed in accordance with IAS 37. Contingent assets and contingent liabilities are rights and obligations arising from past events for which materialization depends on future events.

 

Contingent assets are not recognized in the consolidated financial statements, except when the Management of ITAÚ UNIBANCO HOLDING understands that realization is virtually certain which, generally corresponds to lawsuits with favorable rulings, in final and unappealable judgments, withdrawal from lawsuits as a result of a payment in settlement or as a result of an agreement to offset against an existing liability.

 

Contingent liabilities mainly arise from administrative proceedings and lawsuits, inherent in the ordinary course of business, filed by third parties, former employees and governmental bodies, in connection with civil, labor, and tax and social security claims.

 

These contingencies are evaluated based on Management’s best estimates, and are classified as:

 

·Probable:in which liabilities are recognized in the consolidated balance sheet under Provisions.
·Possible:which are disclosed in the Consolidated Financial Statements, but no provision is recorded.isrecorded.
·Remote:which require neither a provision nor disclosure.

 

Contingent liabilities recorded under Provisions and those disclosed as possible are measured using best estimates through the use of models and criteria which allow their appropriate measurement even if there is uncertainty as to their ultimate timing and amount, and the criteria are detailed in Note 32.

 

PerformanceF-35F-31

 

Annual Report2015

 

The amount of court escrow deposits is adjusted in accordance with current legislation.

 

Contingent liabilities guaranteed by indemnity clauses provided by third parties, such as in business combinations carried out before the transition date to IFRS, are recognized when a claim is asserted, and a receivable is recognized simultaneously subject to its collectability. For business combinations carried out after the transition date, indemnification assets are recognized at the same time and measured on the same basis as the indemnified item, subject to collectability or contractual limitations on the indemnified amount.

 

u)r)Capital

 

Common and preferred shares, which are equivalent to common shares but without voting rights are classified in Stockholders’ equity. The additional costs directly attributable to the issue of new shares are included in Stockholders’ equity as a deduction from the proceeds, net of taxes.

 

v)s)Treasury shares

 

Common and preferred shares repurchased are recorded in Stockholders’ equity under Treasury shares at their average purchase price.

 

Shares that are subsequently sold, such as those sold to grantees under our share-based payment, are recorded as a reduction in treasury shares, measured at the average price of treasury stock held at such date.

 

The difference between the sale price and the average price of the treasury shares is recorded as a reduction or increase in Additional paid-in capital. The cancellation of treasury shares is recorded as a reduction in Treasury shares against Appropriated reserves, at the average price of treasury shares at the cancellation date.

 

w)t)Dividends and interest on capital

 

Minimum dividend amounts established in the bylaws are recorded as liabilities at the end of each year. Any other amount above the mandatory minimum dividend is accounted for as a liability when approved by stockholders at a Stockholders´ Meeting.

 

Interest on capital is treated for accounting purposes as a dividend, and it is presented as a reduction of stockholders'stockholders’ equity in the consolidated financial statements. The related tax benefit is recorded in the consolidated statement of income.

 

Dividends have been and continue to be calculated and paid based on the financial statements prepared under Brazilian accounting standards and regulations for financial institutions and not based on these consolidated financial statements prepared under IFRS.

 

Dividends and interest on capital are presented in Note 21.

 

x)u)Earnings per share

 

Earnings per share are computed by dividing net income attributable to the owners of ITAÚ UNIBANCO HOLDING by the weighted average number of common and preferred shares outstanding for each reporting year. Weighted average shares are computed based on the periods for which the shares were outstanding.

 

ITAÚ UNIBANCO HOLDING grants stock-based compensation whose dilutive effect is reflected in diluted earnings per share, with the application of the “treasury stock method”. Under the treasury stock method, earnings per share are calculated as if shares under stock-based compensation plans had been issued and as if the assumed proceeds were used to purchase shares of ITAÚ UNIBANCO HOLDING.

 

Earnings per share are presented in Note 28.

 

PerformanceF-36F-32

 

 

Annual Report2015

y)v)Revenue from services

 

Services related to current accounts are offered to clients either in formal packages or individually, and their income is recognized when these services are provided.

 

Revenue from certain services, such as fees from funds management, performance, collection for retail clients and custody, is recognized over the life of the related contracts on a straight-line basis.

 

The breakdown of the banking service fees is detailed in Note 24.

 

z)w)Segment information

 

Segment information is disclosed consistently with the internal report prepared for the Executive Committee, which makes the operational decisions of ITAÚ UNIBANCO HOLDING.

 

ITAÚ UNIBANCO HOLDING has three reportable segments: (i) Retail Banking (ii) Wholesale Banking and (iii) Activities with the Market + Corporation.

 

Segment information is presented in Note 34.

 

PerformanceF-37F-33

 

Annual Report2015

 

Note 3 – Business development

 

a)Acquisitions

Credit Intelligence Bureau (“CIB”)

In January 21, 2016, the ITAÚ UNIBANCO HOLDING, through its subsidiary Itaú Unibanco S.A., sidnedd a Memorandum of Understanding with Banco Bradesco S.A. Banco do Brasil S.A., Banco Santander S.A. and Caixa Econômica Federal in order to create a credit intelligence bureau (“CIB”) which will enable greater efficiency in the management and granting of credit lines at long and medium terms.

CIB will be structured as a corporation and the Parties, each of them holding a 20% equity ownership, will share its control.

CIB’s incorporation is subject to the execution of definitive documents among the Parties, as well as the satisfaction of certain conditions precedent, including the approval by applicable regulatory authorities. The transaction was approved by CADE on November 9, 2016.

Banco Itaú BMG Consignado S.A.

On September 29, 2016, ITAÚ UNIBANCO HOLDING, through its subsidiary Itaú Unibanco S.A. (Itaú Unibanco), entered into a purchase and sale agreement with Banco BMG S.A. (BMG) for acquisition of a 40% interest in the capital of Banco Itaú BMG Consignado S.A. (Itaú BMG Consignado), corresponding to BMG’s total interest in Itaú BMG Consignado, for the amount of R$ 1,460, and now holds 100% of Itaú BMG Consignado.

Itaú Unibanco and BMG will maintain an association by means of the execution of a new commercial agreement for the distribution of payroll loans of Itaú BMG Consignado and its affiliates, on an exclusive basis, through certain distribution channels linked to BMG and its affiliates.

After compliance with conditions precedent and approval by proper regulatory authorities, the transaction was completed on December 28, 2016.

Currently, Itaú BMG Consignado is controlled by ITAÚ UNIBANCO HOLDING and, therefore, this acquisition did not have accounting effects on its results on initial recognition.

ConectCarSoluções de Mobilidade Eletrônica S.A.

On October 21, 2015, ITAÚ UNIBANCO HOLDING, through its subsidiary Redecard S.A. (Rede), entered into a share purchase and sale commitment with Odebrecht Transport S.A. for the acquisition of 50% of capital stock ofConectCar Soluções de Mobilidade Eletrônica S.A. (ConectCar) for the amount of R$ 170.

ConectCar, located in Barueri, São Paulo, is an institution engaged in own payment arrangements and a provider of intermediation services for automatic payment of tolls, fuels and parking lots, ranked as the second largest company in the sector, currently operating in 12 States and in the Federal District. It was organized in 2012 as the result of a partnership between Odebrecht Transport S.A. and Ipiranga Produtos de Petróleo S.A., a company controlled by Ultrapar Participações S.A., which currently holds the remaining 50% of ConectCar’s capital stock.

After compliance with the conditions precedent and approval of proper regulatory authorities, the operation was closed on January 29, 2016. The investment acquired is measured using the equity method (Note 2.4e II).

The acquisition will not have accounting effects on the results of ITAÚ UNIBANCO HOLDING on initial recognition.

 

Recovery do Brasil Consultoria S.A.

 

At December 31, 2015, ITAÚ UNIBANCO HOLDING, through its subsidiary Itaú Unibanco S.A., entered into an agreement for purchase and sale and other covenants with Banco BTG Pactual S.A. (BTG) for acquisition of 81.94% interest in the capital of Recovery do Brasil Consultoria S.A. (Recovery), corresponding to BTG’s total interest in Recovery, for the amount of R$ 640.

F-34

 

In the same transaction, ITAÚ UNIBANCO HOLDING agreed on the acquisition of approximately 70% of the portfolio of R$ 38 billion in credit rights related to the recovery of portfolios held by BTG, for the amount of R$ 570.

 

Established in 2000 in Argentina and present in Brazil since 2006, Recovery is the market leader in the management of overdue receivables portfolio. Recovery’s activities consist in prospecting and assessing portfolios, structuring and managing operations, acting in all segments, from individual to corporate loans, with financial and non-financial institutions, and offering a competitive advantage to its clients.

 

Effective acquisitionsAfter the compliance with the conditions precedent and financial settlements will occur afterapproval by regulatory authorities, the fulfillment of certain contractual conditions and obtainment of regulatory and government authorizations required.transaction was closed on March 31, 2016.

 

The transaction willacquisition did not have significant accounting effecteffects on the results of ITAÚ UNIBANCO HOLDING.

ConectCar Soluções de Mobilidade Eletrônica S.A.HOLDING on initial recognition.

 

On October 21, 2015,July 7, 2016, ITAÚ UNIBANCO HOLDING,HOLDNG, through its subsidiary RedecardItaú Unibanco S.A. (Rede), entered intoacquired, from International Finance Corporation, a share purchase and sale commitment with Odebrecht Transport S.A. for the acquisition of 50% of capital stock ofConectCar Soluções de Mobilidade Eletrônica S.A. (ConectCar)6.92% additional interest, for the amount of R$ 170.

ConectCar is an institution engaged in own payment arrangements59, and a providernow holds 96% of intermediation services for automatic payment of tolls, fuels and parking lots, ranked as the second largest company in the sector, currently operating in 12 States and in the Federal District. It was organized in 2012 as the result of a partnership between Odebrecht Transport S.A. and Ipiranga Produtos de Petróleo S.A., a company controlled by Ultrapar Participações S.A., which currently holds the remaining 50% of ConectCar’s capital stock.

The operation was approved by BACEN on December 23, 2015.

Governance will be shared with the Ultra group, and the effective acquisition and financial settlement will occur after the fulfillment of certain contractual conditions.

The transaction will not have significant accounting effect on the results of ITAÚ UNIBANCO HOLDING.Recovery’s capital.

 

Itaú CorpBanca

 

On January 29, 2014, ITAÚ UNIBANCO HOLDING, through its subsidiary Banco Itaú Chile S.A. (BIC), entered into aTransaction Agreement with CorpBanca and its controlling shareholdersstockholders (Corp Group), establishing the terms and conditions forof the unificationmerger of operations of BIC and CorpBanca in Chile and in the other jurisdictions in which CorpBanca operates.

 

CorpBanca is a commercial bank headquartered in Chile, which also operates in Colombia and Panama, focused on individuals and large and middle-market companies. In 2015, an accordance with the Chilean Superintendence of Banks, it was one of the largest private banks in Chile, in terms of overall size of loan portfolio, with a market share of 7.1%.

This agreement represents an important step in ITAÚ UNIBANCO HOLDING’s internationalization process.

The merger was approved by the stockholders of CorpBanca and BIC and by all proper regulatory authorities in Chile, Brazil, Colombia and Panama. As set forth in the amendment to theTransactionAgreement, entered into on June 2, 2015, the parties closed the operation on April 1, 2016, when they hadfull conditions for the corporate reorganization process.

The operation will bewas consummated through:by means of:

 

i.Capital increaseIncrease in BICBIC’ capital in the amount of US$ 6522,309 million to be made by ITAÚ UNIBANCO HOLDING or one of its subsidiaries,concluded on March 22, 2016;

ii.Merger of BIC into CorpBanca, with the cancellation of BIC’s shares and issue of new shares by CorpBanca, at the estimated rate of 85,420.0780,240 shares of CorpBanca for each 1one share of BIC, to be approved in the shareholders meeting of CorpBanca so that the interests in the bank resulting from the merger, which will be callednamed Itaú CorpBanca, will beare 33.58% for ITAÚ UNIBANCO HOLDING and 33.13% for Corp Group, and
iii.Subsequent integration of Itaú BBA Colômbia S.A. into the operations of Itaú CorpBanca or its subsidiaries.Group.

 

The following corporate structure resulted from the transaction:

PerformanceOwnership interestF-38
ITAÚ UNIBANCO HOLDING33.58%
Corp Group33.13%
Other non-controlling stockholders33.29%

 

Annual Report2015

The Itaú CorpBanca will bewas controlled byfrom the April 1, 2016 fur ITAÚ UNIBANCO HOLDING. On the same date, ITAU UNIBANCO HOLDING which will enterentered into a shareholders’ agreement with Corp Group, whenwhich sets forth, among others, the operation is consummated. This agreement will entitle ITAUright of ITAÚ UNIBANCO HOLDING and Corp Group to appoint members for the Board of Directors of Itaú CorpBanca in accordance to their interests in capital stock, and this group of shareholders will have the privilege of electingright to appoint the majority of members of the Board of Directors of Itaú CorpBanca and ITAÚ UNIBANCO HOLDING will be entitled to electappoint the majority of these members. The chairmen of the Boards of Directors of Itaú CorpBanca and its subsidiaries will be appointedmembers elected by Corp Group, and their vice-chairmen by ITAÚ UNIBANCO HOLDING. The executives of Itaú CorpBanca and its subsidiaries will be proposed by ITAÚ UNIBANCO HOLDING and ratified by the Board of Directors of Itaú CorpBanca. The shareholders agreement will also set forth that Corp Group will be entitled to approve, together with ITAÚ UNIBANCO HOLDING,this block. Except for certain strategic matters of Itaú CorpBanca, and it will include provisionson which Corp Group has the right of veto, the members of the board of directors appointed by Corp Group should vote as recommended by ITAÚ UNIBANCO HOLDING.

F-35

The fair value of the consideration transferred by ITAÚ UNIBANCO HOLDING due to its interest in Itaú CorpBanca was R$ 10,517, based on the transferquotation of CorpBanca’s shares on the Santiago Stock Exchange.

The consideration transferred resulted in goodwill for future expected profitability of R$ 6,928. Additionally, a goodwill of R$ 692 was generated in Brazil due to the difference between ITAUthe equity value of BIC and the equity value of Itaú CorpBanca resulting from the merger. This amount will not be deducted for tax purposes, except in case of disposal or merger of the investment.

The table below summarizes the main assets acquired and liabilities assumed on the acquisition date:

CorpBanca

Assets04/01/2016
Cash and deposits on demand5,869
Interbank deposits3,712
Securities purchased under agreements to resell186
Financial assets held for trading5,684
Derivatives6,628
Available-for-sale financial assets7,164
Held-to-maturity financial assets236
Loan operations and lease operations portfolio, net75,222
Other financial assets3,018
Goodwill888
Fixed assets, net494
Intangible assets, net2,603
Tax assets1,413
Assets held for sale2
Other assets1,257
Total assets114,376
Liabilities and stockholders’ equity04/01/2016
Deposits68,387
Securities sold under repurchase agreements4,052
Derivatives5,749
Interbank market debt6,429
Institucional market debt17,025
Other financial liabilities1,583
Provisions140
Tax liabilities1,341
Other liabilities2,619
Total liabilities107,325
Plan net assets7,051
Non-controlling interests1,515
Net assets assumed5,536
Adjustment to fair value of net assets assumed(1,946)
Net assets assumed at fair value3,590

Up to one year from acquisition date, adjustments to the reported amounts will be made to reflect any new information obtained about facts and circumstances that existed at the transaction completion date, as provided for in IFRS 3 – Business Combinations.

Contingent liabilities have not been recorded due to the acquisition.

Additionally, on October 26, 2016, ITAÚ UNIBANCO HOLDING, by means of its controlled subsidiary, ITB Holding Brasil Participações Ltda., it has indirectly acquired 10,908,002,836 shares of Itaú CorpBanca, for equivalent to R$ 288.1.

The possibility of implementing the acquisition of such Shares was already set forth in the shareholders’ agreement entered into on April 1st, 2016 between ITAÚ UNIBANCO HOLDING and Corp Group and third parties.certain of its affiliates. As a consequence, ITAÚ UNIBANCO HOLDING’s ownership in Itaú CorpBanca increased from approximately 33.58% to 35.71%, without altering its current governance.

F-36

This transaction was implemented by means of the acquisition of 100% of the capital stock of a company named CGB II SpA, which is the current holder of the shares. All the required regulatory approvals have been obtained on October of 2016.

 

Approvals for the merger were obtained from CorpBanca and BIC shareholders, and from all proper regulatory authorities in Chile, Brazil, Colombia and Panamá. However, as set forth in the amendment to the Transaction Agreement, celebrated on June 2, 2015, the parties agreed that the operation will be closed by May 2, 2016, when they will be fully prepared for the corporate reorganization process.

It is estimated that said transaction willThe acquisitions did not have significant accounting effects on the resultsnet income of ITAÚ UNIBANCO HOLDING which will consolidate Itaú CorpBanca after the closing of the operation.on initial recognition.

 

MasterCard Brasil Soluções de Pagamento Ltda.

On March 13, 2015, o ITAÚ UNIBANCO HOLDING, through its subsidiary Itaú Unibanco S.A., entered into an agreement with MasterCard Brasil Soluções de Pagamento Ltda. to create an alliance in the payment solutions market in Brazil.

The purposes of the operation are (a) to focus on the expansion of its issue and acquisition business, particularly related to the new payment solutions network, (b) to have access to new payment solutions technologies, (c) to obtain significant scale and efficiency gains, and (d) to benefit from MasterCard’s expertise in the management of payment solution brands.

The effectiveness of the alliance is subject to the satisfaction of certain conditions precedent and approval by proper regulatory authorities.

MaxiPago

 

On September 3, 2014, ITAÚ UNIBANCO HOLDING, through its subsidiary Redecard S.A. (Rede) entered into a share purchase agreement with the controlling shareholders of MaxiPago Serviços de Internet S.A. (MaxiPago), a gateway company – network interconnection for mobile electronic payments.

 

On the same date, subscription and payment of 13,33619,336 shares (33.33%) and acquisition of 24,174 shares (41.67%) were carried out, so that Rede became the holder of 43,510 common shares, representing 75% of total voting capital of MaxiPago.

 

After the compliance with the conditions precedent and approval by proper regulatory authorities, the operation was closed on January 8, 2015.

 

The difference between the amount paid and net assets at fair value resulted in the recognition of goodwill due to expected future profitability.

 

Purchase price  15 
(-) Fair value of identified assets and liabilities  (4)
(=) Goodwill  11 

 

Tecnologia Bancária S.A. (TECBAN) – New Shareholders’ Agreement

On July 17, 2014,In the second semester of 2016, ITAÚ UNIBANCO HOLDING together with other financial institutions, signed the New Shareholders’ Agreement, which came into effect as from the operation closing date.

PerformanceF-39

Annual Report2015

In line with the global trend towards best practices, the agreement establishes that, approximately within 4 years, the Parties should replace part of their external ATM networks by Banco24Horas network, generating increased efficiency, greater quality and capillarity of customer service. In addition to the Parties, approximately 40 other banks are clients of TECBAN.

After the compliance with the conditions precedent and approval by proper regulatory authorities, the operation was closed on November 14, 2014.

Interest Current  Previous 
Shares  935,995,448   974,021,768 
%  24.93%  25.94%

MCC Securities e MCC Corredora de Bolsa

On July 20, 2011, ITAÚ UNIBANCO HOLDING,CONSOLIDATED, through its subsidiary Banco Itaú Chile S.A. (BIC), entered into a share purchase agreement with MCC Inversiones Globales (MCC Inversiones)Rede, increasead the capital of MaxiPago by 21.98 and MCC Beneficial Owners (Chilean individuals), for phased acquisitionacquired additional interest ownership of total shares of MCC Securities.

On August 1, 2011, the parties entered into an agreement for phased acquisition of total shares of MCC Corredora de Bolsa.

On August 18, 2014, they entered into a new agreement for acquiring in advance the remaining shares of MCC Securities and MCC Corredora de Bolsa.

  Current  Previous 
  MCC Securities  MCC Corredora  MCC Securities  MCC Corredora 
Shares  6,000,000   2,046   3,000,001   1,024 
%  100%  100%  50%  50.05%

Accordingly, with this operation ITAÚ UNIBANCO HOLDING validates its relevant share in the Chilean private banking market, as it now fully consolidates MCC Securities and MCC Corredora de Bolsa in its financial statements from August 31, 2014 onwards.

The difference between the amount paid and net assets at fair value resulted in the recognition of goodwill due to expected future profitability and intangible assets.

In millions of US$
Purchase price77
(-) Fair value of identified assets and liabilities(13)
(-) Brand(2)
(=) Goodwill62

BMG Seguradora S.A.

On June 25, 2013, ITAÚ UNIBANCO HOLDING, through its subsidiary Banco Itaú BMG Consignado S.A.3.02%, entered into a share purchase agreement with the controlling shareholders of Banco BMG S.A., for the acquisition of 99.996% of the shares of BMG Seguradora S.A., represented by 35,292,627 shares for the amount of R$ 88 thousand.

BMG Seguradora S.A. entered into an exclusivity agreement with Banco BMG S.A.2, and Itaú BMG Consignado for the distributionnow holds 100% of insurance products to be linked to the products sold by these banks. The purpose of the acquisition is to expand the insurance activities of ITAÚ UNIBANCO HOLDING.

After the compliance with the conditions precedent and approval by proper regulatory authorities, the transaction was closed on January 27, 2014.

The difference between the amount paid and net assets at fair value resulted in the recognition of goodwill due to expected future profitability.MaxiPago’s capital stock.

 

PerformanceF-40F-37

 

Annual Report2015

Purchase price88
(-) Fair value of identified assets and liabilities(65)
(=) Goodwill23

Citibank N.A. Uruguay Branch

On July 28, 2013, ITAÚ UNIBANCO HOLDING, through its subsidiary Banco Itaú Uruguay S.A. (BIU), entered into an agreement with Citibank N.A. Uruguay Branch, with rules for the acquisition of retail transactions in Uruguay.

As a result of this operation, BIU assumed a client portfolio related to retail transactions (current account, savings accounts and time deposits). The assets acquired involved mainly credit card transactions that Citibank developed in the country under Visa, Mastercard and Diners brands.

After the compliance with the conditions precedent and approval by proper regulatory authorities, the operation was closed on December 31, 2013.

The difference between the amount paid and net assets at fair value resulted in the recognition of goodwill due to expected future profitability and intangible assets.

In millions of US$
Purchase price26
(-) Intangible Assets Subject to Amortization(1)
(=) Goodwill25

Credicard

On May 14, 2013, ITAÚ UNIBANCO HOLDING, through its subsidiary Banco Itaucard S.A., entered into a share and quota purchase agreement with Banco Citibank, for the acquisition of Banco Citicard S.A. and Citifinancial Promotora de Vendas Ltda., including the “Credicard” brand, for R$ 2,948. These entities were responsible for the offer and distribution of financial products and services of the “Credicard” brand, particularly personal loans and credit cards.

After the compliance with the conditions precedent and approval by proper regulatory authorities, the operation was closed on December 20, 2013.

Due to this operation, ITAÚ UNIBANCO HOLDING fully consolidated Banco Citicard and Citifinancial Promotora de Vendas in its financial statements as from December 2013. On August 31, 2014, Banco Citicard was merged into Banco Itaucard S.A.

The difference between the amount paid and net assets at fair value resulted in the recognition of goodwill due to expected future profitability and intangible assets.

Purchase price2,948
(-) Fair value of identified assets and liabilities(1,069)
(-) Brand(27)
(+) Deferred Tax Liability11
(=) Goodwill1,863

PerformanceF-41

Annual Report2015

b)Partnerships and Associations

Association with Banco BMG S.A.

On July 9, 2012, ITAÚ UNIBANCO HOLDING entered into an Association Agreement with Banco BMG S.A. (BMG) aiming at the offering, distribution and sale of payroll loans through the organization of the financial institution Banco Itaú BMG Consignado S.A., in which ITAÚ UNIBANCO HOLDING held control with a 70% interest in total voting capital, and BMG held the remaining 30%. The capital subscribed by shareholders was R$ 1,000, proportionally to each interest.

ITAÚ UNIBANCO HOLDING contributed with its economic and financial capacity, administrative experience and controls, and BMG contributed with its commercial and operating competence, in addition to the technological platform required for the development of activities.

After the compliance with the conditions precedent and approval by proper regulatory authorities, the transaction was closed on January 7, 2013.

On April 29, 2014, the agreement establishing the unification of payroll loans business, concentrating the transactions at Itaú BMG Consignado, was entered into. Starting July 25, 2014 and during the term of the association, Itaú BMG Consignado is BMG’s exclusive channel for the offer of payroll loans in the Brazilian territory, subject to certain exceptions.

In consideration for the business unification, on July 25, 2014 BMG increased the capital of Itaú BMG Consignado by R$ 181 and, therefore, ITAÚ UNIBANCO HOLDING started to hold a 60% interest in the total voting capital and BMG started to hold the remaining 40%. The possibility of this unification had already been initially considered.

This transaction had no significant accounting effects on the results and ITAÚ UNIBANCO HOLDING continued to consolidate Itaú BMG Consignado in its financial statements.

Fiat Group Automobiles S.p.A. and Fiat Automóveis S.A.

On August 20, 2013, ITAÚ UNIBANCO HOLDING, through its subsidiary Itaú Unibanco S.A., renewed the commercial cooperation agreement maintained with Fiat Group Automobiles S.p.A. and Fiat Automóveis S.A. This agreement sets forth exclusivity for the offer of financing in promotional campaigns of car maker Fiat for the sale of new cars and exclusive use of Fiat brand in activities related to vehicle financing.

The operation did not have significant accounting effects on the financial statements of ITAÚ UNIBANCO HOLDING.

PerformanceF-42

Annual Report2015

c)Disposals

Major Risk Insurance Operation

On July 4, 2014, ITAÚ UNIBANCO HOLDING, through its subsidiary Itaú Unibanco S.A., entered into a share purchase agreement with ACE Ina International Holdings Ltd. (ACE), through which the former undertook to sell 100% of its interest in Itaú Seguros Soluções Corporativas S.A. (ISSC).

ISSC held the major risks operations of ITAÚ UNIBANCO HOLDING, which clients were middle-market and large companies with policies with high amounts insured.

After the compliance with the conditions precedent and approval by proper regulatory authorities, ACE paid R$ 1.5 billion to ITAÚ UNIBANCO HOLDING and its subsidiaries, through ISSC. On October 31, 2014, ISSC transferred the shares upon financial settlement by ACE, updating the price of operation considering the shareholders equity position on the operation closing date, in the amount of R$ 379.

This transaction is linked with ITAÚ UNIBANCO HOLDING’s strategy of selling retail personal and property insurance, typically related to retail banking.

Major risks operations of ITAÚ UNIBANCO HOLDING were classified in the “Retail Banking” segment in the financial statements.

Via Varejo

On October 1, 2014, ITAÚ UNIBANCO HOLDING, through its subsidiary Itaú Seguros S.A., received from Via Varejo the amount of R$ 584 due to the early termination of operating agreements related to the offer of extended warranty insurance in Ponto Frio and Casas Bahia stores. The amount received refers substantially to the refund of amounts disbursed under contractual terms, duly restated.

The operation had no relevant accounting effects on the financial statements of ITAÚ UNIBANCO HOLDING.

PerformanceF-43

Annual Report2015

 

Note 4 - Cash and cash equivalents

 

For purposes of consolidated statements of cash flows, Cash and cash equivalents in this note comprises the following items:

 

  12/31/2015  12/31/2014 
Cash and deposits on demand  18,544   17,527 
Interbank deposits  22,022   13,939 
Securities purchased under agreements to resell  51,083   93,852 
Total  91,649   125,318 

  12/31/2016  12/31/2015 
Cash and deposits on demand  18,542   18,544 
Interbank deposits  13,358   22,022 
Securities purchased under agreements to resell  64,219   51,083 
Total  96,119   91,649 

 

Amounts related to interbank deposits and securities purchased under agreements to resell not included in cash equivalents are R$ 8,5039,334 (R$ 9,1428,503 at 12/31/2014)2015) and R$ 203,321200,832 (R$ 115,066203,321 at 12/31/2014)2015), respectively.

 

Note 5 - Central Bank compulsory deposits

 

  12/31/2015  12/31/2014 
Non-interest bearing deposits  3,790   3,392 
Interest-bearing deposits  62,766   59,714 
Total  66,556   63,106 

  12/31/2016  12/31/2015 
Non-interest bearing deposits  3,002   3,790 
Interest-bearing deposits  82,698   62,766 
Total  85,700   66,556 

 

Note 6 - Interbank deposits and securities purchased under agreements to resell

 

  12/31/2015  12/31/2014 
  Current  Non-
current
  Total  Current  Non-
current
  Total 
Interbank deposits  29,769   756   30,525   22,135   946   23,081 
Securities purchased under agreements to resell(*)  254,404   -   254,404   208,918   -   208,918 
Total  284,173   756   284,929   231,053   946   231,999 

  12/31/2016 12/31/2015 
  Current  Non-
current
  Total  Current  Non-
current
  Total 
Interbank deposits  21,503   1,189   22,692   29,769   756   30,525 
Securities purchased under agreements to resell (*)  264,740   311   265,051   254,404   -   254,404 
Total  286,243   1,500   287,743   284,173   756   284,929 

(*) The amounts of R$ 9,4614,329 (R$ 5,9459,461 at 12/31/2014)2015) are pledged in guarantee of operations on BM&FBOVESPA S.A. - Bolsa de Valores, Mercadorias e Futuros and Central Bank and the amounts of R$ 152,551178,070 (R$ 88,716152,551 at 12/31/2014)2015) are pledged in guarantee of repurchase agreement transactions, in conformity with the policies described in Note 2.4f.2.4d.

 

PerformanceF-44F-38

 

Annual Report2015

 

Note 7 – Financial assets held for trading and designated at fair value through profit or loss

 

a)Financial assets held for trading recognized at their fair value are presented in the following table:

 

  12/31/2015  12/31/2014 
     Accumulated gain /        Accumulated gain /    
     (loss) reflected in        (loss) reflected in    
  Cost  income  Fair value  Cost  income  Fair value 
Investment funds  1,110   (59)  1,051   870   -   870 
Brazilian government securities(1a)  117,848   (795)  117,053   86,796   (403)  86,393 
Brazilian external debt bonds(1b)  4,672   (241)  4,431   1,894   20   1,914 
Government securities – abroad(1c)  1,140   9   1,149   1,502   38   1,540 
Argentina  682   14   696   594   34   628 
Chile  36   -   36   132   -   132 
Colombia  77   (5)  72   85   3   88 
United States  132   -   132   447   1   448 
Mexico  3   -   3   3   -   3 
Paraguay  68   -   68   128   -   128 
Uruguay  40   -   40   41   -   41 
Other  102   -   102   72   -   72 
Corporate securities(1d)  40,659   (32)  40,627   42,207   20   42,227 
Shares  2,231   (70)  2,161   2,383   (32)  2,351 
Bank deposit certificates  2,583   -   2,583   3,281   -   3,281 
Securitized real estate loans  -   -   -   1   -   1 
Debentures  4,460   62   4,522   4,203   40   4,243 
Eurobonds and other  1,015   (24)  991   1,049   12   1,061 
Financial credit bills  30,367   -   30,367   30,711   -   30,711 
Promissory notes  -   -   -   577   -   577 
Other  3   -   3   2   -   2 
Total(2)  165,429   (1,118)  164,311   133,269   (325)  132,944 

(1)Assets held for trading pledged as collateral of funding transactions of financial institutions and clients were: a) R$ 7,384 (R$ 36,544 at 12/31/2014), b) R$ 3,541 (R$ 531 at 12/31/2014), c) R$ 68 (R$ 249 at 12/31/2014) and d) 15 (R$ 42 at 12/31/2014), totaling R$ 11,008 (R$ 37,366 at 12/31/2014).
  12/31/2016 12/31/2015 
     Accumulated gain /        Accumulated gain /    
    (loss) reflected in      (loss) reflected in   
  Cost  income  Fair value  Cost  income  Fair value 
Investment funds  1,170   3   1,173   1,110   (59)  1,051 
Brazilian government securities (1a)  159,602   422   160,024   117,848   (795)  117,053 
Brazilian external debt bonds (1b)  5,275   50   5,325   4,672   (241)  4,431 
Government securities – abroad (1c)  3,714   21   3,735   1,140   9   1,149 
Argentina  634   17   651   682   14   696 
Chile  126   1   127   36   -   36 
Colombia  2,666   3   2,669   77   (5)  72 
United States  78   -   78   132   -   132 
Mexico  6   -   6   3   -   3 
Paraguay  88   -   88   68   -   68 
Uruguay  32   -   32   40   -   40 
Other  84   -   84   102   -   102 
Corporate securities (1d)  34,425   (34)  34,391   40,659   (32)  40,627 
Shares  2,598   (107)  2,491   2,231   (70)  2,161 
Bank deposit certificates  1,824   -   1,824   2,583   -   2,583 
Debentures  3,129   61   3,190   4,460   62   4,522 
Eurobonds and other  654   8   662   1,015   (24)  991 
Financial credit bills  25,893   -   25,893   30,367   -   30,367 
Other  327   4   331   3   -   3 
Total (2)  204,186   462   204,648   165,429   (1,118)  164,311 

(1) Assets held for trading pledged as collateral of funding transactions of financial institutions and clients were: a) R$ 7,696 (R$ 7,384 at 12/31/2015), b) R$ 4,045 (R$ 3,541 at 12/31/2015), c) 1,183 (R$ 68 at 12/31/2015) and d) R$ 26 (R$ 15 at 12/31/2015), totaling R$ 12,950 (R$ 11,008 at 12/31/2015).

(2)In the period, there was no reclassification of held for trading financial assets to other categories of financial assets.

PerformanceF-45F-39

 

Annual Report2015

The cost and fair value of financial assets held for trading by maturity are as follows:

 

 12/31/2015  12/31/2014  12/31/2016 12/31/2015 
 Cost  Fair value  Cost  Fair value  Cost Fair value Cost Fair value 
Current  36,045   35,934   53,436   53,451   34,302   34,206   36,045   35,934 
Non-stated maturity  3,341   3,212   3,253   3,220   3,356   3,206   3,341   3,212 
Up to one year  32,704   32,722   50,183   50,231   30,946   31,000   32,704   32,722 
Non-current  129,384   128,377   79,833  ��79,493   169,884   170,442   129,384   128,377 
From one to five years  57,923   57,700   57,278   57,074   117,748   118,050   57,923   57,700 
From five to ten years  66,148   65,437   16,400   16,279   42,135   42,284   66,148   65,437 
After ten years  5,313   5,240   6,155   6,140   10,001   10,108   5,313   5,240 
Total  165,429   164,311   133,269   132,944   204,186   204,648   165,429   164,311 

 

Financial assets held for trading include assets with a fair value of R$ 117,128142,081 (R$ 97,184117,128 at 12/31/2014)2015) that belong to investment funds wholly owned by Itaú Vida e Previdência S.A. The return of those assets (positive or negative) is fully transferred to customers of our PGBL and VGBL private pension plans whose premiums (less fees charged by us) are used by our subsidiary to purchase quotas of those investment funds.

 

b)Financial assets designated at fair value through profit or loss are presented in the following table:

 

  12/31/2015 
     Accumulated gain/(loss)    
  Cost  reflected in income  Fair value 
Brazilian external debt bonds  493   13   506 
Government securities – abroad  143   (7)  136 
Total  636   6   642 

  12/31/2016 
  Cost  Accumulated gain / (loss)
reflected in income
  Fair value 
Brazilian external debt bonds  1,183   8   1,191 
Total  1,183   8   1,191 

 

  12/31/2014 
     Accumulated gain/(loss)    
  Cost  reflected in income  Fair value 
Brazilian external debt bonds  601   25   626 
Government securities – abroad  109   (2)  107 
Total  710   23   733 

  12/31/2015 
  Cost  Accumulated gain/(loss)
reflected in income
  Fair value 
Brazilian external debt bonds  493   13   506 
Government securities – abroad  143   (7)  136 
Total  636   6   642 

 

The cost and fair value by maturity of financial assets designated as fair value through profit or loss were as follows:

 

 12/31/2015  12/31/2014  12/31/2016 12/31/2015 
 Cost  Fair value  Cost  Fair value  Cost Fair value Cost Fair value 
Current  -   -   468   493   1,183   1,191   -   - 
Up to one year  -   -   468   493   1,183   1,191   -   - 
Non-current  636   642   242   240   -   -   636   642 
From one to five years  636   642   242   240       -   636   642 

 

PerformanceF-46F-40

 

Annual Report2015

 

Note 8 – Derivatives

 

ITAÚ UNIBANCO HOLDING enters into derivative financial instruments with various counterparties to manage its overall exposures and to assist its customers in managing their own exposures.

 

Futures–Interest rate and foreign currency futures contracts are commitments to buy or sell a financial instrumentfinancialinstrument at a future date, at a contracted price or yield and may be settled in cash or through delivery. The notional amount represents the face value of the underlying instrument. Commodity futures contracts or financial instruments are commitments to buy or sell commodities (mainly gold, coffee and orange juice), at a future date, at a contracted price, which are settled in cash. The notional amount represents the quantity of such commodities multiplied by the future price at the contract date. Daily cash settlements of price movements are made for all instruments.

 

Forwards–Interest forward contracts are agreements to exchange payments on a specified future date, based onbasedon a market change in interest rates from trade date to contract settlement date. Foreign exchange forward contracts represent agreements to exchange the currency of one country for the currency of another country at an agreed price, at an agreed settlement date. Financial instrument forward contracts are commitments to buy or sell a financial instrument on a future date at a contracted price and are settled in cash.

 

Swaps–Interest rate and foreign exchange swap contracts are commitments to settle in cash at a future date ordateor dates, based on differentials between specified financial indices (either two different interest rates in a single currency or two different rates each in a different currency), as applied to a notional principal amount. Swap contracts presented in Other in the table below correspond substantially to inflation rate swap contracts.

 

Options–Option contracts give the purchaser, for a fee, the right, but not the obligation, to buy or sell within a limitedalimited time a financial instrument including a flow of interest, foreign currencies, commodities, or financial instruments at a contracted price that may also be settled in cash, based on differentials between specific indices.

 

Credit Derivatives–Credit derivatives are financial instruments with value relating to the credit risk associated toassociatedto the debt issued by a third party (the reference entity), which permits that one party (the purchaser of the hedge) transfers the risk to the counterparty (the seller of the hedge). The seller of the hedge should make payments as set forth in the contract when the reference entity undergoes a credit event, such as bankruptcy, default or debt restructuring. The seller of the hedge receives a premium for the hedge, but, on the other hand, assumes the risk that the underlying asset referenced in the contract undergoes a credit event, and the seller would have to make the payment to the purchaser of the hedge, which could be the notional amount of the credit derivative.

 

The total value of margins pledged in guarantee by ITAÚ UNIBANCO HOLDING was R$ 7,75712,246 (R$ 3,8267,757 at 12/31/2014)2015) and was basically comprised of government securities.

 

PerformanceF-47F-41

 

Annual Report2015

 

The following table shows the composition of derivatives by index:

 

 Off-balance sheet        
 notional amount  Amortized cost  Gains / (losses)  Fair value  Off-balance sheet
notional amount
 Balance sheet account
 receivable / (received)
(payable) paid
 Adjustment to market
value (in results /
stockholders’ equity)
 Fair value 
 12/31/2015  12/31/2015  12/31/2015  12/31/2015  12/31/2016 12/31/2016 12/31/2016 12/31/2016 
Futures contracts  589,451   (71)  600   529   666,927   61   66   127 
Purchase commitments  189,037   702   624   1,326   200,752   (237)  86   (151)
Commodities  316   -   -   -   147   -   -   - 
Indices  60,485   702   (6)  696   47,295   (213)  3   (210)
Interbank market  88,411   (40)  1   (39)  109,649   1   -   1 
Foreign currency  34,228   40   629   669   31,141   (25)  83   58 
Securities  5,508   -   -   -   12,520   -   -   - 
Other  89   -   -   - 
Commitments to sell  400,414   (773)  (24)  (797)  466,175   298   (20)  278 
Commodities  158   -   -   -   284   -   -   - 
Indices  73,466   (754)  8   (746)  169,930   306   (1)  305 
Interbank market  190,855   60   -   60   213,991   (11)  1   (10)
Foreign currency  129,357   (79)  (32)  (111)  70,719   3   (22)  (19)
Fixed rate  941   -   2   2 
Securities  6,260   -   -   -   10,275   -   -   - 
Other  318   -   -   -   35   -   -   - 
Swap contracts      (8,848)  1,664   (7,184)      (4,446)  1,767   (2,679)
Asset position  327,834   4,764   4,383   9,147   471,221   6,602   3,940   10,542 
Commodities  4   -   -   -   5   -   -   - 
Indices  134,426   (18)  1,050   1,032   196,505   794   456   1,250 
Interbank market  60,888   426   818   1,244   47,210   1,897   7   1,904 
Foreign currency  14,668   3,068   1,234   4,302   13,582   1,136   (1)  1,135 
Floating rate  11,491   377   143   520   38,262   (21)  1,471   1,450 
Fixed rate  106,316   911   1,138   2,049   175,609   2,795   2,007   4,802 
Securities  25   -   -   -   12   -   -   - 
Other  16   -   -   -   36   1   -   1 
Liability position  336,682   (13,612)  (2,719)  (16,331)  475,667   (11,048)  (2,173)  (13,221)
Commodities  15   -   -   -   131   -   -   - 
Indices  100,826   (2,316)  (311)  (2,627)  147,560   (2,729)  (2,115)  (4,844)
Interbank market  37,889   (233)  (1,167)  (1,400)  36,554   (328)  (68)  (396)
Foreign currency  33,944   (6,084)  (756)  (6,840)  21,156   (915)  17   (898)
Floating rate  11,195   (155)  (560)  (715)  36,438   (140)  (1,204)  (1,344)
Fixed rate  152,593   (4,795)  70   (4,725)  233,780   (6,926)  1,195   (5,731)
Securities  64   (29)  5   (24)  20   (10)  2   (8)
Other  156   -   -   -   28   -   -   - 
Option contracts  285,405   136   (336)  (200)  583,527   (2,108)  2,348   240 
Purchase commitments – long position  61,880   2,288   1,661   3,949   163,069   1,490   (625)  865 
Commodities  481   25   (11)  14   404   16   1   17 
Indices  5,505   66   (25)  41   99,978   111   (8)  103 
Interbank market  5,116   15   6   21   1,247   1   20   21 
Foreign currency  44,802   2,073   1,474   3,547   45,106   1,205   (835)  370 
Fixed rate  6   -   -   -   11   -   -   - 
Securities  5,872   101   208   309   16,254   150   187   337 
Other  98   8   9   17   69   7   10   17 
Commitments to sell – long position  85,099   1,481   153   1,634   142,234   1,713   2,214   3,927 
Commodities  159   9   12   21   162   4   5   9 
Indices  27,824   133   16   149   92,088   106   (9)  97 
Interbank market  12,347   16   (16)  -   7,533   6   (2)  4 
Foreign currency  36,526   1,024   (557)  467   33,078   1,348   2,101   3,449 
Fixed rate  179   8   (1)  7   145   6   (3)  3 
Securities  8,015   291   698   989   9,211   243   122   365 
Other  49   -   1   1   17   -   -   - 
Purchase commitments – short position  58,929   (2,020)  (2,141)  (4,161)  129,392   (2,674)  1,721   (953)
Commodities  249   (6)  -   (6)  239   (3)  (8)  (11)
Indices  5,418   (66)  21   (45)  83,283   (161)  29   (132)
Interbank market  5,146   (21)  (30)  (51)  95   -   -   - 
Foreign currency  42,750   (1,864)  (1,902)  (3,766)  39,900   (2,447)  1,875   (572)
Fixed rate  112   -   -   -   94   (1)  -   (1)
Securities  5,156   (55)  (221)  (276)  5,599   (54)  (166)  (220)
Other  98   (8)  (9)  (17)  182   (8)  (9)  (17)
Commitments to sell – short position  79,497   (1,613)  (9)  (1,622)  148,832   (2,637)  (962)  (3,599)
Commodities  290   (22)  (39)  (61)  268   (17)  (3)  (20)
Indices  30,277   (158)  (23)  (181)  104,268   (137)  51   (86)
Interbank market  7,694   (10)  10   -   3,438   (10)  2   (8)
Foreign currency  33,751   (1,147)  740   (407)  34,132   (2,258)  (884)  (3,142)
Fixed rate  22   (1)  -   (1)  28   (1)  -   (1)
Securities  7,414   (275)  (696)  (971)  6,681   (214)  (128)  (342)
Other  49   -   (1)  (1)  17   -   -   - 

 

PerformanceF-48F-42

 

 

Annual Report2015
  Off-balance sheet
notional amount
  Balance sheet account
receivable / (received)
(payable) paid
  Adjustment to market
value (in results /
stockholders’ equity)
  Fair value 
  12/31/2016  12/31/2016  12/31/2016  12/31/2016 
Forward operations (onshore)  13,429   1,446   (5)  1,441 
Purchases receivable  1,186   1,240   (5)  1,235 
Floating rate  546   545   1   546 
Fixed rate  395   450   -   450 
Securities  245   245   (6)  239 
Purchases payable  -   (971)  -   (971)
Floating rate  -   (545)  -   (545)
Fixed rate  -   (421)  -   (421)
Securities  -   (5)  -   (5)
Sales receivable  8,139   3,734   2   3,736 
Interbank market  4,396   8   -   8 
Floating rate  300   300   -   300 
Fixed rate  2,250   2,257   -   2,257 
Securities  1,193   1,169   2   1,171 
Sales deliverable  4,104   (2,557)  (2)  (2,559)
Interbank market  4,104   -   (2)  (2)
Floating rate  -   (300)  -   (300)
Fixed rate  -   (2,257)  -   (2,257)
Credit derivatives  12,100   -   34   34 
Asset position  5,306   190   (9)  181 
Foreign currency  3,876   188   (56)  132 
Fixed rate  114   -   2   2 
Securities  1,161   2   41   43 
Other  155   -   4   4 
Liability position  6,794   (190)  43   (147)
Foreign currency  5,487   (189)  70   (119)
Fixed rate  33   (1)  -   (1)
Securities  974   -   (21)  (21)
Other  300   -   (6)  (6)
Forwards operations (offshore)  250,775   472   162   634 
Asset position  134,049   3,283   176   3,459 
Commodities  206   18   1   19 
Indices  148   9   -   9 
Foreign currency  133,693   3,256   175   3,431 
Securities  2   -   -   - 
Liability position  116,726   (2,811)  (14)  (2,825)
Commodities  244   (27)  2   (25)
Indices  27   -   -   - 
Foreign currency  116,437   (2,784)  (16)  (2,800)
Securities  18   -   -   - 
Check of swap  1,493   (326)  61   (265)
Asset position - Foreign currency  923   18   70   88 
Liability position - Interbank market  570   (344)  (9)  (353)
Other derivative financial instruments  4,217   45   (44)  1 
Asset position  2,569   48   23   71 
Foreign currency  148   (3)  8   5 
Fixed rate  1,174   48   (5)  43 
Securities  940   3   14   17 
Other  307   -   6   6 
Liability position  1,648   (3)  (67)  (70)
Commodities  2   -   -   - 
Foreign currency  84   -   (32)  (32)
Fixed rate  81   (1)  (1)  (2)
Securities  1,317   (2)  (30)  (32)
Other  164   -   (4)  (4)
   Asset   18,379   5,852   24,231 
   Liability   (23,235)  (1,463)  (24,698)
   Total   (4,856)  4,389   (467)

 

  Off-balance sheet          
  notional amount  Amortized cost  Gains / (losses)  Fair value 
  12/31/2015  12/31/2015  12/31/2015  12/31/2015 
Forward operations (onshore)  40,227   2,253   80   2,333 
Purchases receivable  516   636   -   636 
Foreign currency  -   1   -   1 
Floating rate  354   353   -   353 
Fixed rate  154   273   -   273 
Securities  8   9   -   9 
Purchases payable  -   (508)  -   (508)
Floating rate  -   (353)  -   (353)
Fixed rate  -   (154)  -   (154)
Securities  -   (1)  -   (1)
Sales receivable  23,208   2,448   82   2,530 
Interbank market  20,697   -   73   73 
Floating rate  164   164   -   164 
Fixed rate  153   157   -   157 
Securities  2,194   2,127   9   2,136 
Sales deliverable  16,503   (323)  (2)  (325)
Interbank market  16,503   -   (3)  (3)
Foreign currency  -   (2)  -   (2)
Floating rate  -   (164)  1   (163)
Fixed rate  -   (157)  -   (157)
Credit derivatives  12,662   58   (319)  (261)
Asset position  4,605   353   261   614 
Foreign currency  3,625   353   212   565 
Securities  788   -   45   45 
Other  192   -   4   4 
Liability position  8,057   (295)  (580)  (875)
Foreign currency  4,360   (290)  (267)  (557)
Fixed rate  547   (6)  (3)  (9)
Securities  2,763   1   (275)  (274)
Other  387   -   (35)  (35)
Forwards operations (offshore)  148,477   203   85   288 
Asset position  71,227   3,285   145   3,430 
Commodities  419   47   -   47 
Indices  22   1   -   1 
Foreign currency  70,786   3,237   145   3,382 
Liability position  77,250   (3,082)  (60)  (3,142)
Commodities  152   (13)  2   (11)
Indices  77   (3)  -   (3)
Foreign currency  77,020   (3,066)  (62)  (3,128)
Securities  1   -   -   - 
Check of swap  2,817   (330)  140   (190)
Asset position  1,697   199   156   355 
Interbank market  591   -   -   - 
Foreign currency  1,106   199   156   355 
Liability position - Foreign currency  1,120   (529)  (16)  (545)
Other derivative financial instruments  16,651   117   252   369 
Asset position  15,508   2,964   967   3,931 
Foreign currency  10,468   2,883   588   3,471 
Fixed rate  1,464   71   63   134 
Securities  3,113   10   279   289 
Other  463   -   37   37 
Liability position  1,143   (2,847)  (715)  (3,562)
Foreign currency  283   (2,847)  (687)  (3,534)
Securities  743   -   (25)  (25)
Other  117   -   (3)  (3)
   Asset   18,347   8,408   26,755 
   Liability   (24,829)  (6,242)  (31,071)
   Total   (6,482)  2,166   (4,316)

Derivative contracts mature as follows (in days):
Off-balance sheet – notional amount 0 - 30  31 - 180  181 - 365  Over 365  12/31/2016 
Futures contractsK  184,309   221,487   50,749   210,382   666,927 
Swaps contracts - difference payable  17,588   67,405   50,000   329,626   464,619 
Options  191,242   191,998   175,220   25,067   583,527 
Forwards (onshore)  9,197   4,230   2   -   13,429 
Credit derivatives  -   1,233   1,098   9,769   12,100 
Forwards (offshore)  63,764   124,695   42,700   19,616   250,775 
Check of swap  -   180   913   400   1,493 
Other derivative financial instruments  32   579   418   3,188   4,217 

 

Derivative contracts mature as follows (in days):
Off-balance sheet – notional amount 0 - 30  31 - 180  181 - 365  Over 365  12/31/2015 
Futures contracts  152,087   138,545   74,365   224,454   589,451 
Swaps contracts - difference payable  10,654   39,702   46,157   226,557   323,070 
Options  93,587   123,391   40,860   27,567   285,405 
Forwards (onshore)  6,591   22,349   10,118   1,169   40,227 
Credit derivatives  -   1,436   428   10,798   12,662 
Forwards (offshore)  43,651   70,688   23,365   10,773   148,477 
Check of swap  -   -   -   1,697   1,697 
Other derivative financial instruments  1,550   3,254   502   11,345   16,651 

PerformanceF-49F-43

 

Annual Report2015

 

The following table shows the composition of derivatives by index:

 

 Off-balance sheet        
 notional amount  Amortized cost  Gains / (losses)  Fair value  Off-balance sheet
notional amount
  Balance sheet account
receivable / (received)
(payable) paid
  Adjustment to market
value (in results /
stockholders’ equity)
  Fair value 
 12/31/2014  12/31/2014  12/31/2014  12/31/2014  12/31/2015  12/31/2015  12/31/2015  12/31/2015 
Futures contracts  331,022   (375)  21   (354)  589,451   (71)  600   529 
Purchase commitments  97,931   (694)  48   (646)  189,037   702   624   1,326 
Commodities  157   -   -   -   316   -   -   - 
Indices  43,126   (624)  (9)  (633)  60,485   702   (6)  696 
Interbank market  29,994   49   -   49   88,411   (40)  1   (39)
Foreign currency  17,797   (119)  57   (62)  34,228   40   629   669 
Fixed rate  41   -   -   - 
Securities  6,811   -   -   -   5,508   -   -   - 
Other  5   -   -   -   89   -   -   - 
Commitments to sell  233,091   319   (27)  292   400,414   (773)  (24)  (797)
Commodities  341   -   -   -   158   -   -   - 
Indices  19,289   311   5   316   73,466   (754)  8   (746)
Interbank market  82,595   (117)  1   (116)  190,855   60   -   60 
Foreign currency  123,068   125   (33)  92   129,357   (79)  (32)  (111)
Securities  7,798   -   -   -   6,260   -   -   - 
Other  318   -   -   - 
Swap contracts      (5,132)  414   (4,718)      (8,848)  1,664   (7,184)
Asset position  270,219   4,011   805   4,816   327,834   4,764   4,383   9,147 
Commodities  4   -   -   - 
Indices  103,921   588   137   725   134,426   (18)  1,050   1,032 
Interbank market  68,534   345   456   801   60,888   426   818   1,244 
Foreign currency  12,057   1,323   70   1,393   14,668   3,068   1,234   4,302 
Floating rate  3,763   115   77   192   11,491   377   143   520 
Fixed rate  81,917   1,640   65   1,705   106,316   911   1,138   2,049 
Securities  16   -   -   -   25   -   -   - 
Other  11   -   -   -   16   -   -   - 
Liability position  275,351   (9,143)  (391)  (9,534)  336,682   (13,612)  (2,719)  (16,331)
Commodities  25   -   -   -   15   -   -   - 
Indices  72,197   (2,510)  39   (2,471)  100,826   (2,316)  (311)  (2,627)
Interbank market  51,284   (71)  (601)  (672)  37,889   (233)  (1,167)  (1,400)
Foreign currency  24,796   (2,359)  155   (2,204)  33,944   (6,084)  (756)  (6,840)
Floating rate  5,665   (74)  (129)  (203)  11,195   (155)  (560)  (715)
Fixed rate  121,048   (4,065)  131   (3,934)  152,593   (4,795)  70   (4,725)
Securities  88   (41)  12   (29)  64   (29)  5   (24)
Other  248   (23)  2   (21)  156   -   -   - 
Option contracts  503,836   (93)  (92)  (185)  285,405   136   (336)  (200)
Purchase commitments – long position  88,641   1,120   853   1,973   61,880   2,288   1,661   3,949 
Commodities  614   17   (2)  15   481   25   (11)  14 
Indices  35,438   102   (22)  80   5,505   66   (25)  41 
Interbank market  12,430   48   34   82   5,116   15   6   21 
Foreign currency  36,918   898   566   1,464   44,802   2,073   1,474   3,547 
Floating rate  8   -   -   - 
Fixed rate  2   -   -   -   6   -   -   - 
Securities  3,153   49   268   317   5,872   101   208   309 
Other  78   6   9   15   98   8   9   17 
Commitments to sell – long position  142,059   1,049   (150)  899   85,099   1,481   153   1,634 
Commodities  176   6   7   13   159   9   12   21 
Indices  77,500   163   (1)  162   27,824   133   16   149 
Interbank market  23,359   44   (42)  2   12,347   16   (16)  - 
Foreign currency  30,936   625   (419)  206   36,526   1,024   (557)  467 
Floating rate  163   1   (1)  - 
Fixed rate  114   5   -   5   179   8   (1)  7 
Securities  9,778   205   305   510   8,015   291   698   989 
Other  33   -   1   1   49   -   1   1 
Purchase commitments – short position  88,218   (1,136)  (910)  (2,046)  58,929   (2,020)  (2,141)  (4,161)
Commodities  433   (8)  (1)  (9)  249   (6)  -   (6)
Indices  38,388   (73)  (15)  (88)  5,418   (66)  21   (45)
Interbank market  7,380   (33)  (31)  (64)  5,146   (21)  (30)  (51)
Foreign currency  34,500   (990)  (579)  (1,569)  42,750   (1,864)  (1,902)  (3,766)
Fixed rate  68   -   -   -   112   -   -   - 
Securities  7,371   (26)  (275)  (301)  5,156   (55)  (221)  (276)
Other  78   (6)  (9)  (15)  98   (8)  (9)  (17)
Commitments to sell – short position  184,918   (1,126)  115   (1,011)  79,497   (1,613)  (9)  (1,622)
Commodities  328   (18)  (25)  (43)  290   (22)  (39)  (61)
Indices  123,694   (92)  (90)  (182)  30,277   (158)  (23)  (181)
Interbank market  20,849   (24)  23   (1)  7,694   (10)  10   - 
Foreign currency  30,937   (801)  506   (295)  33,751   (1,147)  740   (407)
Fixed rate  3   -   -   -   22   (1)  -   (1)
Securities  9,074   (191)  (298)  (489)  7,414   (275)  (696)  (971)
Other  33   -   (1)  (1)  49   -   (1)  (1)

 

PerformanceF-50F-44

 

 

Annual Report2015
  Off-balance sheet
notional amount
  Balance sheet account
receivable / (received)
(payable) paid
  Adjustment to market
value (in results /
stockholders equity)
  Fair value 
  12/31/2015  12/31/2015  12/31/2015  12/31/2015 
Forwards operations (onshore)  40,227   2,253   80   2,333 
Purchases receivable  516   636   -   636 
Foreign currency  -   1   -   1 
Floating rate  354   353   -   353 
Fixed rate  154   273   -   273 
Securities  8   9   -   9 
Purchases payable  -   (508)  -   (508)
Floating rate  -   (353)  -   (353)
Fixed rate  -   (154)  -   (154)
Securities  -   (1)  -   (1)
Sales receivable  23,208   2,448   82   2,530 
Interbank market  20,697   -   73   73 
Floating rate  164   164   -   164 
Fixed rate  153   157   -   157 
Securities  2,194   2,127   9   2,136 
Sales deliverable  16,503   (323)  (2)  (325)
Interbank market  16,503   -   (3)  (3)
Foreign currency  -   (2)  -   (2)
Floating rate  -   (164)  1   (163)
Fixed rate  -   (157)  -   (157)
Credit derivatives  12,662   58   (319)  (261)
Asset position  4,605   353   261   614 
Foreign currency  3,625   353   212   565 
Securities  788   -   45   45 
Other  192   -   4   4 
Liability position  8,057   (295)  (580)  (875)
Foreign currency  4,360   (290)  (267)  (557)
Fixed rate  547   (6)  (3)  (9)
Securities  2,763   1   (275)  (274)
Other  387   -   (35)  (35)
Forwards operations (offshore)  148,477   203   85   288 
Asset position  71,227   3,285   145   3,430 
Commodities  419   47   -   47 
Indices  22   1   -   1 
Foreign currency  70,786   3,237   145   3,382 
Liability position  77,250   (3,082)  (60)  (3,142)
Commodities  152   (13)  2   (11)
Indices  77   (3)  -   (3)
Foreign currency  77,020   (3,066)  (62)  (3,128)
Securities  1   -   -   - 
Check of swap  1,676   (330)  140   (190)
Asset position - Foreign currency  1,106   199   156   355 
Liability position - Interbank market  570   (529)  (16)  (545)
Other derivative financial instruments  16,651   117   252   369 
Asset position  15,508   2,964   967   3,931 
Foreign currency  10,468   2,883   588   3,471 
Fixed rate  1,464   71   63   134 
Securities  3,113   10   279   289 
Other  463   -   37   37 
Liability position  1,143   (2,847)  (715)  (3,562)
Foreign currency  283   (2,847)  (687)  (3,534)
Securities  743   -   (25)  (25)
Other  117   -   (3)  (3)
   Asset   18,347   8,408   26,755 
   Liability   (24,829)  (6,242)  (31,071)
   Total   (6,482)  2,166   (4,316)

 

  Off-balance sheet          
  notional amount  Amortized cost  Gains / (losses)  Fair value 
  12/31/2014  12/31/2014  12/31/2014  12/31/2014 
Forwards operations (onshore)  7,939   1,723   (11)  1,712 
Purchases receivable  162   163   1   164 
Floating rate  66   65   1   66 
Fixed rate  94   96   -   96 
Securities  2   2   -   2 
Purchases payable  -   (162)  -   (162)
Floating rate  -   (65)  -   (65)
Fixed rate  -   (95)  -   (95)
Securities  -   (2)  -   (2)
Sales receivable  2,201   2,231   (1)  2,230 
Floating rate  122   124   -   124 
Fixed rate  386   462   -   462 
Securities  1,693   1,645   (1)  1,644 
Sales deliverable  5,576   (509)  (11)  (520)
Interbank market  5,576   -   (8)  (8)
Floating rate  -   (124)  (2)  (126)
Fixed rate  -   (385)  (1)  (386)
Credit derivatives  11,161   25   (82)  (57)
Asset position  6,804   178   (56)  122 
Foreign currency  1,806   118   (68)  50 
Fixed rate  3,932   59   (28)  31 
Securities  826   1   34   35 
Other  240   -   6   6 
Liability position  4,357   (153)  (26)  (179)
Foreign currency  1,790   (110)  57   (53)
Fixed rate  563   (31)  19   (12)
Securities  1,935   (12)  (101)  (113)
Other  69   -   (1)  (1)
Forwards operations (offshore)  101,874   336   77   413 
Asset position  54,432   2,078   28   2,106 
Commodities  182   14   1   15 
Foreign currency  54,212   2,061   27   2,088 
Securities  38   3   -   3 
Liability position  47,442   (1,742)  49   (1,693)
Commodities  152   (24)  6   (18)
Foreign currency  47,290   (1,717)  43   (1,674)
Securities  -   (1)  -   (1)
Check of swap  2,537   (209)  73   (136)
Asset position  1,618   -   93   93 
Interbank market  710   -   -   - 
Foreign currency  908   -   93   93 
Liability position - Foreign currency  919   (209)  (20)  (229)
Other derivative financial instruments  11,276   109   22   131 
Asset position  6,817   1,504   249   1,753 
Foreign currency  2,647   1,399   183   1,582 
Fixed rate  628   42   (26)  16 
Securities  3,454   63   91   154 
Other  88   -   1   1 
Liability position  4,459   (1,395)  (227)  (1,622)
Foreign currency  3,474   (1,395)  (209)  (1,604)
Securities  766   -   (14)  (14)
Other  219   -   (4)  (4)
   Asset   12,334   1,822   14,156 
   Liability   (15,950)  (1,400)  (17,350)
   Total   (3,616)  422   (3,194)
Derivative contracts mature as follows (in days): 
Off-balance sheet - notional amount 0 - 30  31 - 180  181 - 365  Over 365  12/31/2015 
Futures contracts  152,087   138,545   74,365   224,454   589,451 
Swaps contracts - difference payable  10,654   39,702   46,157   226,557   323,070 
Options  93,587   123,391   40,860   27,567   285,405 
Forwards (onshore)  6,591   22,349   10,118   1,169   40,227 
Credit derivatives  -   1,436   428   10,798   12,662 
Forwards (offshore)  43,651   70,688   23,365   10,773   148,477 
Check of swap  -   -   -   1,676   1,676 
Other derivative financial instruments  1,550   3,254   502   11,345   16,651 

 

Derivative contracts mature as follows (in days):
Off-balance sheet - notional amount 0 - 30  31 - 180  181 - 365  Over 365  12/31/2014 
Futures contracts  26,358   119,027   47,279   138,358   331,022 
Swaps contracts - difference payable  13,374   72,365   22,292   158,177   266,208 
Options  231,624   203,454   52,421   16,337   503,836 
Forwards (onshore)  2,325   4,455   838   321   7,939 
Credit derivatives  291   2,757   500   7,613   11,161 
Forwards (offshore)  36,297   42,057   16,510   7,010   101,874 
Check of swap  -   -   277   1,341   1,618 
Other derivative financial instruments  171   868   1,785   8,452   11,276 

PerformanceF-51F-45

 

Annual Report2015

 

Derivative financial instruments

 

See below the composition of the Derivative financial instruments portfolio (assets and liabilities) by type of instrument, stated fair value, and by maturity.

 

  12/31/2015 
        0-30  31-90  91-180  181-365  366-720  Over 720 
  Fair value  %  days  days  days  days  days  days 
Assets                                
Futures contracts - BM&FBOVESPA  529   2.0   639   (155)  (18)  (49)  76   36 
Swaps – difference receivable  9,147   34.2   666   224   403   1,513   1,935   4,406 
BM&FBOVESPA  662   2.5   17   13   25   104   126   377 
Companies  5,127   19.1   627   29   46   1,037   838   2,550 
Financial institutions  2,826   10.6   21   177   325   329   657   1,317 
Individuals  532   2.0   1   5   7   43   314   162 
Option premiums  5,583   20.8   2,413   676   609   715   692   478 
BM&FBOVESPA  2,597   9.7   2,074   228   140   113   31   11 
Companies  1,278   4.8   118   147   131   194   412   276 
Financial institutions  1,697   6.3   221   300   337   399   249   191 
Individuals  11   0.0   -   1   1   9   -   - 
Forwards (onshore)  3,166   11.9   1,204   1,417   538   6   1   - 
BM&FBOVESPA  2,218   8.3   368   1,313   530   6   1   - 
Companies  530   2.0   418   104   8   -   -   - 
Financial institutions  418   1.6   418   -   -   -   -   - 
Credit derivatives - financial Institutions  614   2.3   -   -   2   2   26   584 
Forwards (offshore)  3,430   12.8   1,030   794   526   434   233   413 
BM&FBOVESPA  47   0.2   3   19   7   18   -   - 
Companies  1,453   5.4   177   327   288   294   135   232 
Financial institutions  1,927   7.2   850   447   230   121   98   181 
Individuals  3   0.0   -   1   1   1   -   - 
Check of swap - Companies  355   1.3   -   -   -   -   355   - 
Other  3,931   14.7   88   1,269   867   32   112   1,563 
Companies  415   1.6   3   13   14   14   74   297 
Financial institutions  3,516   13.1   85   1,256   853   18   38   1,266 
Total(*)  26,755   100.0   6,040   4,225   2,927   2,653   3,430   7,480 
% per maturity term          22.6   15.8   10.9   9.9   12.8   28.0 
(*)Of the total asset portfolio of Derivative Financial Instruments, R$ 15,845 refers to current and R$ 10,910 to non-current.
  12/31/2016 
  Fair value  %  0-30
days
  31-90
days
  91-180
days
  181-365
days
  366-720
days
  Over 720
days
 
Assets                                
Futures contracts  127   0.5   85   51   13   (18)  (6)  2 
BM&FBOVESPA  128   0.5   85   52   13   (18)  (6)  2 
Financial institutions  (1)  0.0   -   (1)  -   -   -   - 
Swaps – difference receivable  10,542   43.5   828   723   585   659   1,497   6,250 
BM&FBOVESPA  1,417   5.8   178   156   218   58   206   601 
Companies  4,585   18.9   322   354   227   390   764   2,528 
Financial institutions  4,256   17.6   319   197   122   196   447   2,975 
Individuals  284   1.2   9   16   18   15   80   146 
Option premiums  4,792   19.7   354   582   759   1,540   1,397   160 
BM&FBOVESPA  1,679   6.9   144   209   182   1,075   41   28 
Companies  507   2.1   23   19   88   134   188   55 
Financial institutions  2,603   10.7   187   354   488   329   1,168   77 
Individuals  3   0.0   -   -   1   2   -   - 
Forwards (onshore)  4,971   20.6   3,947   735   287   2   -   - 
BM&FBOVESPA  1,418   5.9   427   703   286   2   -   - 
Companies  2,783   11.5   2,750   32   1   -   -   - 
Financial institutions  770   3.2   770   -   -   -   -   - 
Credit derivatives - financial Institutions  181   0.7   -   -   3   5   13   160 
Forwards (offshore)  3,459   14.3   601   1,252   444   579   245   338 
BM&FBOVESPA  305   1.3   82   123   56   44   -   - 
Companies  1,243   5.1   185   344   216   231   200   67 
Financial institutions  1,908   7.9   333   783   172   304   45   271 
Individuals  3   0.0   1   2   -   -   -   - 
Check of swap - Companies  88   0.4   -   -   35   53   -   - 
Other  71   0.3   -   -   1   6   13   51 
Companies  29   0.1   -   -   -   5   8   16 
Financial institutions  42   0.2   -   -   1   1   5   35 
Total (*)  24,231   100.0   5,815   3,343   2,127   2,826   3,159   6,961 
% per maturity term          24.0   13.8   8.8   11.7   13.0   28.7 

(*) Of the total asset portfolio of Derivative Financial Instruments, R$ 14,111 refers to current and R$ 10,120 to non-current.

 

PerformanceF-52F-46

 

Annual Report2015

 

Derivative financial instruments

 

See below the composition of the Derivative Financial Instruments portfolio (assets and liabilities) by type of instrument, stated fair value and by maturity.

 

 12/31/2014  12/31/2015 
      0-30 31-90 91-180 181-365 366-720 Over 720  Fair value % 0-30
days
 31-90
days
 91-180
days
 181-365
days
 366-720
days
 Over 720
days
 
 Fair value  %  days  days  days  days  days  days                  
Assets                                                                
Futures - BM&FBOVESPA  529   2.0   639   (155)  (18)  (49)  76   36 
Swaps – difference receivable  4,816   34.0   448   150   429   233   643   2,913   9,147   34.2   666   224   403   1,513   1,935   4,406 
BM&FBOVESPA  109   0.8   1   22   12   8   11   55   662   2.5   17   13   25   104   126   377 
Companies  2,961   20.8   278   62   186   125   461   1,849   5,127   19.1   627   29   46   1,037   838   2,550 
Financial institutions  1,354   9.6   165   53   38   75   128   895   2,826   10.6   21   177   325   329   657   1,317 
Individuals  392   2.8   4   13   193   25   43   114   532   2.0   1   5   7   43   314   162 
Option premiums  2,872   20.2   481   738   384   598   308   363   5,583   20.8   2,413   676   609   715   692   478 
BM&FBOVESPA  647   4.5   140   246   72   165   23   1   2,597   9.7   2,074   228   140   113   31   11 
Companies  613   4.3   37   45   56   143   140   192   1,278   4.8   118   147   131   194   412   276 
Financial institutions  1,611   11.4   304   447   255   290   145   170   1,697   6.3   221   300   337   399   249   191 
Individuals  1   -   -   -   1   -   -   -   11   0.0   -   1   1   9   -   - 
Forwards (onshore)  2,394   16.9   846   832   714   2   -   -   3,166   11.9   1,204   1,417   538   6   1   - 
BM&FBOVESPA  1,646   11.6   163   796   685   2   -   -   2,218   8.3   368   1,313��  530   6   1   - 
Companies  406   2.9   341   36   29   -   -   -   530   2.0   418   104   8   -   -   - 
Financial institutions  342   2.4   342   -   -   -   -   -   418   1.6   418   -   -   -   -   - 
Credit derivatives - financial institutions  122   0.9   -   -   1   6   8   107   614   2.3   -   -   2   2   26   584 
Forwards (offshore)  2,106   14.9   631   519   287   406   149   114   3,430   12.8   1,030   794   526   434   233   413 
BM&FBOVESPA  47   0.2   3   19   7   18   -   - 
Companies  914   6.5   101   280   152   195   94   92   1,453   5.4   177   327   288   294   135   232 
Financial institutions  1,190   8.4   530   237   135   211   55   22   1,927   7.2   850   447   230   121   98   181 
Individuals  2   -   -   2   -   -   -   -   3   0.0   -   1   1   1   -   - 
Check of swap - Companies  93   0.7   -   -   -   7   -   86   355   1.3   -   -   -   -   355   - 
Other  1,753   12.4   2   16   3   986   69   677   3,931   14.7   88   1,269   867   32   112   1,563 
Companies  211   1.5   1   3   3   10   59   135   415   1.6   3   13   14   14   74   297 
Financial institutions  1,542   10.9   1   13   -   976   10   542   3,516   13.1   85   1,256   853   18   38   1,266 
Total(*)  14,156   100.0   2,408   2,255   1,818   2,238   1,177   4,260   26,755   100.0   6,040   4,225   2,927   2,653   3,430   7,480 
% per maturity term          17.0   15.9   12.8   15.8   8.3   30.1           22.6   15.8   10.9   9.9   12.8   28.0 

(*) Of the total asset portfolio of Derivative Financial Instruments, R$ 8,71915,845 refers to current and R$ 5,43710,910 to non-current.

 

PerformanceF-53F-47

 

 

Annual Report2015
  12/31/2016 
  Fair value  %  0 - 30
days
  31 - 90
days
  91 - 180
days
  181 - 365
days
  366 - 720
days
  Over 720
days
 
Liabilities                                
Swaps – Difference payable  (13,221)  53.4   (461)  (228)  (742)  (732)  (2,352)  (8,706)
BM&FBOVESPA  (1,614)  6.5   (304)  (75)  (124)  (97)  (125)  (889)
Companies  (2,531)  10.2   (67)  (32)  (90)  (248)  (573)  (1,521)
Financial institutions  (4,106)  16.6   (79)  (103)  (128)  (311)  (554)  (2,931)
Individuals  (4,970)  20.1   (11)  (18)  (400)  (76)  (1,100)  (3,365)
Option premiums  (4,552)  18.5   (837)  (659)  (516)  (713)  (1,116)  (711)
BM&FBOVESPA  (1,437)  5.8   (524)  (216)  (201)  (455)  (30)  (11)
Companies  (631)  2.6   (48)  (28)  (103)  (170)  (200)  (82)
Financial institutions  (2,463)  10.0   (265)  (414)  (208)  (81)  (882)  (613)
Individuals  (21)  0.1   -   (1)  (4)  (7)  (4)  (5)
Forwards (onshore)  (3,530)  14.3   (3,530)  -   -   -   -   - 
BM&FBOVESPA  (6)  0.0   (6)  -   -   -   -   - 
Companies  (2,754)  11.2   (2,754)  -   -   -   -   - 
Financial institutions  (770)  3.1   (770)  -   -   -   -   - 
Credit derivatives - Financial institutions  (147)  0.6   -   -   -   (2)  (10)  (135)
Forwards (offshore)  (2,825)  11.5   (466)  (881)  (527)  (299)  (99)  (553)
BM&FBOVESPA  (259)  1.0   (102)  (76)  (41)  (40)  -   - 
Companies  (648)  2.6   (166)  (158)  (124)  (129)  (37)  (34)
Financial institutions  (1,916)  7.9   (198)  (647)  (360)  (130)  (62)  (519)
Individuals  (2)  0.0   -   -   (2)  -   -   - 
Check of swap - Companies  (353)  1.4   -   -   -   (214)  (139)  - 
Other - Companies  (70)  0.3   -   (1)  (1)  (1)  (10)  (57)
Total (*)  (24,698)  100.0   (5,294)  (1,769)  (1,786)  (1,961)  (3,726)  (10,162)
% per maturity term          21.4   7.2   7.2   7.9   15.1   41.2 

 

  12/31/2015 
           31 - 90  91 - 180  181 - 365  366 - 720  Over 720 
  Fair value  %  0 - 30 days  days  days  days  days  days 
Liabilities                                
Swaps – Difference payable  (16,331)  52.6   (783)  (481)  (989)  (1,898)  (2,618)  (9,562)
BM&FBOVESPA  (1,107)  3.6   (9)  (10)  (35)  (145)  (340)  (568)
Companies  (5,912)  19.0   (703)  (422)  (279)  (953)  (1,339)  (2,216)
Financial institutions  (3,530)  11.4   (60)  (21)  (662)  (644)  (284)  (1,859)
Individuals  (5,782)  18.6   (11)  (28)  (13)  (156)  (655)  (4,919)
Option premiums  (5,783)  18.6   (1,460)  (1,285)  (895)  (845)  (805)  (493)
BM&FBOVESPA  (2,365)  7.6   (1,112)  (565)  (510)  (130)  (40)  (8)
Companies  (661)  2.1   (71)  (45)  (63)  (150)  (144)  (188)
Financial institutions  (2,748)  8.8   (277)  (674)  (321)  (560)  (620)  (296)
Individuals  (9)  0.1   -   (1)  (1)  (5)  (1)  (1)
Forwards (onshore)  (833)  2.6   (828)  (4)  (1)  -   -   - 
BM&FBOVESPA  (5)  0.0   -   (4)  (1)  -   -   - 
Companies  (411)  1.3   (411)  -   -   -   -   - 
Financial institutions  (417)  1.3   (417)  -   -   -   -   - 
Credit derivatives - Financial institutions  (875)  2.8   -   (9)  (9)  (5)  (105)  (747)
Forwards (offshore)  (3,142)  10.1   (692)  (727)  (785)  (581)  (233)  (124)
BM&FBOVESPA  (41)  0.1   (8)  (10)  (10)  (13)  -   - 
Companies  (1,948)  6.3   (260)  (478)  (565)  (356)  (179)  (110)
Financial institutions  (1,151)  3.7   (424)  (238)  (210)  (211)  (54)  (14)
Individuals  (2)  0.0   -   (1)  -   (1)  -   - 
Check of swap - Companies  (545)  1.8   -   -   -   -   (335)  (210)
Other  (3,562)  11.5   (87)  (1,267)  (857)  (19)  (8)  (1,324)
Companies  (817)  2.6   (1)  (3)  (6)  (4)  (8)  (795)
Financial institutions  (2,745)  8.9   (86)  (1,264)  (851)  (15)  -   (529)
Total(*)  (31,071)  100.0   (3,850)  (3,773)  (3,536)  (3,348)  (4,104)  (12,460)
% per maturity term          12.4   12.1   11.4   10.8   13.2   40.1 
(*)Of the total liability portfolio of Derivative Financial Instruments, R$ (14,507) refers to current and R$ (16,564) to non-current.

(*) Of the total liability portfolio of Derivative Financial Instruments, R$ (10,810) refers to current and R$ (13,888) to non-current.

 

PerformanceF-54F-48

 

 

Annual Report2015
  12/31/2015 
  Fair value  %  0 - 30
days
  31 - 90
days
  91 - 180
days
  181 - 365
days
  366 - 720
days
  Over 720
days
 
Liabilities                                
Swaps – difference payable  (16,331)  52.6   (783)  (481)  (989)  (1,898)  (2,618)  (9,562)
BM&FBOVESPA  (1,107)  3.6   (9)  (10)  (35)  (145)  (340)  (568)
Companies  (5,912)  19.0   (703)  (422)  (279)  (953)  (1,339)  (2,216)
Financial institutions  (3,530)  11.4   (60)  (21)  (662)  (644)  (284)  (1,859)
Individuals  (5,782)  18.6   (11)  (28)  (13)  (156)  (655)  (4,919)
Option premiums  (5,783)  18.6   (1,460)  (1,285)  (895)  (845)  (805)  (493)
BM&FBOVESPA  (2,365)  7.6   (1,112)  (565)  (510)  (130)  (40)  (8)
Companies  (661)  2.1   (71)  (45)  (63)  (150)  (144)  (188)
Financial institutions  (2,748)  8.8   (277)  (674)  (321)  (560)  (620)  (296)
Individuals  (9)  0.1   -   (1)  (1)  (5)  (1)  (1)
Forwards (onshore)  (833)  2.6   (828)  (4)  (1)  -   -   - 
BM&FBOVESPA  (5)  0.0   -   (4)  (1)  -   -   - 
Companies  (411)  1.3   (411)  -   -   -   -   - 
Financial institutions  (417)  1.3   (417)  -   -   -   -   - 
Credit derivatives - Financial institutions  (875)  2.8   -   (9)  (9)  (5)  (105)  (747)
Forwards (offshore)  (3,142)  10.1   (692)  (727)  (785)  (581)  (233)  (124)
BM&FBOVESPA  (41)  0.1   (8)  (10)  (10)  (13)  -   - 
Companies  (1,948)  6.3   (260)  (478)  (565)  (356)  (179)  (110)
Financial institutions  (1,151)  3.7   (424)  (238)  (210)  (211)  (54)  (14)
Individuals  (2)  0.0   -   (1)  -   (1)  -   - 
Check of swap - Companies  (545)  1.8   -   -   -   -   (335)  (210)
Other  (3,562)  11.5   (87)  (1,267)  (857)  (19)  (8)  (1,324)
Companies  (817)  2.6   (1)  (3)  (6)  (4)  (8)  (795)
Financial institutions  (2,745)  8.9   (86)  (1,264)  (851)  (15)  -   (529)
Total (*)  (31,071)  100.0   (3,850)  (3,773)  (3,536)  (3,348)  (4,104)  (12,460)
% per maturity term          12.4   12.1   11.4   10.8   13.2   40.1 

 

  12/31/2014 
           31 - 90  91 - 180  181 - 365  366 - 720  Over 720 
  Fair value  %  0 - 30 days  days  days  days  days  days 
Liabilities                                
Futures - BM&FBOVESPA  (354)  2.0   29   150   (192)  (207)  (63)  (71)
Swaps – difference payable  (9,534)  55.0   (241)  (335)  (706)  (720)  (778)  (6,754)
BM&FBOVESPA  (367)  2.1   (2)  (20)  (144)  (8)  (15)  (178)
Companies  (3,825)  22.1   (209)  (247)  (355)  (536)  (520)  (1,958)
Financial institutions  (1,552)  9.0   (27)  (40)  (47)  (161)  (155)  (1,122)
Individuals  (3,790)  21.8   (3)  (28)  (160)  (15)  (88)  (3,496)
Option premiums  (3,057)  17.6   (431)  (761)  (534)  (558)  (353)  (420)
BM&FBOVESPA  (545)  3.1   (121)  (194)  (127)  (60)  (43)  - 
Companies  (378)  2.2   (9)  (27)  (19)  (55)  (100)  (168)
Financial institutions  (2,133)  12.3   (300)  (540)  (388)  (443)  (210)  (252)
Individuals  (1)  -   (1)  -   -   -   -   - 
Forwards (onshore)  (682)  4.0   (681)  (1)  -   -   -   - 
BM&FBOVESPA  (8)  0.1   (7)  (1)  -   -   -   - 
Companies  (332)  1.9   (332)  -   -   -   -   - 
Financial institutions  (342)  2.0   (342)  -   -   -   -   - 
Credit derivatives  (179)  1.1   -   (1)  -   (14)  (39)  (125)
Companies  (13)  0.1   -   -   -   (13)  -   - 
Financial institutions  (166)  1.0   -   (1)  -   (1)  (39)  (125)
Forwards (offshore)  (1,693)  9.7   (404)  (472)  (352)  (343)  (78)  (44)
Companies  (867)  5.0   (146)  (272)  (139)  (214)  (62)  (34)
Financial institutions  (823)  4.7   (258)  (199)  (211)  (129)  (16)  (10)
Individuals  (3)  -   -   (1)  (2)  -   -   - 
Check of swap - Companies  (229)  1.3   -   -   -   (36)  -   (193)
Other  (1,622)  9.3   -   -   (1)  (1,002)  (17)  (602)
Companies  (278)  1.6   -   -   (1)  (2)  (7)  (268)
Financial institutions  (1,344)  7.7   -   -   -   (1,000)  (10)  (334)
Total(*)  (17,350)  100.0   (1,728)  (1,420)  (1,785)  (2,880)  (1,328)  (8,209)
% per maturity term          10.0   8.2   10.3   16.6   7.7   47.3 
(*)Of the total liability portfolio of Derivative Financial Instruments, R$ (7,813) refers to current and R$ (9,537) to non-current.

(*) Of the total liability portfolio of Derivative Financial Instruments, R$ (14,507) refers to current and R$ (16,564) to non-current.

 

PerformanceF-55F-49

 

Annual Report2015

 

a) Information on credit derivatives

 

ITAÚ UNIBANCO HOLDING buys and sells credit protection mainly related to securities of Brazilian listed companies in order to meet the needs of its customers. When ITAÚ UNIBANCO HOLDING sells contracts for credit protection, the exposure for a given reference entity may be partially or totally offset by a credit protection purchase contract of another counterparty for the same reference entity or similar entity. The credit derivatives for which ITAÚ UNIBANCO HOLDING is protection seller are credit default swaps, total return swaps and credit-linked notes.

 

Credit Default Swaps – CDS

 

CDS are credit derivatives in which, upon a credit event related to the reference entity pursuant to the terms of the contract, the protection buyer is entitled to receive, from the protection seller, the amount equivalent to the difference between the face value of the CDS contract and the fair value of the liability on the date the contract was settled, also known as the recovered amount. The protection buyer does not need to hold the debt instrument of the reference entity for it to receive the amounts due pursuant to the CDS contract terms when a credit event occurs.

 

Total Return Swap – TRS

 

TRS is a transaction in which a party swaps the total return of a reference entity or of a basket of assets for regular cash flows, usually interest and a guarantee against capital loss. In a TRS contract, the parties do not transfer the ownership of the assets.

 

The table below presents the portfolio of credit derivatives in which ITAÚ UNIBANCO HOLDING sells protection to third parties, by maturity, and the maximum potential of future payments, gross of any guarantees, as well as its classification by instrument, risk and reference entity.

 

 12/31/2015 
 Maximum potential           
 of future   From 1 to 3 From 3 to 5 Over 5  12/31/2016 
 payments, gross  Before 1 year  years  years  years  Maximum potential
of future
payments, gross
  Before 1 year  From 1 to 3
years
  From 3 to 5
years
  Over 5
years
 
By instrument                                        
CDS  8,799   1,781   3,301   3,717   -   8,094   1,989   3,487   2,585   33 
Total by instrument  8,799   1,781   3,301   3,717   -   8,094   1,989   3,487   2,585   33 
By risk rating                                        
Investment grade  8,799   1,781   3,301   3,717   -   8,094   1,989   3,487   2,585   33 
Total by risk  8,799   1,781   3,301   3,717   -   8,094   1,989   3,487   2,585   33 
By reference entity                                        
Private entities  8,799   1,781   3,301   3,717   -   8,094   1,989   3,487   2,585   33 
Total by entity  8,799   1,781   3,301   3,717   -   8,094   1,989   3,487   2,585   33 

 

 12/31/2014 
 Maximum potential          
 of future     From 1 to 3 From 3 to 5 Over 5  12/31/2015 
 payments, gross  Before 1 year  years  years  years  Maximum potential
of future
payments, gross
  Before 1 year  From 1 to 3
years
  From 3 to 5
years
  Over 5
years
 
By instrument                                        
CDS  6,829   1,578   2,341   2,644   266   8,799   1,781   3,301   3,717   - 
TRS  1,671   1,671   -   -   - 
Total by instrument  8,500   3,249   2,341   2,644   266   8,799   1,781   3,301   3,717   - 
By risk rating                                        
Investment grade  8,500   3,249   2,341   2,644   266   8,799   1,781   3,301   3,717   - 
Total by risk  8,500   3,249   2,341   2,644   266   8,799   1,781   3,301   3,717   - 
By reference entity                                        
Private entities  8,500   3,249   2,341   2,644   266   8,799   1,781   3,301   3,717   - 
Total by entity  8,500   3,249   2,341   2,644   266   8,799   1,781   3,301   3,717   - 

 

ITAÚ UNIBANCO HOLDING assesses the risk of a credit derivative based on the credit ratings attributed to the reference entity by independent credit rating agencies. Investment grade are those entities for which credit risk is rated as Baa3 or higher, as rated by Moody's, and BBB- or higher, according to the ratings of Standard & Poor’s and Fitch Ratings. The maximum potential loss that may be incurred with the credit derivative is based on the notional amount of the derivative. ITAÚ UNIBANCO HOLDING believes, based on its historical experience, that the amount of the maximum potential loss does not represent the actual level of loss. This is so because, should there be an event of loss, the amount of maximum potential loss should be reduced from the notional amount by the recoverable amount.

 

PerformanceF-56F-50

 

Annual Report2015

  

The credit derivatives sold are not covered by guarantees, and during this period, ITAÚ UNIBANCO HOLDING has not incurred any loss related to credit derivative contracts.

 

The following table presents the notional amount of purchased credit derivatives whose underlying amounts are identical to those for which ITAÚ UNIBANCO HOLDING operates as seller of the credit protection.

 

 12/31/2015 
   Notional amount of credit protection    
 Notional amount of credit purchased with identical underlying    12/31/2016 
 protection sold  amount  Net position  Notional amount of credit
protection sold
  Notional amount of credit protection
purchased with identical underlying
amount
  Net position 
CDS  (8,799)  3,863   (4,936)  (8,094)  4,006   (4,088)
Total  (8,799)  3,863   (4,936)  (8,094)  4,006   (4,088)

 

 12/31/2014 
    Notional amount of credit protection    
 Notional amount of credit purchased with identical underlying    12/31/2015 
 protection sold  amount  Net position  Notional amount of credit
protection sold
  Notional amount of credit protection
purchased with identical underlying
amount
  Net position 
CDS  (6,829)  2,661   (4,168)  (8,799)  3,863   (4,936)
TRS  (1,671)  -   (1,671)
Total  (8,500)  2,661   (5,839)  (8,799)  3,863   (4,936)

 

PerformanceF-57F-51

 

Annual Report2015

  

b) Financial instruments subject to offsetting, enforceable master netting arrangements and similar agreements

 

The following tables set forth the financial assets and liabilities that are subject to offsetting, enforceable master netting arrangements, as well as how these financial assets and liabilities have been presented in ITAÚ UNIBANCO HOLDING's consolidated financial statements. These tables also reflect the amounts of collateral pledged or received in relation to financial assets and liabilities subject to enforceable arrangements that have not been presented on a net basis in accordance with IAS 32.

 

Financial assets subject to offsetting, enforceable master netting arrangements and similar agreements:

 

 12/31/2015 
 Gross amount of     Net amount of financial assets Related amounts not offset in the statement of financial     12/31/2016 
 recognized financial Gross amount offset in the presented in the statement of position(2)    Gross amount of
recognized financial
 Gross amount offset in the Net amount of financial assets
presented in the statement of
 Related amounts not offset in the
statement of financial position(2)
    
 assets(1)  statement of financial position  financial position  Financial instruments(3)  Cash collateral received  Net amount   assets(1)  statement of financial position  financial position  Financial instruments(3)  Cash collateral received  Net amount 
Securities purchased under agreements to resell  254,404   -   254,404   (2,569)  -   251,835   265,051   -   265,051   (334)  -   264,717 
Derivatives  26,755   -   26,755   (8,150)  -   18,605   24,231   -   24,231   (4,039)  (540)  19,652 

 

 12/31/2014 
 Gross amount of   Net amount of financial assets Related amounts not offset in the statement of financial     12/31/2015 
 recognized financial  Gross amount offset in the  presented in the statement of position(2)    Gross amount of
recognized financial
 Gross amount offset in the Net amount of financial assets
presented in the statement of
 Related amounts not offset in the
statement of financial position(2)
    
 assets(1)  statement of financial position  financial position  Financial instruments(3)  Cash collateral received  Net amount  assets(1) statement of financial position financial position Financial instruments(3) Cash collateral received Net amount 
Securities purchased under agreements to resell  208,918   -   208,918   -   -   208,918   254,404   -   254,404   (2,569)  -   251,835 
Derivatives  15,039   (883)  14,156   (4,059)  -   10,097   26,755   -   26,755   (8,150)  -   18,605 

 

Financial liabilities subject to offsetting, enforceable master netting arrangements and similar agreements:

 

  12/31/2015 
  Gross amount of     Net amount of financial liabilities  Related amounts not offset in the statement of financial    
  recognized financial  Gross amount offset in the  presented in the statement of  position(2)    
  liabilities(1)  statement of financial position  financial position  Financial instruments(3)  Cash collateral pledged  Net amount 
Securities sold under repurchase agreements  336,643   -   336,643   (22,158)  -   314,485 
Derivatives  31,071   -   31,071   (8,150)  (24)  22,897 

  12/31/2016 
  Gross amount of     Net amount of financial liabilities  Related amounts not offset in the    
  recognized financial  Gross amount offset in the  presented in the statement of  statement of financial position(2)    
  liabilities(1)  statement of financial position  financial position  Financial instruments(3)  Cash collateral pledged  Net amount 
Securities sold under repurchase agreements  349,164   -   349,164   (17,829)  -   331,335 
Derivatives  24,698   -   24,698   (4,039)  -   20,659 

 

 12/31/2014  12/31/2015 
 Gross amount of     Net amount of financial liabilities Related amounts not offset in the statement of financial     Gross amount of     Net amount of financial liabilities Related amounts not offset in the    
 recognized financial  Gross amount offset in the  presented in the statement of  position(2)     recognized financial Gross amount offset in the presented in the statement of statement of financial position(2)    
 liabilities(1)  statement of financial position  financial position  Financial instruments(3)  Cash collateral pledged  Net amount  liabilities(1)  statement of financial position  financial position  Financial instruments(3)  Cash collateral pledged  Net amount 
Securities sold under repurchase agreements  288,683   -   288,683   (14,382)  -   274,301   336,643   -   336,643   (22,158)  -   314,485 
Derivatives  17,350   -   17,350   (4,059)  (55)  13,236   31,071   -   31,071   (8,150)  (24)  22,897 

(1)Includes amounts of master offset agreements and other such agreements, both enforceable and unenforceable.
(2)Limited to amounts subject to enforceable master offset agreements and other such agreements.
(3)Includes amounts subject to enforceable master offset agreements and other such agreements, and guarantees in financial instruments.

(1) Includes amounts of master offset agreements and other such agreements, both enforceable and unenforceable.

(2) Limited to amounts subject to enforceable master offset agreements and other such agreements.

(3) Includes amounts subject to enforceable master offset agreements and other such agreements, and guarantees in financial instruments.

 

Financial assets and financial liabilities are offset in the balance sheet only when there is a legally enforceable right to offset the recognized amounts and there is an intention to settle on a net basis, or realize the asset and settle the liability simultaneously.

 

Derivatives and repurchase agreements not set off in the balance sheet relate to transactions in which there are enforceable master netting agreements or similar agreements, but the offset criteria have not been met in accordance with paragraph 42 of IAS 32 mainly because ITAÚ UNIBANCO HOLDING has no intention to settle on a net basis, or realize the asset and settle the liability simultaneously.

 

PerformanceF-58F-52

 

Annual Report2015

  

Note 9 – Hedge accounting

 

There are three types of hedge relations: Fair value hedge, Cash flow hedge, and Hedge of net investment in foreign operations.

 

Cash flow hedge

a)Cash flow hedge

 

To hedge the variation of future cash flows of interest payment and receipts and exposure to futures interest rate, ITAÚ UNIBANCO HOLDING uses futures contracts traded at BM&FBOVESPA and Chicago Stock Exchange, related to certain fixed assets and liabilities, denominated in Brazilian Reais and US Dollars, futures Euro-Dollar and interest rate swaps, related to redeemable preferred shares, denominated in US Dollars, issued by one of our subsidiaries, DDI Futures contracts, traded on BM&FBOVESPA, related to highly probable forecast transactions denominated in US Dollars and NDF (Non Deliverable Forward) and currency swap, contracts traded in the over-the-counter market, related to highly probable forecast transactions not accounted for.

 

Under a DI Futures contract, a net payment (receipt) is made for the difference between an amount multiplied by the CDI rate and an amount computed and multiplied by a fixed rate. Under an interest rate swap, currency and futures Euro-Dollar, a net payment (receipt) is made for the difference between an amount computed multiplied by the LIBOR rate and the an amount computed and multiplied by a fixed rate. In DDI Future contracts, NDF and Forwards, the gain (loss) on exchange variation is computed as the difference between two periods of market quotation between the US Dollar and the contracted currency.

 

The cash flow hedge strategies of ITAÚ UNIBANCO HOLDING consist of a hedge of exposure to variations in cash flows, payment of interest and exposure to interest rate, which are attributable to changes in interest rates related to assets and liabilities recognized and changes in interest rates of unrecognized assets and liabilities.

 

ITAÚ UNIBANCO HOLDING has applied cash flow hedge strategies as follows:

 

·Hedge of time deposits and repurchase agreements: hedge of the variability in cash flows of interest payments resulting from changes in the CDI interest rate.

·Hedge of redeemable preferred shares: hedge of the variability in cash flows of interest payments resulting from changes in the LIBOR interest rate.

·Hedge of subordinated certificates of deposit (CDB): hedge of the variability in the cash flows of interest payments resulting from changes in the CDI interest rate.

·Hedge of highly probable forecast transactions: Protecting the risk associated to variation in the amount of commitments, when measured in Brazilian Reais (parent company’s functional currency) arising from variations in foreign exchange rates.

·Hedge of Syndicated Loan: hedge the variability in cash flow of interest payments resulting from changes in the LIBOR interest rate.

·Hedge of asset transactions: to hedge the variations in cash flows of interest receipts resulting from changes in the CDI rate.

·Hedge of assets denominated in UF*: to hedge the variations in cash flows of interest receipts resulting from changes in the UF*.

·Hedge of Funding: to hedge the variations in cash flows of interest payments resulting from changes in the TPM* rate and foreign exchange.

·Hedge of loan operations: variations in cash flows of interest receipts resulting from changes in the TPM* rate.
·Hedge of asset-backed securities under repurchase agreements: changes in cash flows from interest received on changes in Selic (benchmark interest rate).

*UF – Chilean unit of account / TPM – Monetary policy rate

 

To evaluate the effectiveness and to measure the ineffectiveness of such strategies, ITAÚ UNIBANCO HOLDING uses the hypothetical derivative method. The hypothetical derivative method is based on a comparison of the change in the fair value of a hypothetical derivative with terms identical to the critical terms of the variable-rate liability, and this change in the fair value of a hypothetical derivative is considered a proxy of the present value of the cumulative change in the future cash flow expected for the hedged liability.

 

All hedge relationships were designated between 2008 and 2015.2016. Periods in which expected cash flows should be paid and affect the income statement are as follows:

 

·Hedge of time deposits and agreements to resell: interest paid/received daily.

·Hedge of redeemable preferred shares: interest paid/received every half year.

·Hedge of highly probable forecast transactions: foreign exchange amount paid /received/ received on future dates.

·Hedge of Syndicated Loan: interest paid/paid / received daily.

·Hedge of asset transactions: interest paid/paid / received monthly.

F-53

·Hedge of assets denominated in UF*: interest received monthly.

·Hedge of funding: interest paid monthly.

·Hedge of loan operations: interest received monthly.

 

Following we present gains (or losses) of the effective and ineffective of the strategies of cash flow hedge.

  12/31/2016  12/31/2015 
Hedge instruments Accumulated
effective portion
  Ineffective portion  Accumulated
effective portion
  Ineffective portion 
Interest rate futures  (2,051)  10   2,947   80 
NDF  -   -   16   - 
Interest rate swap  (27)  (2)  -   - 
Total  (2,078)  8   2,963   80 

The effective portion is recognized in the stockholders' equity, under other comprehensive income and the ineffective portion is recognized in the statement of income under net gain (loss) on investment securities and derivatives.

To hedge future cash flows of highly probable forecast transactions, arising from futures contracts in foreign currency, against the exposure to future interest rate, ITAÚ UNIBANCO HOLDING negotiated DDI Futures contracts on BM&FBOVESPA and NDF (Non Deliverable Forward) contracts traded in the over-the-counter market. During the second quarter of 2015, part of the flow of these agreements was realized, and , accordingly, Asset Valuation Adjustment was reclassified and included in the deemed cost of assets related to Hedge of Highly Probable Forecast Transaction.

At 12/31/2016, the gain (loss) on cash flow hedge expected to be reclassified from Comprehensive Income to Income in the following 12 months is R$ 130 (R$ 452 at 12/31/2015).

F-54

b) Hedge of net investment in foreign operations

 

ITAÚ UNIBANCO HOLDING strategies of net investments in foreign operations consist of a hedge of the exposure in foreign currency arising from the functional currency of the foreign operation, with respect to the functional currency of the head office.

PerformanceF-59

Annual Report2015

 

To hedge the changes of future cash flows of exchange variation of net investments in foreign operations, ITAÚ UNIBANCO HOLDING uses DDI Futures contracts traded at BM&FBOVESPA, Financial Assets and Forward contracts or NDF contracts entered into by our subsidiaries abroad.

 

In DDI Future contracts, the gain (loss) on exchange variation is computed as the difference between two periods of market quotation between the US Dollar and Brazilian Real. In the Forward or NDF contracts and Financial Assets, the gain (loss) on exchange variation is computed as the difference between two periods of market quotation between the functional currency and the US Dollar.

 

ITAÚ UNIBANCO HOLDING applies the hedge of net investment in foreign operations as follows:

 

·To hedge the risk of variation in the investment amount, when measured in Brazilian Reais (the head office’s functional currency), arising from changes in exchange rates between the functional currency of the investment abroad and the Brazilian Real.

To hedge the risk of variation in the investment amount, when measured in Brazilian Reais (the head office’s functional currency), arising from changes in exchange rates between the functional currency of the investment abroad and the Brazilian Real.

 

To evaluate the effectiveness and to measure the ineffectiveness of such strategies, ITAÚ UNIBANCO HOLDING uses the Dollar Offset Method. The Dollar Offset Method is based on a comparison of the change in fair value (cash flow) of the hedge instrument, attributable to changes in exchange rate and gain (loss) arising from the variation in exchange rates, on the amount of investment abroad designated as a hedged item.

 

Hedge relationships were designated in 2011 and 2012 and the hedge instruments will mature on the sale of investments abroad, which will be in the period when the cash flows of exchange variation are expected to occur and affect the statement of income.

 

Following we present gains (or losses) of the effective and ineffective of the strategies of Hedge of net investment in foreign operations.

  12/31/2016  12/31/2015 
Hedge instrument Accumulated
effective portion
  Ineffective portion  Accumulated
effective portion
  Ineffective portion 
DDI futures  (7,490)  (51)  (11,728)  (6)
Forward  683   (48)  669   44 
NDF  2,312   (35)  2,801   76 
Financial assets  43   2   46   - 
Total  (4,452)  (132)  (8,212)  114 

The effective portion is recognized in the stockholders' equity, under other comprehensive income and the ineffective portion is recognized in the statement of income under net gain (loss) on investment securities and derivatives.

DDI Futures is a futures contract in which participants may trade a clean coupon for any period between the first maturity of the futures contract of foreign currency coupon (DDI) and a later maturity.

NDF (Non Deliverable Forward), or Forward Contract of Currency without Physical Delivery is a derivative traded on over-the-counter market, which has the foreign exchange rate of a given currency as its subject.

F-55

c) Fair value hedge

 

The fair value hedge strategy of ITAÚ UNIBANCO HOLDING consists in hedging the exposure to variation in fair value, in the receipt and payment of interest related to recognized assets and liabilities.

 

To hedge the market risk variation in the receipt and payment of interest, ITAÚ UNIBANCO HOLDING uses interest rate swap contracts related to prefixed assets and liabilities expressed in UF (Chilean Unit of Accounts - CLF), and Euros and US Dollars, issued by subsidiaries in Chile, London and London,Colombia, respectively.

 

Under an interest rate swap contract, net receipt (payment) is made for the difference between the amount computed and multiplied by variable rate and an amount computed and multiplied by a fixed rate.

 

ITAÚ UNIBANCO HOLDING has applied fair value hedge as follows:

 

·To protect the risk of variation in the fair value of receipt and payment of interest resulting from variations in the fair value of variable rates involved.
·To hedge the variations in cash flows of interest receipts resulting from changes in the CDI rate.

 

To evaluate the effectiveness and to measure the ineffectiveness of such strategy, ITAÚ UNIBANCO HOLDING uses the percentage approach and dollar offset method:

 

·The percentage approach is based on the calculation of change in the fair value of the reviewed estimate for the hedged position (hedge item) attributable to the protected risk versus the change in the fair value of the hedged derivative instrument.

 

·The dollar offset method is calculated based on the difference between the variation of the fair value of the hedging instrument and the variation in the fair value of the hedged item attributed to changes in the interest rate.

 

Hedge relationships were designated between 2012 and 2014,2016, and maturities of related swaps will occur between 20162017 and 2030. Receipts (payments) of interest flows are expected to occur on a monthly basis, and they will affect the statement of income.

 

PerformanceF-60

Annual Report2015

Following we present gains (or losses) of the effective and ineffective portions of the strategies of cash flow hedge, hedge of net investment in foreign operations and fair value hedge.

 

  12/31/2016  12/31/2015 
Hedge instrument used Accumulated
effective portion
  Ineffective portion  Accumulated
effective portion
  Ineffective portion 
Interest rate swap  (90)  (6)  (54)  (3)
Total  (90)  (6)  (54)  (3)

a) Cash flow hedge

  12/31/2015  12/31/2014 
  Accumulated     Accumulated    
Hedge instruments effective portion  Ineffective portion  effective portion  Ineffective portion 
Interest rate futures  2,947   80   793   45 
Interest rate swap  -   -   66   - 
NDF  16   -   -   - 
Total  2,963   80   859   45 

The effective portion is recognized in the stockholders' equity, under other comprehensive income and the ineffective portion is recognized in the statement of income under net gain (loss) on investment securities and derivatives.

To hedge future cash flows of highly probable forecast transactions, arising from futures contracts in foreign currency, against the exposure to future interest rate, ITAÚ UNIBANCO HOLDING negotiated DDI Futures contracts on BM&FBOVESPA and NDF (Non Deliverable Forward) contracts traded in the over-the-counter market. During the second quarter of 2015, part of the flow of these agreements was realized, and , accordingly, Asset Valuation Adjustment was reclassified and included in the deemed cost of assets related to Hedge of Highly Probable Forecast Transaction.

At 12/31/2015, the gain (loss) on cash flow hedge expected to be reclassified from Comprehensive Income to Income in the following 12 months is R$ 452 (R$ (213) at 12/31/2014 and R$ (117) at 12/31/2013).

b) Hedge of a net investment in foreign operations

  12/31/2015  12/31/2014 
  Accumulated     Accumulated    
Hedge instrument effective portion  Ineffective portion  effective portion  Ineffective portion 
DDI futures  (11,728)  (6)  (4,641)  25 
Forward  669   44   297   22 
NDF  2,801   76   1,280   5 
Financial assets  46   -   (14)  - 
Total  (8,212)  114   (3,078)  52 

The effective portion is recognized in the stockholders' equity, under other comprehensive income and the ineffective portion is recognized in the statement of income under net gain (loss) on investment securities and derivatives.

DDI Futures is a futures contract in which participants may trade a clean coupon for any period between the first maturity of the futures contract of foreign currency coupon (DDI) and a later maturity.

NDF (Non Deliverable Forward), or Forward Contract of Currency without Physical Delivery is a derivative traded on over-the-counter market, which has the foreign exchange rate of a given currency as its subject.

c) Fair value hedge

  12/31/2015  12/31/2014 
  Accumulated     Accumulated    
Hedge instrument used effective portion  Ineffective portion  effective portion  Ineffective portion 
Interest rate swap  (54)  3   (60)  - 
Total  (54)  3   (60)  - 

 

The effective and ineffective portion are recognized in the statement of income under net gain (loss) on investment securities and derivatives.

 

PerformanceF-61F-56

 

Annual Report2015

  

The tables below present, for each strategy, the notional amount and the fair value adjustments of hedge instruments and the carrying amount of the hedged item:

 

  12/31/2015  12/31/2014 
  Hedge instruments  Hedged item  Hedge instruments  Hedged item 
Strategies Notional amount  Fair value  Carrying value  Notional
amount
  Fair value  Carrying value 
Hedge of deposits and repurchase agreements  77,905   43   77,922   53,198   (92)  53,198 
Hedge of redeemable preferred shares  -   -   -   1,044   66   1,044 
Hedge of syndicated loan  8,200   (90)  8,200   5,578   (15)  5,578 
Hedge of highly probable forecast transactions  1,125   16   1,125   81   -   83 
Hedge of net investment in foreign operations(*)  21,927   (427)  12,815   14,764   296   8,858 
Hedge of fixed rate loan operations  4,346   59   4,346   2,612   40   2,612 
Hedge of structured funding  781   -   781   531   -   531 
Hedge of assets transactions  7,405   (263)  7,876   -   -   - 
Total  121,689   (662)  113,065   77,808   295   71,904 
(*)Hedge instruments include the overhedge rate of 44.65% regarding taxes.

  12/31/2016  12/31/2015 
  Hedge instruments  Hedged item  Hedge instruments  Hedged item 
Strategies Notional
amount
  Fair value
adjustments
  Carrying value  Notional
amount
  Fair value
adjustments
  Carrying value 
Hedge of deposits and repurchase agreements  83,068   (8)  83,580   77,905   43   77,922 
Hedge of syndicated loan  6,844   (46)  6,844   8,200   (90)  8,200 
Hedge of highly probable forecast transactions  -   -   -   1,125   16   1,125 
Hedge of net investment in foreign operations(*)  21,449   221   12,330   21,927   (427)  12,815 
Hedge of loan operations (Cash flow)  1,121   15   1,121   -   -   - 
Hedge of assets transactions  24,168   312   26,495   7,405   (263)  7,876 
Hedge of assets denominated in UF  13,147   (20)  13,147   -   -   - 
Hedge of funding (Cash flow)  4,273   (22)  4,273   -   -   - 
Hedge of Asset-backed securities under repurchase agreements  2,546   24   2,524   -   -   - 
Hedge of loan operations (Market risk)  2,692   (91)  2,692   4,346   59   4,346 
Hedge of available-for-sale securities  472   (14)  472   -   -   - 
Hedge of funding (Market risk)  8,659   9   8,659   781   -   781 
Total  168,439   380   162,137   121,689   (662)  113,065 

(*) Hedge instruments include the overhedge rate of 44.65% regarding taxes.

 

The table below shows the breakdown by maturity of the hedging strategies:

 

  12/31/2015 
Strategies 0-1 year  1-2 years  2-3 years  3-4 years  4-5 years  5-10 years  Over 10 years  Total 
Hedge of deposits and repurchase agreements  13,324   28,185   25,779   6,460   1,402   2,755   -   77,905 
Hedge of syndicated loan  -   8,200   -   -   -   -   -   8,200 
Hedge of highly probable forecast transactions  1,125   -   -   -   -   -   -   1,125 
Hedge of assets transactions  -   4,627   2,778   -   -   -   -   7,405 
Hedge of fixed rate loan operations  339   276   474   898   88   447   1,824   4,346 
Hedge of structured funding  781   -   -   -   -   -   -   781 
Hedge of net investment in foreign operations(*)  21,927   -   -   -   -   -   -   21,927 
Total  37,496   41,288   29,031   7,358   1,490   3,202   1,824   121,689 
(*)Classified as current, since instruments are frequently renewed.
  12/31/2016 
Strategies 0-1 year  1-2 years  2-3 years  3-4 years  4-5 years  5-10 years  Over 10 years  Total 
Hedge of deposits and repurchase agreements  -   32,132   28,616   10,188   5,646   6,486   -   83,068 
Hedge of syndicated loan  6,844   -   -   -   -   -   -   6,844 
Hedge of highly probable forecast transactions  -   -   -   -   -   -   -   - 
Hedge of assets transactions  4,627   13,719   4,890   -   932   -   -   24,168 
Hedge of fixed rate loan operations (Cash flow)  123   -   -   24   141   833   -   1,121 
Hedge of net investment in foreign operations(*)  21,449   -   -   -   -   -   -   21,449 
Hedge of assets denominated in UF  8,940   2,598   1,558   -   51   -   -   13,147 
Hedge of funding (Cash flow)  121   1,485   73   536   774   1,284   -   4,273 
Hedge of loan operations (Market risk)  189   422   63   29   93   335   1,561   2,692 
Hedge of available-for-sale securities  -   -   -   218   -   254   -   472 
Hedge of funding (Market risk)  1,266   2,460   3,433   701   72   488   239   8,659 
Hedge  of  Asset-backed  securities  under  repurchase                                
agreements  -   -   1,465   918   163   -   -   2,546 
Total  43,559   52,816   40,098   12,614   7,872   9,680   1,800   168,439 

 

  12/31/2014 
Strategies 0-1 year  1-2 years  2-3 years  3-4 years  4-5 years  5-10 years  Over 10 years  Total 
Hedge of deposits and repurchase agreements  12,542   6,278   14,718   18,082   1,500   78   -   53,198 
Hedge of redeemable preferred shares  1,044   -   -   -   -   -   -   1,044 
Hedge of syndicated loan  -   -   5,578   -   -   -   -   5,578 
Hedge of highly probable forecast transactions  81   -   -   -   -   -   -   81 
Hedge of fixed rate loan operations  -   257   209   161   575   382   1,028   2,612 
Hedge of structured funding�� -   531   -   -   -   -   -   531 
Hedge of net investment in foreign operations(*)  14,764   -   -   -   -   -   -   14,764 
Total  28,431   7,066   20,505   18,243   2,075   460   1,028   77,808 
(*)Classified as current, since instruments are frequently renewed.

(*) Classified as current, since instruments are frequently renewed.

  12/31/2015 
Strategies 0-1 year  1-2 years  2-3 years  3-4 years  4-5 years  5-10 years  Over 10 years  Total 
Hedge of deposits and repurchase agreements  13,324   28,185   25,779   6,460   1,402   2,755   -   77,905 
Hedge of syndicated loan  -   8,200   -   -   -   -   -   8,200 
Hedge of highly probable forecast transactions  1,125   -   -   -   -   -   -   1,125 
Hedge of assets transactions  -   4,627   2,778   -   -   -   -   7,405 
Hedge of fixed rate loan operations  339   276   474   898   88   447   1,824   4,346 
Hedge of structured funding (Market risk)  781   -   -   -   -   -   -   781 
Hedge of net investment in foreign operations(*)  21,927   -   -   -   -   -   -   21,927 
Total  37,496   41,288   29,031   7,358   1,490   3,202   1,824   121,689 

(*) Classified as current, since instruments are frequently renewed.

 

PerformanceF-62F-57

 

Annual Report2015

 

Note 10 – Available-for-sale financial assets

 

The fair value and corresponding cost of available-for-sale financial assets are as follows:

 

  12/31/2015  12/31/2014 
     Accumulated gain /        Accumulated gain /    
     (loss) reflected in other        (loss) reflected in other    
  Cost  comprehensive income  Fair value  Cost  comprehensive income  Fair value 
Investment funds  218   -   218   136   5   141 
Brazilian external debt bonds(1b)  19,843   (2,531)  17,312   11,247   (13)  11,234 
Brazilian government securities(1a)  12,702   (906)  11,796   14,791   (400)  14,391 
Government securities – abroad(1c)  9,942   (59)  9,883   8,692   (73)  8,619 
Belgium  -   -   -   57   -   57 
Chile  1,409   (2)  1,407   1,128   (9)  1,119 
Korea  1,626   -   1,626   1,782   -   1,782 
Denmark  2,548   -   2,548   2,699   -   2,699 
Spain  1,060   -   1,060   783   -   783 
United States  2,028   (6)  2,022   726   -   726 
France  -   -   -   131   2   133 
Netherlands  122   -   122   149   2   151 
Italy  -   -   -   70   -   70 
Paraguay  955   (43)  912   911   (62)  849 
Uruguay  185   (7)  178   249   (6)  243 
Other  9   (1)  8   7   -   7 
Corporate securities(1d)  47,380   (544)  46,836   43,917   58   43,975 
Shares  706   222   928   1,982   17   1,999 
Rural product note  1,176   (46)  1,130   1,431   (23)  1,408 
Bank deposit certificates  1,576   (3)  1,573   1,281   -   1,281 
Securitized real estate loans  2,244   (207)  2,037   2,489   33   2,522 
Debentures  23,153   (318)  22,835   20,187   58   20,245 
Eurobonds and others  10,180   (68)  10,112   6,672   35   6,707 
Financial bills  6,893   (47)  6,846   8,063   (58)  8,005 
Promissory notes  1,060   (69)  991   1,398   (1)  1,397 
Other  392   (8)  384   414   (3)  411 
Total(2)  90,085   (4,040)  86,045   78,783   (423)  78,360 
(1)Available-for-sale assets pledged as collateral of funding of financial institutions and Clients were: a) R$ 1,755 (R$ 10,321 at 12/31/2014), b) R$ 14,135 (R$ 2,081 at 12/31/2014), c) R$ 8 (R$ 8 at 12/31/2014) and d)R$ 808 (R$ 9,840 at 12/31/2014), totaling R$ 16,706 (R$ 22,250 at 12/31/2014);
(2)In the period, there was no reclassification of available-for-sale financial assets to other categories of financial assets.
  12/31/2016  12/31/2015 
     Accumulated gain /        Accumulated gain /    
     (loss) reflected in other        (loss) reflected in other    
  Cost  comprehensive income  Fair value  Cost  comprehensive income  Fair value 
Investment funds  42   -   42   218   -   218 
Brazilian external debt bonds(1b)  14,465   (400)  14,065   19,843   (2,531)  17,312 
Brazilian government securities(1a)  17,652   286   17,938   12,702   (906)  11,796 
Government securities – abroad(1c)  14,488   (16)  14,472   9,942   (59)  9,883 
Colombia  1,105   50   1,155   -   -   - 
Chile  5,832   12   5,844   1,409   (2)  1,407 
Korea  2,673   -   2,673   1,626   -   1,626 
Denmark  819   -   819   2,548   -   2,548 
Spain  923   -   923   1,060   -   1,060 
United States  1,446   (19)  1,427   2,028   (6)  2,022 
Netherlands  101   -   101   122   -   122 
Paraguay  1,167   (56)  1,111   955   (43)  912 
Uruguay  413   (2)  411   185   (7)  178 
Other  9   (1)  8   9   (1)  8 
Corporate securities(1d)  42,176   (416)  41,760   47,380   (544)  46,836 
Shares  1,020   365   1,385   706   222   928 
Rural product note  1,477   (52)  1,425   1,176   (46)  1,130 
Bank deposit certificates  2,639   2   2,641   1,576   (3)  1,573 
Securitized real estate loans  2,150   (55)  2,095   2,244   (207)  2,037 
Debentures  21,863   (693)  21,170   23,153   (318)  22,835 
Eurobonds and others  7,671   44   7,715   10,180   (68)  10,112 
Financial bills  2,822   (6)  2,816   6,893   (47)  6,846 
Promissory notes  2,191   (18)  2,173   1,060   (69)  991 
Other  343   (3)  340   392   (8)  384 
Total(2)  88,823   (546)  88,277   90,085   (4,040)  86,045 

(1) Available-for-sale assets pledged as collateral of funding of financial institutions and Clients were: a) R$ 9,120 (R$ 1,755 at 12/31/2015), b) R$ 3,240 (R$ 14,135 at 12/31/2015), c) (R$ 8 at 12/31/2015) and d) R$ 5,075 (R$ 808 at 12/31/2015), totaling R$ 17,435 (R$ 16,706 at 12/31/2015);

(2) In the period, there was no reclassification of available-for-sale financial assets to other categories of financial assets.

 

PerformanceF-63F-58

 

  

Annual Report2015

The cost and fair value of available-for-sale financial assets by maturity are as follows:

 12/31/2015  12/31/2014  12/31/2016  12/31/2015 
 Cost  Fair value  Cost  Fair value  Cost  Fair value  Cost  Fair value 
Current  22,754   22,923   22,176   22,220   23,516   23,636   22,754   22,923 
Non-stated maturity  923   1,145   2,118   2,141   1,010   1,375   923   1,145 
Up to one year  21,831   21,778   20,058   20,079   22,506   22,261   21,831   21,778 
Non-current  67,331   63,122   56,607   56,140   65,307   64,641   67,331   63,122 
From one to five years  35,739   35,098   29,853   29,743   39,149   38,969   35,739   35,098 
From five to ten years  17,041   15,682   12,779   12,650   12,521   12,329   17,041   15,682 
After ten years  14,551   12,342   13,975   13,747   13,637   13,343   14,551   12,342 
Total  90,085   86,045   78,783   78,360   88,823   88,277   90,085   86,045 

 

Note 11 - Held-to maturity financial assets

 

The amortized cost of held-to-maturity financial assets is as follows:

 

  12/31/2015  12/31/2014 
  Amortized cost  Amortized cost 
Corporate securities  15,661   13,549 
Brazilian external debt bonds(1)  14,788   10,304 
Brazilian government securities  11,721   10,555 
Government securities – abroad  15   26 
Total(2)  42,185   34,434 
(1)Held-to-maturity financial assets pledged as collateral of funding transactions of financial institutions and clients were R$ 9,460 (R$ 6,102 at 12/31/2014).
(2)In the period, there was no reclassification of held-to maturity financial assets to other categories of financial assets.
  12/31/2016  12/31/2015 
  Amortized cost  Amortized cost 
Corporate securities  14,977   15,661 
Brazilian external debt bonds(1b)  12,042   14,788 
Brazilian government securities(1a)  12,937   11,721 
Government securities – abroad  539   15 
Total(2)  40,495   42,185 

(1) Held-to-maturity financial assets pledged as collateral of funding transactions of financial institutions and clients were a) (R$ 9,460 at 12/31/2015), b) R$ 11,778.

(2) In the period, there was no reclassification of held-to maturity financial assets to other categories of financial assets.

 

The interest income related to held-to-maturity financial assets was R$ 3,7583,788 (R$ 2,3473,758 from 01/01 to 12/31/2014 and R$ 486 from 01/01 to 12/31/2013)2015).

 

The fair value of held-to-maturity financial assets is disclosed in Note 31.

 

The amortized cost of Held-to-Maturity Financial assets by maturity is as follows:

 

  12/31/2015  12/31/2014 
  Amortized cost  Amortized cost 
Current  661   980 
Up to one year  661   980 
Non-current  41,524   33,454 
From one to five years  14,500   13,609 
From five to ten years  18,870   11,582 
After ten years  8,154   8,263 
Total  42,185   34,434 

  12/31/2016  12/31/2015 
  Amortized cost  Amortized cost 
Current  2,498   661 
Up to one year  2,498   661 
Non-current  37,997   41,524 
From one to five years  19,376   14,500 
From five to ten years  10,957   18,870 
After ten years  7,664   8,154 
Total  40,495   42,185 

 

PerformanceF-64F-59

 

 

Annual Report2015

Note 12 - Loan operations and lease operations portfolio

 

a)Composition of loan operations and lease operations

 

Below is the composition of the carrying amount of loan operations and lease operations by type, sector of debtor, maturity and concentration:

 

Loan operations and lease operations by type 12/31/2015  12/31/2014 
Individuals  187,220   185,953 
Credit card  58,542   59,321 
Personal loan  28,396   27,953 
Payroll loans  45,434   40,525 
Vehicles  20,058   29,047 
Mortgage loans  34,790   29,107 
         
Corporate  139,989   135,928 
         
Small and medium businesses  78,576   79,912 
         
Foreign loans - Latin America  68,463   50,638 
Total loan operations and lease operations  474,248   452,431 
         
Allowance for loan and lease losses  (26,844)  (22,392)
         
Total loan operations and lease operations, net of allowance for loan and lease losses  447,404   430,039 

Loan operations and lease operations by type 12/31/2016  12/31/2015 
Individuals  183,147   187,220 
Credit card  59,022   58,542 
Personal loan  25,813   28,396 
Payroll loans  44,636   45,434 
Vehicles  15,434   20,058 
Mortgage loans  38,242   34,790 
         
Corporate  121,754   152,527 
         
Small and medium businesses  58,935   66,038 
         
Foreign loans - Latin America  126,530   68,463 
         
Total loan operations and lease operations  490,366   474,248 
         
Allowance for loan and lease losses  (26,972)  (26,844)
         
Total loan operations and lease operations, net of allowance for loan and lease losses  463,394   447,404 

 

By maturity 12/31/2015  12/31/2014  12/31/2016  12/31/2015 
Overdue as from 1 day  15,596   13,074   16,843   15,596 
Falling due up to 3 months  128,389   128,365   130,313   128,389 
Falling due more than 3 months but less than 1 year  111,083   111,092   112,923   111,083 
Falling due after 1 year  219,180   199,900   230,287   219,180 
        
Total loan operations and lease operations  474,248   452,431   490,366   474,248 

 

By concentration 12/31/2015  12/31/2014  12/31/2016  12/31/2015 
Largest debtor  4,615   4,032   3,543   4,615 
10 largest debtors  27,173   23,646   21,609   27,173 
20 largest debtors  40,831   35,325   32,720   40,831 
50 largest debtors  63,797   58,180   52,992   63,797 
100 largest debtors  85,167   79,617   72,441   85,167 

 

The breakdown of the Loan and Lease Operations Portfoliolease operations portfolio by debtor’s industry is evidenced in Note 36 item 5.1. Maximum exposure of Financial Assets segregated by business sector.

 

The accretion of the net present value of impaired loan operations and lease operations and the respective allowance for loan and lease losses are not presented using their gross amounts in the statement of income but on a net basis within interest and similar income. If they were presented at gross amounts, there would be an increase of R$ 2,017, R$ 1,882 and R$ 1,623 and R$ 1,681 in interest and similar income as of 12/31/2016, 12/31/2015 and 12/31/2014 and 12/31/2013, respectively, with the same impact on the allowance for loan and lease losses expenses.

 

PerformanceF-65F-60

 

  

b) Allowance for loan and lease losses

Annual Report2015

b)Allowance for loan and lease losses

 

The changes in the allowance for loan and lease losses are shown in the table below:

 

  Opening  Balance arising from the        Closing 
  balance  aquisition of companies     Net increase /  balance 
Composition of the carrying amount by class of assets 12/31/2014  (Note 2.4a I)  Write-offs  (Reversal)  12/31/2015 
Individuals  13,385   -   (11,235)  12,567   14,717 
Credit card  3,740   -   (4,055)  4,456   4,141 
Personal loans  7,024   -   (5,221)  6,527   8,330 
Payroll loans  1,107   -   (622)  834   1,319 
Vehicles  1,469   -   (1,294)  699   874 
Mortgage loans  45   -   (43)  51   53 
Corporate  2,899   -   (4,321)  7,537   6,115 
Small and medium businesses  5,373   -   (3,981)  3,761   5,153 
Foreign loans - Latin America  735   -   (528)  652   859 
Total  22,392   -   (20,065)  24,517   26,844 

Composition of the carrying amount by class of assets Opening
Balance
12/31/2015
  Write-offs  Net increase /
(Reversal)
  Closing
 balance
12/31/2016
 
             
Individuals  14,717   (13,682)  13,224   14,259 
Credit card  4,141   (4,905)  4,457   3,693 
Personal loans  8,330   (6,745)  6,171   7,756 
Payroll loans  1,319   (1,273)  2,062   2,108 
Vehicles  874   (709)  479   644 
Mortgage loans  53   (50)  55   58 
Corporate  6,459   (4,985)  4,388   5,862 
Small and medium businesses  4,809   (4,267)  4,201   4,743 
Foreign loans - Latin America  859   (1,317)  2,566   2,108 
Total  26,844   (24,251)  24,379   26,972 

 

Composition of the carrying amount by class of assets Opening
balance
12/31/2014
  Write-offs  Net increase /
(Reversal)
  Closing
balance
12/31/2015
 
 Opening Balance arising from the       Closing          
 balance aquisition of companies   Net increase / balance 
Composition of the carrying amount by class of assets 12/31/2013  (Note 2.4a I)  Write-offs  (Reversal)  12/31/2014 
Individuals  13,853   -   (12,668)  12,200   13,385   13,385   (11,235)  12,567   14,717 
Credit card  2,952   -   (3,784)  4,572   3,740   3,740   (4,055)  4,456   4,141 
Personal loans  6,488   -   (5,150)  5,686   7,024   7,024   (5,221)  6,527   8,330 
Payroll loans  1,133   -   (429)  403   1,107   1,107   (622)  834   1,319 
Vehicles  3,245   -   (3,254)  1,478   1,469   1,469   (1,294)  699   874 
Mortgage loans  35   -   (51)  61   45   45   (43)  51   53 
Corporate  1,775   -   (672)  1,796   2,899   3,114   (4,321)  7,666   6,459 
Small and medium businesses  6,085   -   (4,992)  4,280   5,373   5,158   (3,981)  3,632   4,809 
Foreign loans - Latin America  522   -   (343)  556   735   735   (528)  652   859 
Total  22,235   -   (18,675)  18,832   22,392   22,392   (20,065)  24,517   26,844 

 

Composition of the carrying amount by class of assets Opening
balance
12/31/2013
  Write-offs  Net increase /
(Reversal)
  Closing
balance
12/31/2014
 
 Opening Balance arising from the       Closing          
 balance aquisition of companies   Net increase / balance 
Composition of the carrying amount by class of assets 12/31/2012  (Note 2.4a I)  Write-offs  (Reversal)  12/31/2013 
Individuals  14,844   435   (13,541)  12,115   13,853   13,853   (12,668)  12,200   13,385 
Credit card  2,863   357   (3,513)  3,245   2,952   2,952   (3,784)  4,572   3,740 
Personal loans  6,841   78   (6,247)  5,816   6,488   6,488   (5,150)  5,686   7,024 
Payroll loans  867   -   (480)  746   1,133   1,133   (429)  403   1,107 
Vehicles  4,227   -   (3,263)  2,281   3,245   3,245   (3,254)  1,478   1,469 
Mortgage loans  46   -   (38)  27   35   35   (51)  61   45 
Corporate  1,356   -   (478)  897   1,775   2,006   (672)  1,780   3,114 
Small and medium businesses  9,091   -   (7,573)  4,567   6,085   5,854   (4,992)  4,296   5,158 
Foreign loans - Latin America  422   -   (177)  277   522   522   (343)  556   735 
Total  25,713   435   (21,769)  17,856   22,235   22,235   (18,675)  18,832   22,392 

 

The composition of the allowance for loan and lease losses by customer sector is shown in the following table:

 

  12/31/2015  12/31/2014 
Public sector  2   6 
Industry and commerce  4,314   4,146 
Services  6,001   3,682 
Natural resources  922   391 
Other sectors  18   16 
Individuals  15,587   14,151 
Total  26,844   22,392 

  12/31/2016  12/31/2015 
Public sector  5   2 
Industry and commerce  5,253   4,314 
Services  5,237   6,001 
Natural resources  872   922 
Other sectors  19   18 
Individuals  15,586   15,587 
Total  26,972   26,844 

 

ITAÚ UNIBANCO HOLDING assesses the objective evidence of impairment for loan operations and lease operations on an individual basis for financial assets that are individually significant and,or, in aggregate, for financial assets that are not individually significant (Note 2.4g VIII)2.4d X).

 

PerformanceF-66F-61

 

Annual Report2015

  

The composition of the allowance for loan and lease losses by type of assessment for objective evidence of impairment is shown in the following table:

 

  12/31/2015  12/31/2014 
  Impaired  Not impaired  Total  Impaired  Not impaired  Total 
  Loan  Allowance  Loan  Allowance  Loan  Allowance  Loan  Allowance  Loan  Allowance  Loan  Allowance 
I – Individually evaluated                                                
                                                 
Corporate(*)  11,339   5,528   128,650   587   139,989   6,115   3,749   1,731   132,179   1,168   135,928   2,899 
                                                 
II- Collectively evaluated                                                
                                                 
Individuals  11,579   6,587   175,641   8,130   187,220   14,717   9,727   5,641   176,226   7,744   185,953   13,385 
Credit card  4,072   2,436   54,470   1,705   58,542   4,141   3,332   1,944   55,989   1,796   59,321   3,740 
Personal loans  5,049   3,442   23,347   4,888   28,396   8,330   3,886   2,619   24,067   4,405   27,953   7,024 
Payroll loans  1,242   227   44,192   1,092   45,434   1,319   626   163   39,899   944   40,525   1,107 
Vehicles  880   459   19,178   415   20,058   874   1,633   897   27,414   572   29,047   1,469 
Mortgage loans  336   23   34,454   30   34,790   53   250   18   28,857   27   29,107   45 
                                                 
Small and medium businesses  3,564   2,545   75,012   2,608   78,576   5,153   3,225   2,640   76,687   2,733   79,912   5,373 
                                                 
Foreign loans - Latin America  675   313   67,788   546   68,463   859   505   267   50,133   468   50,638   735 
                                                 
Total  27,157   14,973   447,091   11,871   474,248   26,844   17,206   10,279   435,225   12,113   452,431   22,392 

  12/31/2016  12/31/2015 
  Impaired  Not impaired  Total  Impaired  Not impaired  Total 
  Loan  Allowance  Loan  Allowance  Loan  Allowance  Loan  Allowance  Loan  Allowance  Loan  Allowance 
I – Individually evaluated                                                
                                                 
Corporate(*)  14,138   5,351   107,616   511   121,754   5,862   11,627   5,716   140,900   743   152,527   6,459 
                                                 
II- Collectively evaluated                                                
                                                 
Individuals  10,763   6,756   172,384   7,503   183,147   14,259   11,579   6,587   175,641   8,130   187,220   14,717 
Credit card  3,512   2,150   55,510   1,543   59,022   3,693   4,072   2,436   54,470   1,705   58,542   4,141 
Personal loans  4,837   3,302   20,976   4,454   25,813   7,756   5,049   3,442   23,347   4,888   28,396   8,330 
Payroll loans  1,431   954   43,205   1,154   44,636   2,108   1,242   227   44,192   1,092   45,434   1,319 
Vehicles  591   326   14,843   318   15,434   644   880   459   19,178   415   20,058   874 
Mortgage loans  392   24   37,850   34   38,242   58   336   23   34,454   30   34,790   53 
                                                 
Small and medium businesses  3,646   2,523   55,289   2,220   58,935   4,743   3,276   2,357   62,762   2,452   66,038   4,809 
                                                 
Foreign loans - Latin America  1,770   727   124,760   1,381   126,530   2,108   675   313   67,788   546   68,463   859 
                                                 
Total  30,317   15,357   460,049   11,615   490,366   26,972   27,157   14,973   447,091   11,871   474,248   26,844 

(*) As detailed in Note 2.4.g.VIII,2.4.d X, corporate loans are first evaluated on an individual basis. In the event there is no objective indication of impairment, these are subsequently evaluated on an aggregate basis in accordance with the characteristics of the operation. As a result, an allowance for loan and lease losses for corporate loans is recognized, both in the individual and the aggregate evaluation.

 

PerformanceF-67F-62

 

Annual Report2015

  

c)Present value of lease operations

 

Below is the analysis of the present value of minimum future payments receivable from finance leases by maturity basically composed of individual operations - vehicles:

 

  12/31/2015 
  Minimum future  Future financial  Present 
  payments  income  value 
Current  3,075   (794)  2,281 
Up to 1 year  3,075   (794)  2,281 
Non-current  3,402   (1,050)  2,352 
From 1 to 5 years  3,172   (1,014)  2,158 
Over 5 years  230   (36)  194 
Total  6,477   (1,844)  4,633 

  12/31/2016 
  Minimum future  Future financial  Present 
  payments  income  value 
Current  3,572   (1,636)  1,936 
Up to 1 year  3,572   (1,636)  1,936 
Non-current  9,726   (2,955)  6,771 
From 1 to 5 years  5,741   (2,778)  2,963 
Over 5 years  3,985   (177)  3,808 
Total  13,298   (4,591)  8,707 

 

 12/31/2014  12/31/2015 
 Minimum future Future financial Present  Minimum future Future financial Present 
 payments income value  payments  income  value 
Current  4,109   (713)  3,396   3,075   (794)  2,281 
Up to 1 year  4,109   (713)  3,396   3,075   (794)  2,281 
Non-current  4,133   (1,089)  3,044   3,402   (1,050)  2,352 
From 1 to 5 years  3,947   (1,061)  2,886   3,172   (1,014)  2,158 
Over 5 years  186   (28)  158   230   (36)  194 
Total  8,242   (1,802)  6,440   6,477   (1,844)  4,633 

 

The allowance for loan and lease losses related to the lease portfolio amounts to: R$ 176254 (R$ 302176 at 12/31/2014)2015).

 

d)Sale or transfer of financial assets

 

ITAÚ UNIBANCO HOLDING carried out operations related to the sale or transfer of financial assets in which there was the retention of credit risks of the financial assets transferred, through joint obligation clauses. Therefore, such operations remained recorded as loan operations and represent the following amounts at December 31, 20152016 and December 31, 2014:2015:

 

  12/31/2015  12/31/2014 
 Assets  Liabilities(*)  Assets  Liabilities(*) 
  Book  Fair  Book  Fair  Book  Fair  Book  Fair 
Nature of operation value  value  value  value  value  value  value  value 
Companies – working capital  2,806   2,763   2,805   2,752   1,106   1,106   1,106   1,106 
Individuals – mortgage loan  2,849   2,849   2,849   2,849   3,439   3,433   3,438   3,418 
Total  5,655   5,612   5,654   5,601   4,545   4,539   4,544   4,524 

  12/31/2016  12/31/2015 
  Assets  Liabilities(1)  Assets  Liabilities(1) 
Nature of operation Book
value
  Farir
value
  Book
value
  Fair
value
  Book
value
  Fair
value
  Book
value
  Fair
value
 
Companies – working capital  2,768   2,768   2,768   2,768   2,849   2,849   2,849   2,849 
Companies - loan(2)  -   -   8   8   -   -   -   - 
Individuals - vehicles(2)  -   -   4   4   -   -   -   - 
Individuals – mortgage loan  3,061   2,960   3,055   2,944   2,806   2,763   2,805   2,752 
Total  5,829   5,728   5,835   5,724   5,655   5,612   5,654   5,601 

(*)

(1) Under Interbank Market Debt.

(2) Assignment of operations that had already been written down to losses

 

PerformanceF-68F-63

 

Annual Report2015

  

Note 13 - Investments in associates and joint ventures

 

a) The following table shows the main investments of ITAÚ UNIBANCO HOLDING:

 

  Interest %                   
  at 12/31/2015  12/31/2015 
           Other             
        Stockholders’  Comprehensive        Equity in    
  Total  Voting  equity  Income  Net income  Investment  earnings  Market value(g) 
Associates                                
Porto Seguro Itaú Unibanco Participações S.A.(a) (b)  42.93   42.93   3,931   (26)  708   2,464   289   2,830 
BSF Holding S.A.(c)  49.00   49.00   1,561   -   447   1,348   219   - 
IRB-Brasil Resseguros S.A.(a) (d)  15.01   15.01   3,213   12   674   475   102   - 
Other(e)  -   -   -   -   -   106   12   - 
Joint Ventures - Other(f)  -   -   -   -   -   6   (2)  - 
Total  -   -   -   -   -   4,399   620   - 

  Interest %    
  at 12/31/2016  12/31/2016 
  Total  Voting  Stockholders’
equity
  Other
Comprehensive
Income
  Net income  Investment  Equity in
earnings
  Market value(g) 
                         
Associates                                
Porto Seguro Itaú Unibanco Participações S.A.(a) (b)  42.93   42.93   4,251   26   293  ��2,587   241   2,644 
BSF Holding S.A.(c)  49.00   49.00   2,067   (1)  396   1,687   194   - 
IRB-Brasil Resseguros S.A.(a) (d)  15.01   15.01   3,230   (17)  745   478   109   - 
Other(e)  -   -   -   -   -   114   13   - 
Joint Ventures - Other(f)  -   -   -   -   -   207   (29)  - 
Total  -   -   -   -   -   5,073   528   - 

 

 Interest %                
 at 12/31/2014  12/31/2014  12/31/2013  Interest %      
        Other                at 12/31/2015  12/31/2015  12/31/2014 
     Stockholders’ comprehensive     Equity in     Equity in  Total  Voting  Stockholders’
equity
  Other
comprehensive
income
  Net income  Investment  Equity in
earnings
  Market value(g)  Equity in
earnings
 
 Total  Voting  equity  income  Net income  Investment  earnings  Market value(g)  earnings                    
Associates                                                                        
Porto Seguro Itaú Unibanco Participações S.A.(a) (b)  42.93   42.93   3,647   7   492   2,357   196   2,988   466   42.93   42.93   3,931   (26)  708   2,464   289   2,830   196 
BSF Holding S.A.(c)  49.00   49.00   1,232   -   413   1,187   202   -   104   49.00   49.00   1,561   -   447   1,348   219   -   202 
IRB-Brasil Resseguros S.A.(a) (d)  15.01   15.01   3,016   -   890   445   134   -   12   15.01   15.01   3,213   12   674   475   102   -   134 
Other(e)  -   -   -   -   -   97   36   -   15   -   -   -   -   -   106   12   -   36 
Joint Ventures - Other                                    
MCC Securities Inc.(h)  -   -   -   -   -   -   -   -   2 
Other(f)  -   -   -   -   -   4   (3)  -   4 
Joint Ventures - Other(f)                 6   (2)      (3)
Total  -   -   -   -   -   4,090   565   -   603   -   -   -   -   -   4,399   620   -   565 

(a) For purpose of recording the participation in earnings, at 12/31/2016 the position at 11/30/2016 was used and at 12/31/2015 the position at 11/30/2015 was used and at 12/31/2014 the position at 11/30/2014 was used, in accordance with IAS 27.

(b) For purposes of market value, the quoted share price of Porto Seguro S.A. was taken into account. The investment included the amounts of R$ 762 at 12/31/2016 and R$ 776 at 12/31/2015 and R$ 791 at 12/31/2014 that correspond to the difference between the interest in the net assets at fair value of Porto Seguro Itaú Unibanco Participações S.A. and the investment book value.

(c) In May 2012 Itaú Unibanco S.A. acquired 137,004,000 common shares of BSF Holding S.A. (parent company of Banco Carrefour) for R$ 816 which corresponds to 49% of interest in its capital. The investment amount includes R$ 583 at582 to goodwill and R$ 92 to dividends provisioned not received on 12/31/2015 which correspond to goodwill.2016.

(d) Previously accounted for as a financial instrument. As from the 4th quarter of 2013, after completing the privatization process, ITAÚ UNIBANCO HOLDING started to exercise a significant influence over IRB. Accordingly, as from this date, the investment has been accounted for under the equity method.

(e) At 12/31/2015,2016, includes interest in total capital and voting capital of the following companies: Compañia Uruguaya de Medios de Procesamiento S.A. (38.39%(39.58% total and voting capital ),and 38,39% on 12/31/2015), Rias Redbanc S.A. (25% total and voting capital; 20% atcapital and 25% on 12/31/2014),2015) and Tecnologia Bancária S.A. (24.91% total capital and voting capital). Latosol Empreendimentos e Participação Ltda (32.11% totalcapital and voting capital) company settled in24,91% on 12/30/2014.31/2015).

(f) At 12/31/2015,2016, includes interest in total capital and voting capital of the following companies: Olimpia Promoção e Serviços S.A. (50% total and voting capital)capital and 50% on 12/31/2015); Conectcar Soluções de Mobilidade Eletronica S.A.(50% capital total e votante) acquired at 01/29/2016 and includes income not arising from profit subsidiaries.

(g) Disclosed only for public companies.

(h)The total investment was purchased in August 2014. – Note 3a.

 

At 12/31/2015,2016, ITAÚ UNIBANCO HOLDING receives / recognizes dividends and interest on capital of the unconsolidated companies being the main IRB - Brasil Resseguros S.A. in the amount of R$ 104 (R$ 73 at 12/31/2015 and R$ 46 on 12/31/2014), BSF Holding S.A in the amount of R$ 62 (R$ 58 at 12/31/2015) and Porto Seguro Itaú Unibanco Participações S.A. in the amount of R$ 240222 (R$ 336240 at 12/31/20142015 and R$ 175 at336 on 12/31/2013); IRB - Brasil Resseguros S.A. in the amount of R$ 73 (R$ 46 at 12/31/2014) and BSF Holding S.A in the amount of R$ 58..

 

PerformanceF-69F-64

 

 

b) Other information

Annual Report2015

b)Other information

 

The table below shows the summary of the aggregate financial information of the investees under the equity method of accounting.

 

  12/31/2015  12/31/2014  12/31/2013 
Total Assets(*)  20,183   17,812   17,131 
Total Liabilities(*)  11,477   9,917   10,072 
Total Income(*)  22,083   6,907   3,860 
Total Expenses(*)  (20,255)  (5,112)  (2,394)

  12/31/2016  12/31/2015  12/31/2014 
Total Assets (*)  20,819   20,183   17,812 
Total Liabilities (*)  11,272   11,477   9,917 
Total Income (*)  14,868   22,083   6,907 
Total Expenses (*)  (13,401)  (20,255)  (5,112)

(*) Represented by IRB-Brasil Resseguros S.A., in the amount of R$ 14,69014,313 (R$ 12,93314,690 at 12/31/2014)2015) related to assets, R$ 11,47711,083 (R$ 9,91711,477 at 12/31/2014)2015) related to liabilities, R$ 20,92814,142 (R$ 5,85220,928 at 12/31/2014)2015) related to income and of R$ (20,254)(13,397) (R$ (4,962)(20,254) at 12/31/2014)2015) related to expenses.

 

The investees do not have contingent liabilities to which ITAÚ UNIBANCO HOLDING is significantly exposed.

 

Note 14 – Lease commitments as lessee

 

a)Finance lease

 

ITAÚ UNIBANCO HOLDING is the lessee in finance lease contracts of data processing equipment, with the option of purchase or extension, without contingent rental payments or imposed restrictions. The net carrying amount of these assets is R$ 51726 (R$ 804517 at 12/31/2014)2015).

 

The table below shows the total future minimum payments:

 

  12/31/2015  12/31/2014 
Current  491   394 
Up to 1 year  491   394 
Non-current  26   410 
From 1 to 5 years  26   410 
Total future minimum payments  517   804 
(-) Future interest  -   - 
Present value  517   804 

  12/31/2016  12/31/2015 
Current  26   491 
Up to 1 year  26   491 
Non-current  -   26 
From 1 to 5 years  -   26 
Total future minimum payments  26   517 
(-) Future interest  -   - 
Present value  26   517 

 

b)Operating leases

 

ITAÚ UNIBANCO HOLDING leases many properties, for use in its operations, under standard real estate leases that normally can be cancelled at its option and include renewal options and escalations clauses. No lease agreement imposes any restriction on our ability to pay dividends, enter into further lease agreements or engage in debt or equity financing transactions, and there is no contingent payments related to the agreements.

 

The expenses related to operating lease agreements recognized under General and Administrative Expenses total R$ 1,145 from 01/01 to 12/31/2016 (R$ 1,102 from 01/01 to 12/31/2015 (R$and R$ 1,018 from 01/01 to 12/31/2014 and R$ 933 from 01/01 to 12/31/2013)2014).

 

ITAÚ UNIBANCO HOLDING has no relevant sublease contracts.

 

Minimum payments of initiated and remaining lease agreements with non-cancelable clauses are as follows:

 

  12/31/2015  12/31/2014 
Current  1,267   1,199 
Up to 1 year  1,267   1,199 
Non-current  5,028   4,213 
From 1 to 5 years  4,043   3,539 
Over 5 years  985   674 
Total future minimum payments  6,295   5,412 

  12/31/2016  12/31/2015 
Current  1,336   1,267 
Up to 1 year  1,336   1,267 
Non-current  5,402   5,028 
From 1 to 5 years  4,689   4,043 
Over 5 years  713   985 
Total future minimum payments  6,738   6,295 

 

PerformanceF-70F-65

 

Annual Report2015

  

Note 15 - Fixed assets

 

     Real estate in use(2)  Other fixed assets    
                       Other    
  Fixed assets                    (communication,    
  under              Furniture and     security and    
Fixed Assets(1) construction  Land  Buildings  Improvements  Installations  equipment  EDP systems(3)  transportation)  Total 
Annual depreciation rates       4%  10%  10 to 20%  10 to 20%  20 to 50%  10 to 20%    
                                     
Cost                                    
Balance at 12/31/2014  2,277   1,011   2,220   1,468   1,116   916   7,419   773   17,200 
Acquisitions  198   -   6   139   75   141   824   83   1,466 
Disposal  -   (6)  (13)  (112)  182   (68)  (533)  (5)  (555)
Exchange variation  -   3   35   81   6   8   6   6   145 
Transfers  (1,681)  -   777   63   422   -   419   -   - 
Other  (2)  -   1   34   -   (22)  82   1   94 
Balance at 12/31/2015  792   1,008   3,026   1,673   1,801   975   8,217   858   18,350 
                                     
Depreciation                                    
Balance at 12/31/2014  -   -   (1,695)  (754)  (519)  (504)  (4,538)  (479)  (8,489)
Accumulated depreciation  -   -   (74)  (257)  (129)  (93)  (1,057)  (78)  (1,688)
Disposal  -   -   9   109   (183)  13   489   3   440 
Exchange variation  -   -   (6)  (27)  (2)  1   (7)  (3)  (44)
Other  -   -   2   (1)  (8)  4   (25)  -   (28)
Balance at 12/31/2015  -   -   (1,764)  (930)  (841)  (579)  (5,138)  (557)  (9,809)
                                     
Impairment                                    
Balance at 12/31/2014  -   -   -   -   -   -   -   -   - 
Additions/ assumptions  -   -   -   -   -   -   -   -   - 
Reversals  -   -   -   -   -   -   -   -   - 
Balance at 12/31/2015  -   -   -   -   -   -   -   -   - 
                                     
Book value                                    
Balance at 12/31/2015  792   1,008   1,262   743   960   396   3,079   301   8,541 
(1)The contractual commitments for purchase of the fixed assets totaled R$ 59, achievable by 2016 (Note 36 - Off balance sheet).
(2)Includes the amount of R$ 4 related to attached real estate.
(3)Includes lease contracts, mainly related to data processing equipment, which are accounted for as lease operations. The asset and the liability are recognized in the Financial Statements.

     Real estate in use(2)  Other fixed assets(2) (3)    
Fixed Assets(1) Fixed assets
under
construction
  Land  Buildings  Improvements  Installations  Furniture and
equipment
  EDP systems(3)  Other
(communication,
security and
transportation)
  Total 
Annual depreciation rates       4%  10%  10 a 20%  10 a 20%  20 a 50%  10 a 20%    
                                     
Cost                                    
Balance at 12/31/2015  792   1,008   3,026   1,673   1,801   975   8,217   858   18,350 
Acquisitions  341   57   70   137   47   309   246   223   1,430 
Disposal  -   (4)  (13)  (56)  (15)  (8)  (449)  (6)  (551)
Exchange variation  (2)  (15)  (11)  (22)  (3)  (67)  151   3   34 
Transfers  (738)  -   27   125   -   1   515   4   (66)
Other  (6)  1   -   -   71   (5)  (137)  (7)  (83)
Balance at 12/31/2016  387   1,047   3,099   1,857   1,901   1,205   8,543   1,075   19,114 
                                     
Depreciation                                    
Balance at 12/31/2015  -   -   (1,764)  (930)  (841)  (579)  (5,138)  (557)  (9,809)
Accumulated depreciation  -   -   (80)  (245)  (142)  (102)  (1,038)  (95)  (1,702)
Disposal  -   -   11   53   6   5   377   4   456 
Exchange variation  -   -   (8)  8   9   (1)  (101)  (8)  (101)
Other  -   -   1   -   (18)  3   96   2   84 
Balance at 12/31/2016  -   -   (1,840)  (1,114)  (986)  (674)  (5,804)  (654)  (11,072)
                                     
Impairment                                    
Balance at 12/31/2015  -   -   -   -   -   -   -   -   - 
Additions/ assumptions  -   -   -   -   -   -   -   -   - 
Reversals  -   -   -   -   -   -   -   -   - 
Balance at 12/31/2016  -   -   -   -   -   -   -   -   - 
                                     
Book value                                    
Balance at 12/31/2016  387   1,047   1,259   743   915   531   2,739   421   8,042 

(1) The contractual commitments for purchase of the fixed assets totaled R$ 48, achievable by 2017 (Note 36 - Off balance sheet).

(2) Includes the amount of R$ 4 related to attached real estate.

(3) Includes lease contracts, mainly related to data processing equipment, which are accounted for as lease operations. The asset and the liability are recognized in the Financial Statements.

 

PerformanceF-71F-66

 

  

Annual Report2015
     Real estate in use(2)  Other fixed assets(2) (3)    
Fixed assets(1) Fixed assets
under
construction
  Land  Buildings  Improvements  Installations  Furniture and
equipment
  EDP systems(3)  Other
(communication,
security and
transportation)
  Total 
Annual depreciation rates       4%  10%  10 a 20%  10 a 20%  20 a 50%  10 a 20%    
                                     
Cost                                    
Balance at 12/31/2014  2,277   1,011   2,220   1,468   1,116   916   7,419   773   17,200 
Acquisitions  198   -   6   139   75   141   824   83   1,466 
Disposal  -   (6)  (13)  (112)  182   (68)  (533)  (5)  (555)
Exchange variation  -   3   35   81   6   8   6   6   145 
Transfers  (1,681)  -   777   63   422   -   419   -   - 
Other  (2)  -   1   34   -   (22)  82   1   94 
Balance at 12/31/2015  792   1,008   3,026   1,673   1,801   975   8,217   858   18,350 
                                     
Depreciation                                    
Balance at 12/31/2014  -   -   (1,695)  (754)  (519)  (504)  (4,538)  (479)  (8,489)
Accumulated depreciation  -   -   (74)  (257)  (129)  (93)  (1,057)  (78)  (1,688)
Disposal  -   -   9   109   (183)  13   489   3   440 
Exchange variation  -   -   (6)  (27)  (2)  1   (7)  (3)  (44)
Other  -   -   2   (1)  (8)  4   (25)  -   (28)
Balance at 12/31/2015  -   -   (1,764)  (930)  (841)  (579)  (5,138)  (557)  (9,809)
                                     
Impairment                                    
Balance at 12/31/2014  -   -   -   -   -   -   -   -   - 
Additions/ assumptions  -   -   -   -   -   -   -   -   - 
Reversals  -   -   -   -   -   -   -   -   - 
Balance at 12/31/2015  -   -   -   -   -   -   -   -   - 
                                     
Book value                                    
Balance at 12/31/2015  792   1,008   1,262   743   960   396   3,079   301   8,541 

 

     Real estate in use(2)  Other fixed assets    
                       Other    
  Fixed assets                    (communication,    
  under              Furniture and     security and    
Fixed assets(1) construction  Land  Buildings  Improvements  Installations  equipment  EDP systems(3)  transportation)  Total 
Annual depreciation rates       4%  10%  10 to 20%  10 to 20%  20 to 50%  10 to 20%    
                                     
Cost                                    
Balance at 12/31/2013  948   1,019   2,236   1,283   1,043   925   6,279   725   14,458 
Acquisitions  1,485   3   11   169   117   74   2,045   62   3,966 
Disposal  -   (1)  (6)  (163)  (9)  (89)  (829)  (5)  (1,102)
Exchange variation  -   -   (7)  22   4   (12)  4   (11)  - 
Transfers  (157)  -   -   157   -   -   -   -   - 
Other  1   (10)  (14)  -   (39)  18   (80)  2   (122)
Balance at 12/31/2014  2,277   1,011   2,220   1,468   1,116   916   7,419   773   17,200 
                                     
Depreciation                                    
Balance at 12/31/2013  -   -   (1,651)  (667)  (439)  (487)  (4,230)  (411)  (7,885)
Accumulated depreciation  -   -   (58)  (247)  (85)  (79)  (1,098)  (74)  (1,641)
Disposal  -   -   3   162   2   60   768   4   999 
Exchange variation  -   -   -   1   2   12   (13)  -   2 
Other  -   -   11   (3)  1   (10)  35   2   36 
Balance at 12/31/2014  -   -   (1,695)  (754)  (519)  (504)  (4,538)  (479)  (8,489)
                                     
Impairment                                    
Balance at 12/31/2013  -   -   -   -   -   (9)  -   -   (9)
Additions/ assumptions  -   -   -   -   -   -   -   -   - 
Reversals  -   -   -   -   -   9   -   -   9 
Balance at 12/31/2014  -   -   -   -   -   -   -   -   - 
                                     
Book value                                    
Balance at 12/31/2014  2,274   1,011   525   714   597   415   2,881   294   8,711 
(1)The contractual commitments for purchase of the fixed assets totaled R$ 67, achievable by 2016 (Note 36 - Off balance sheet).
(2)Includes the amount of R$ 4 related to attached real estate.
(3)Includes lease contracts, mainly related to data processing equipment, which are accounted for as lease operations. The asset and the liability are recognized in the Financial Statements.

(1) The contractual commitments for purchase of the fixed assets totaled R$ 59, achievable by 2016 (Note 36 - Off balance sheet).

(2) Includes the amount of R$ 4 related to attached real estate.

(3) Includes lease contracts, mainly related to data processing equipment, which are accounted for as lease operations. The asset and the liability are recognized in the Financial Statements.

 

PerformanceF-72F-67

 

  

Annual Report2015
     Real estate in use(2)  Other fixed assets    
Fixed assets(1) Fixed assets
under
construction
  Land  Buildings  Improvements  Installations  Furniture and
equipment
  EDP systems(3)  Other
(communication,
security and
transportation)
  Total 
Annual depreciation rates       4%  10%  10 to 20%  10 to 20%  20 to 50% ��10 to 20%    
                                     
Cost                                    
Balance at 12/31/2013  948   1,019   2,236   1,283   1,043   925   6,279   725   14,458 
Acquisitions  1,485   3   11   169   117   74   2,045   62   3,966 
Disposal  -   (1)  (6)  (163)  (9)  (89)  (829)  (5)  (1,102)
Exchange variation  -   -   (7)  22   4   (12)  4   (11)  - 
Transfers  (157)  -   -   157   -   -   -   -   - 
Other  1   (10)  (14)  -   (39)  18   (80)  2   (122)
Balance at 12/31/2014  2,277   1,011   2,220   1,468   1,116   916   7,419   773   17,200 
                                     
Depreciation                                    
Balance at 12/31/2013  -   -   (1,651)  (667)  (439)  (487)  (4,230)  (411)  (7,885)
Accumulated depreciation  -   -   (58)  (247)  (85)  (79)  (1,098)  (74)  (1,641)
Disposal  -   -   3   162   2   60   768   4   999 
Exchange variation  -   -   -   1   2   12   (13)  -   2 
Other  -   -   11   (3)  1   (10)  35   2   36 
Balance at 12/31/2014  -   -   (1,695)  (754)  (519)  (504)  (4,538)  (479)  (8,489)
                                     
Impairment                                    
Balance at 12/31/2013  -   -   -   -   -   (9)  -   -   (9)
Additions/ assumptions  -   -   -   -   -   -   -   -   - 
Reversals  -   -   -   -   -   9   -   -   9 
Balance at 12/31/2014  -   -   -   -   -   -   -   -   - 
                                     
Book value                                    
Balance at 12/31/2014  2,274   1,011   525   714   597   415   2,881   294   8,711 

 

     Real estate in use(2)  Other fixed assets    
                       Other    
  Fixed assets                    (communication,    
  under              Furniture and     security and    
Fixed Assets(1) construction  Land  Buildings  Improvements  Installations  equipment  EDP systems(3)  transportation)  Total 
Annual depreciation rates       4%  10%  10 to 20%  10 to 20%  20 to 50%  10 to 20%    
                                     
Cost                                    
Balance at 12/31/2012  356   1,029   2,237   1,186   872   877   5,480   606   12,643 
Acquisitions  735   -   22   148   183   66   1,262   118   2,534 
Disposal  -   (8)  (13)  (211)  (11)  (15)  (474)  (3)  (735)
Exchange variation  (7)  -   2   7   4   (3)  9   3   15 
Transfers  (136)  -   -   136   -   -   -   -   - 
Other  -   (2)  (12)  17   (5)  -   2   1   1 
Balance at 12/31/2013  948   1,019   2,236   1,283   1,043   925   6,279   725   14,458 
                                     
Depreciation                                    
Balance at 12/31/2012  -   -   (1,607)  (613)  (358)  (417)  (3,664)  (347)  (7,006)
Accumulated depreciation  -   -   (70)  (235)  (80)  (83)  (987)  (67)  (1,522)
Disposal  -   -   10   209   7   7   430   2   665 
Exchange variation  -   -   -   (2)  3   9   (11)  -   (1)
Other  -   -   16   (26)  (11)  (3)  2   1   (21)
Balance at 12/31/2013  -   -   (1,651)  (667)  (439)  (487)  (4,230)  (411)  (7,885)
                                     
Impairment                                    
Balance at 12/31/2012  -   -   -   -   -   (9)  -   -   (9)
Additions / assumptions  -   -   -   -   -   -   -   -   - 
Reversals  -   -   -   -   -   -   -   -   - 
Balance at 12/31/2013  -   -   -   -   -   (9)  -   -   (9)
                                     
Book value                                    
Balance at 12/31/2013  946   1,019   585   616   604   431   2,049   314   6,564 
(1)The contractual commitments for purchase of the fixed assets totaled R$ 1,212, achievable by 2016 (Note 36 - Off balance sheet).
(2)Includes the amount of R$ 4 related to attached real estate;
(3)Includes lease contracts, mainly related to data processing equipment, which are accounted for as lease operations. The asset and the liability are recognized in the Financial Statements.

(1) The contractual commitments for purchase of the fixed assets totaled R$ 67, achievable by 2016 (Note 36 - Off balance sheet).

(2) Includes the amount of R$ 4 related to attached real estate.

(3) Includes lease contracts, mainly related to data processing equipment, which are accounted for as lease operations. The asset and the liability are recognized in the Financial Statements.

 

PerformanceF-73F-68

 

Annual Report2015

  

Note 16 - Intangible assets

 

     Other intangible assets    
     Association for the             
  Acquisition of  promotion and offer             
  rights to credit  of financial products  Acquisition of  Development of  Other intangible    
Intangible assets(1) payroll  and services  software  software  assets  Total 
Amortization rates p.a. 20%  8%  20%  20%  10 to 20%    
                         
Cost                        
Balance at 12/31/2014  1,067   1,582   1,965   2,836   791   8,241 
Acquisitions  109   39   410   489   15   1,062 
Terminated agreements/ write off  (169)  (195)  (134)  (14)  (4)  (516)
Exchange variation  -   -   109   -   185   294 
Other  (2)  (17)  12   -   (27)  (34)
Balance at 12/31/2015  1,005   1,409   2,362   3,311   960   9,047 
                         
Amortization(2)                        
Balance at 12/31/2014  (556)  (337)  (918)  (113)  (149)  (2,073)
Amortization expense  (213)  (144)  (358)  (138)  (287)  (1,140)
Terminated agreements/ write off  169   144   134   -   -   447 
Exchange variation  -   -   (51)  -   (150)  (201)
Other  -   7   3   (1)  244   253 
Balance at 12/31/2015  (600)  (330)  (1,190)  (252)  (342)  (2,714)
                         
Impairment(3)                        
Balance at 12/31/2014  (18)  (2)  -   (14)  -   (34)
Additions / assumptions  -   -   -   (4)  -   (4)
Write off  -   -   -   -   -   - 
Balance at 12/31/2015  (18)  (2)  -   (18)  -   (38)
                         
Book value                        
Balance at 12/31/2015  387   1,077   1,172   3,041   618   6,295 
(1)The contractual commitments for the purchase of new intangible assets totaled R$ 281, achievable by 2016 (Note 36 - Off balance seet).
(2)All intangible assets have a defined useful life.
(3)Note 2.4l.
     Other intangible assets    
Intangible assets(1) Acquisition of
rights to credit
payroll
  Association for the
promotion and offer
of financial products
and services
  Acquisition of
software
  Development of
software
  Other intangible
assets
  Total 
Amortization rates p.a. 20%  8%  20%  20%  10 a 20%    
                         
Cost                        
Balance at 12/31/2015  1,005   1,409   2,362   3,311   960   9,047 
Acquisitions  342   719   1,293   215   277   2,846 
Terminated agreements/ write off  (308)  (73)  (3)  (1)  -   (385)
Exchange variation  -   (12)  120   -   (130)  (22)
Other  7   (295)  68   -   (29)  (249)
Balance at 12/31/2016  1,046   1,748   3,840   3,525   1,078   11,237 
                         
Amortization(2)                        
Balance at 12/31/2015  (600)  (330)  (1,190)  (252)  (342)  (2,714)
Amortization expense  (261)  (263)  (429)  (280)  (298)  (1,531)
Terminated agreements/ write off  306   67   1   -   -   374 
Exchange variation  -   84   (107)  -   110   87 
Other  -   66   24   -   246   336 
Balance at 12/31/2016  (555)  (376)  (1,701)  (532)  (284)  (3,448)
                         
Impairment(3)                        
Balance at 12/31/2015  (18)  (2)  -   (18)  -   (38)
Additions / assumptions  (1)  -   (57)  (317)  -   (375)
Write off  -   2   3   -   -   5 
Balance at 12/31/2016  (19)  -   (54)  (335)  -   (408)
                         
Book value                        
Balance at 12/31/2016  472   1,372   2,085   2,658   794   7,381 

(1) The contractual commitments for the purchase of new intangible assets totaled R$ 262, achievable by 2017 (Note 36 - Off balance sheet).

(2) All intangible assets have a defined useful life.

(3) Note 2.4i.

 

PerformanceF-74F-69

 

  

Annual Report2015
     Other intangible assets    
Intangible assets (1) Acquisition of
rights to credit
payroll
  Association for the
promotion and offer
of financial products
and services
  Acquisition of
software
  Development of
software
  Other intangible
assets
  Total 
Amortization rates p.a. 20%  8%  20%  20%  10 a 20%    
                         
Cost                        
Balance at 12/31/2014  1,067   1,582   1,965   2,836   791   8,241 
Acquisitions  109   39   410   489   15   1,062 
Terminated agreements / write off  (169)  (195)  (134)  (14)  (4)  (516)
Exchange variation  -   -   109   -   185   294 
Other  (2)  (17)  12   -   (27)  (34)
Balance at 12/31/2015  1,005   1,409   2,362   3,311   960   9,047 
                         
Amortization (2)                        
Balance at 12/31/2014  (556)  (337)  (918)  (113)  (149)  (2,073)
Amortization expense  (213)  (144)  (358)  (138)  (287)  (1,140)
Terminated agreements / write off  169   144   134   -   -   447 
Exchange variation  -   -   (51)  -   (150)  (201)
Other  -   7   3   (1)  244   253 
Balance at 12/31/2015  (600)  (330)  (1,190)  (252)  (342)  (2,714)
                         
Impairment (3)                        
Balance at 12/31/2014  (18)  (2)  -   (14)  -   (34)
Additions / assumptions  -   -   -   (4)  -   (4)
Reversals  -   -   -   -   -   - 
Balance at 12/31/2015  (18)  (2)  -   (18)  -   (38)
                         
Book value                        
Balance at 12/31/2015  387   1,077   1,172   3,041   618   6,295 

 

     Other intangible assets    
     Association for the             
  Acquisition of  promotion and offer             
  rights to credit  of financial products  Acquisition of  Development of  Other intangible    
Intangible assets(1) payroll  and services  software  software  assets  Total 
Amortization rates p.a. 20%  8%  20%  20%  10 to 20%    
                         
Cost                        
Balance at 12/31/2013  1,165   1,688   1,839   2,195   1,019   7,906 
Acquisitions  109   36   393   651   10   1,199 
Terminated agreements / write off  (214)  (104)  (201)  (10)  (300)  (829)
Exchange variation  -   (2)  (23)  -   43   18 
Other  7   (36)  (43)  -   19   (53)
Balance at 12/31/2014  1,067   1,582   1,965   2,836   791   8,241 
                         
Amortization(2)                        
Balance at 12/31/2013  (535)  (256)  (868)  (47)  (352)  (2,058)
Amortization expense  (225)  (157)  (324)  (66)  (131)  (903)
Terminated agreements / write off  204   81   201   -   119   605 
Exchange variation  -   -   10   -   (34)  (24)
Other  -   (5)  63   -   249   307 
Balance at 12/31/2014  (556)  (337)  (918)  (113)  (149)  (2,073)
                         
Impairment(3)                        
Balance at 12/31/2013  (18)  (27)  -   (6)  -   (51)
Additions / assumptions  -   -   -   (8)  -   (8)
Reversals  -   25   -   -   -   25 
Balance at 12/31/2014  (18)  (2)  -   (14)  -   (34)
                         
Book value                        
Balance at 12/31/2014  493   1,243   1,047   2,709   642   6,134 
(1)The contractual commitments for the purchase of new intangible assets totaled R$ 508, achievable by 2016 (Note 36 - Off balance seet).
(2)All intangible assets have a defined useful life.
(3)Note 2.4l.

(1) The contractual commitments for the purchase of new intangible assets totaled R$ 281, achievable by 2016 (Note 36 - Off balance sheet).

(2) All intangible assets have a defined useful life.

(3) Note 2.4i.

 

PerformanceF-75F-70

 

  

Annual Report2015
     Other intangible assets    
Intangible assets (1) Acquisition of
rights to credit
payroll
  Association for the
promotion and offer
of financial products
and services
  Acquisition of
software
  Development of
software
  Other intangible
assets
  Total 
Amortization rates p.a. 20%  8%  20%  20%  10 to 20%    
                         
Cost                        
Balance at 12/31/2013  1,165   1,688   1,839   2,195   1,019   7,906 
Acquisitions  109   36   393   651   10   1,199 
Terminated agreements / write off  (214)  (104)  (201)  (10)  (300)  (829)
Exchange variation  -   (2)  (23)  -   43   18 
Other  7   (36)  (43)  -   19   (53)
Balance at 12/31/2014  1,067   1,582   1,965   2,836   791   8,241 
                         
Amortization (2)                        
Balance at 12/31/2013  (535)  (256)  (868)  (47)  (352)  (2,058)
Amortization expense  (225)  (157)  (324)  (66)  (131)  (903)
Terminated agreements / write off  204   81   201   -   119   605 
Exchange variation  -   -   10   -   (34)  (24)
Other  -   (5)  63   -   249   307 
Balance at 12/31/2014  (556)  (337)  (918)  (113)  (149)  (2,073)
                         
Impairment (3)                        
Balance at 12/31/2013  (18)  (27)  -   (6)  -   (51)
Additions / assumptions  -   -   -   (8)  -   (8)
Reversals  -   25   -   -   -   25 
Balance at 12/31/2014  (18)  (2)  -   (14)  -   (34)
                         
Book value                        
Balance at 12/31/2014  493   1,243   1,047   2,709   642   6,134 

 

     Other intangible assets    
     Association for the             
  Acquisition of  promotion and offer             
  rights to credit  of financial products  Acquisition of  Development of  Other intangible    
Intangible assets(1) payroll  and services  software  software  assets  Total 
Amortization rates p.a. Up to 9  Up to 5  20%  20%  10 to 20%    
                         
Cost                        
Balance at 12/31/2012  1,497   1,333   1,736   1,553   688   6,807 
Acquisitions  195   340   382   820   298   2,035 
Terminated agreements/ write off  (527)  (83)  (161)  (178)  (1)  (950)
Exchange variation  -   1   (10)  -   39   30 
Other  -   97   (108)  -   (5)  (16)
Balance at 12/31/2013  1,165   1,688   1,839   2,195   1,019   7,906 
                         
Amortization(2)                        
Balance at 12/31/2012  (781)  (178)  (881)  (11)  (264)  (2,115)
Amortization expense  (273)  (137)  (291)  (36)  (74)  (811)
Terminated agreements/ write off  519   68   158   -   1   746 
Exchange variation  -   -   14   -   (25)  (11)
Other  -   (9)  132   -   10   133 
Balance at 12/31/2013  (535)  (256)  (868)  (47)  (352)  (2,058)
                         
Impairment(3)                        
Balance at 12/31/2012  (18)  (3)  -   -   -   (21)
Additions / assumptions  -   (27)  -   (6)  -   (33)
Reversals  -   3   -   -   -   3 
Balance at 12/31/2013  (18)  (27)  -   (6)  -   (51)
                         
Book value                        
Balance at 12/31/2013  612   1,405   971   2,142   667   5,797 
(1)The contractual commitments for the purchase of new intangible assets totaled R$ 760, achievable by 2016 (Note 36 - Off balance seet).
(2)All intangible assets have a defined useful life.
(3)Note 2.4l.

(1) The contractual commitments for the purchase of new intangible assets totaled R$ 508, achievable by 2016 (Note 36 - Off balance sheet).

(2) All intangible assets have a defined useful life.

(3) Note 2.4i.

 

PerformanceF-76F-71

 

Annual Report2015

  

Note 17 - Deposits

 

The table below shows the breakdown of deposits:

 

  12/31/2015  12/31/2014 
  Current  Non-current  Total  Current  Non-current  Total 
Interest-bearing deposits  171,527   59,991   231,518   180,207   65,833   246,040 
Time deposits  45,994   59,256   105,250   43,136   65,330   108,466 
Interbank deposits  14,214   735   14,949   18,622   503   19,125 
Savings deposits  111,319   -   111,319   118,449   -   118,449 
Non-interest bearing deposits  61,092   -   61,092   48,733   -   48,733 
Demand deposits  61,092   -   61,092   48,733   -   48,733 
Total  232,619   59,991   292,610   228,940   65,833   294,773 

  12/31/2016  12/31/2015 
  Current  Non-current  Total  Current  Non-current  Total 
                   
Interest-bearing deposits  187,882   80,399   268,281   171,527   59,991   231,518 
Time deposits  75,913   80,361   156,274   45,994   59,256   105,250 
Interbank deposits  3,719   38   3,757   14,214   735   14,949 
Savings deposits  108,250   -   108,250   111,319   -   111,319 
Non-interest bearing deposits  61,133   -   61,133   61,092   -   61,092 
Demand deposits  61,133   -   61,133   61,092   -   61,092 
Total  249,015   80,399   329,414   232,619   59,991   292,610 

 

Note 18 – Financial liabilities held for trading

 

Financial liabilities held for trading are presented in the following table:

 

  12/31/2015  12/31/2014 
Structured notes        
Shares  57   73 
Debt securities  355   447 
Total  412   520 

  12/31/2016  12/31/2015 
Structured notes        
Shares  49   57 
Debt securities  470   355 
Total  519   412 

 

The effect of the changes in credit risk of these instruments is not significant at 12/31/20152016 and 12/31/2014.2015.

 

For shares, in view of the characteristics of the instrument, there is no definite value to be paid at the maturity date. For debt securities, the amount to be paid at maturity comprises several exchange rates and indices, and there is no contractual amount for settlement.

 

The fair value of financial liabilities held for trading by maturity is as follows:

 

  12/31/2015  12/31/2014 
  Cost / Fair value  Cost / Fair value 
Current - up to one year  34   220 
Non-current  378   300 
From one to five years  364   122 
From five to ten years  5   149 
After ten years  9   29 
Total  412   520 

  12/31/2016  12/31/2015 
  Cost / Fair value  Cost / Fair value 
Current - up to one year  134   34 
Non-current  385   378 
From one to five years  295   364 
From five to ten years  52   5 
After ten years  38   9 
Total  519   412 

 

PerformanceF-77F-72

 

 

Annual Report2015

Note 19 – Securities sold under repurchase agreements and interbank and institutional market debts

 

a)Securities sold under repurchase agreements and interbank market debt

a) Securities sold under repurchase agreements and interbank market debt

 

The table below shows the breakdown of funds:

 

  12/31/2015  12/31/2014 
     Non-        Non-    
  Current  current  Total  Current  current  Total 
Securities sold under repurchase agreements  181,198   155,445   336,643   152,093   136,590   288,683 
Transactions backed by own financial assets(*)  64,955   155,445   220,400   76,343   136,590   212,933 
Transactions backed by third party financial assets  116,243   -   116,243   75,750   -   75,750 
Interbank market debt  80,547   76,339   156,886   68,818   53,768   122,586 
Mortgage notes  31   108   139   32   111   143 
Real estate credit bills  12,441   2,011   14,452   10,395   437   10,832 
Agribusiness credit bills  6,695   7,080   13,775   5,229   2,582   7,811 
Financial credit bills  3,860   14,636   18,496   6,284   4,361   10,645 
Import and export financing  45,633   19,933   65,566   27,916   15,465   43,381 
On-lending - domestic  11,884   26,920   38,804   18,942   26,288   45,230 
Liabilities from transactions related to credit assignments (Note 12d)  3   5,651   5,654   20   4,524   4,544 
(*)It includes R$ 152,215 (R$ 139,910 at 12/31/2014) related to Debentures of own issue.

  12/31/2016  12/31/2015 
  Current  Non-
current
  Total  Current  Non-
current
  Total 
Securities sold under repurchase agreements  234,569   114,595   349,164   181,198   155,445   336,643 
Transactions backed by own financial assets (*)  101,400   114,595   215,995   64,955   155,445   220,400 
Transactions backed by third party financial assets  133,169   -   133,169   116,243   -   116,243 
Interbank market debt  75,352   60,131   135,483   80,547   76,339   156,886 
Mortgage notes  -   -   -   31   108   139 
Real estate credit bills  12,830   6,349   19,179   12,441   2,011   14,452 
Agribusiness credit bills  9,158   6,284   15,442   6,695   7,080   13,775 
Financial credit bills  5,976   13,590   19,566   3,860   14,636   18,496 
Import and export financing  38,123   7,510   45,633   45,633   19,933   65,566 
On-lending - domestic  9,205   20,623   29,828   11,884   26,920   38,804 
Liabilities   from   transactions   related   to   credit assignments (Note 12d)  60   5,775   5,835   3   5,651   5,654 

(*) It includes R$ 132,149 (R$ 152,215 at 12/31/2015) related to Debentures of own issue.

 

Funding for import and export financing represents credit facilities available for financing of imports and exports of Brazilian companies, in general denominated in foreign currency. The interest rate for each one of the operations (p.a.) is presented in the table below:

 

  Brazil Foreign
Securities sold under repurchase agreements(*) 49%8,5% of CDI  to 17.36% 0.48%0.63% to 3.84%1.85%
Mortgage notes - 3%2.5% to 7%8%
Real estate credit bills 81%83% to 100% of CDI -
Financial credit bills IGPM to 113% -
Agribusiness credit bills 70%83% to 98% of CDI -
Import and export financing 2.5%1.1% to 6.0% 0.3%0.4% to 18%9.5%
On-lending - domestic 2.5% to 14.5% -
Liabilities from transactions related to credit assignments 6.38% to 13.17% 0.3% to 18%-

In “Securities sold under repurchase agreements”, we present the liabilities in transactions in which ITAÚ UNIBANCO HOLDING sells to customers in exchange for cash debt securities issued by its consolidated subsidiaries previously held in treasury, and where it undertakes to repurchase them at any time after the sale up to a repurchase deadline, at which time they must be repurchased by ITAÚ UNIBANCO HOLDING. The repurchase price is computed as the price paid on the sale date plus interest at rates ranging from 49% CDI to 17.36%. The deadline for repurchase expires in January 2027.

 

(*)Note 2,4d presents the operations comprising Deposits received under securities repurchased agreements.Final repurchase dates are set until December 2032.

b)Institutional market debt

 

The table below presents the breakdown of funds obtained in Institutional markets:

 

  12/31/2015  12/31/2014 
     Non-        Non-    
  Current  current  Total  Current  current  Total 
Subordinated debt(1)  10,209   55,576   65,785   2,832   52,785   55,617 
Foreign borrowing through securities  4,757   19,431   24,188   3,142   12,250   15,392 
Structured Operations Certificates(2)  893   3,052   3,945   1,080   1,153   2,233 
Total  15,859   78,059   93,918   7,054   66,188   73,242 

  12/31/2016  12/31/2015 
  Current  Non-
current
  Total  Current  Non-
current
  Total 
Subordinated debt (1)  11,056   46,364   57,420   10,209   55,576   65,785 
Foreign borrowing through securities  5,947   27,636   33,583   4,757   19,431   24,188 
Structured Operations Certificates (2)  2,050   3,186   5,236   893   3,052   3,945 
Total  19,053   77,186   96,239   15,859   78,059   93,918 

(1)At 12/31/2015,2016, the amount of R$ 64,86151,875 (R$ 53,86564,861 at 12/31/2014)2015) is included in the Reference Equity, under the proportion defined by CMN Resolution No. 3,444, of February 28, 2007, as amended by CMN Resolution No. 3,532, of January 31, 2008.

(2)As at December 31, 2015,2016, the market value of the funding from Structured Operations Certificates issued is R$ 4,510.5,816.

 

The interest rate for each one of the operations (p.a.) is presented in the table below.

 

  Brazil Foreign
Subordinated debt CDI+ 0.7%1% to IGPM + 7.7%7.6% 5.1%3.5% to 6.2%10.79%
Foreign borrowing through securities 0.89% to 12.73% 0.091%0.63% to 27.75%25.04%
Structured Operations Certificates IPA + 2.59%3.28% to 16.27%16.54% -

  

PerformanceF-78F-73

 

Annual Report2015

  

Note 20 - Other assets and liabilities

 

a)Other assets

a) Other assets 

 

  12/31/2015  12/31/2014 
     Non-        Non-    
  Current  current  Total  Current  current  Total 
Financial(1)  41,546   11,960   53,506   40,984   12,665   53,649 
Receivables from credit card issuers  25,191   -   25,191   24,203   -   24,203 
Insurance and reinsurance operations  1,367   -   1,367   1,388   -   1,388 
Deposits in guarantee for contingent liabilities (Note 32)  2,131   10,502   12,633   2,128   11,478   13,606 
Deposits in guarantee for foreign borrowing program  409   -   409   624   -   624 
Negotiation and intermediation of securities  7,725   -   7,725   3,964   -   3,964 
Receivables from reimbursement of contingent liabilities (Note 32c)  335   758   1,093   53   623   676 
Receivables from services provided  2,333   149   2,482   2,394   81   2,475 
Rights receivable from sales operations or transfer of financial assets  -   -   -   5,894   -   5,894 
Amounts receivable from FCVS – Salary Variations Compensation Fund(2)  -   551   551   -   483   483 
Foreign exchange portfolio  444   -   444   -   -   - 
Operations without credit granting characteristics  1,611   -   1,611   336   -   336 
Non-financial  7,005   4,606   11,611   10,906   3,015   13,921 
Prepaid expenses  2,196   1,012   3,208   3,594   434   4,028 
Retirement plan assets (Notes 29c and d)  -   2,183   2,183   -   2,456   2,456 
Sundry domestic  602   -   602   1,862   -   1,862 
Premiums from loan operations  814   850   1,664   2,371   -   2,371 
Sundry foreign  1,542   550   2,092   2,058   125   2,183 
Other  1,851   11   1,862   1,021   -   1,021 

  12/31/2016  12/31/2015 
  Current  Non-
current
  Total  Current  Non-
current
  Total 
Financial (1)  41,648   12,269   53,917   41,546   11,960   53,506 
Receivables from credit card issuers  26,124   -   26,124   25,191   -   25,191 
Insurance and reinsurance operations  1,306   14   1,320   1,367   -   1,367 
Deposits in guarantee for contingent liabilities (Note 32)  2,118   11,144   13,262   2,131   10,502   12,633 
Deposits in guarantee for foreign borrowing program  893   -   893   409   -   409 
Negotiation and intermediation of securities  6,770   -   6,770   7,725   -   7,725 
Receivables from reimbursement of contingent liabilities (Note 32c)  258   870   1,128   335   758   1,093 
Receivables from services provided  2,510   -   2,510   2,333   149   2,482 
Amounts receivable from FCVS – Salary Variations Compensation Fund (2)  7   234   241   -   551   551 
Foreign exchange portfolio  -   -   -   444   -   444 
Operations without credit granting characteristics  1,662   7   1,669   1,611   -   1,611 
Non-financial  7,804   2,223   10,027   7,005   4,606   11,611 
Prepaid expenses  2,101   687   2,788   2,196   1,012   3,208 
Retirement plan assets (Notes 29c and d)  -   1,113   1,113   -   2,183   2,183 
Sundry domestic  1,634   32   1,666   602   -   602 
Premiums from loan operations  531   319   850   814   850   1,664 
Sundry foreign  1,776   65   1,841   1,542   550   2,092 
Other  1,762   7   1,769   1,851   11   1,862 

(1) There were no impairment losses for other financial assets in these periods.

(2) The Salary Variation Compensation Fund – FCVS was established through Resolution No. 25, of June 16, 1967, of the Board of the former BNH (National Housing Bank), and its purpose is to settle balances remaining after the end of real estate financing contracted up to March 1990, relating to agreements financed under the SFH (National Housing System), and provided that they are covered by FCVS.

b)Other liabilities

 

  12/31/2015  12/31/2014 
     Non-        Non-    
  Current  current  Total  Current  current  Total 
Financial  68,478   237   68,715   69,610   1,882   71,492 
Credit card operations  56,143   -   56,143   58,596   -   58,596 
Foreign exchange portfolio  -   -   -   784   -   784 
Negotiation and intermediation of securities  10,920   177   11,097   5,749   1,439   7,188 
Finance leases (Note 14a)  491   26   517   394   410   804 
Funds from consortia participants  45   -   45   30   -   30 
Liabilities from sales operations or transfer of financial assets  -   -   -   3,477   33   3,510 
Other  879   34   913   580   -   580 
Non-financial  24,975   812   25,787   22,612   1,048   23,660 
Collection and payment of taxes and contributions  239   -   239   226   -   226 
Sundry creditors - domestic  1,681   75   1,756   1,680   48   1,728 
Funds in transit  10,893   -   10,893   8,906   -   8,906 
Provision for sundry payments  1,944   199   2,143   2,161   378   2,539 
Social and statutory  5,110   -   5,110   4,678   41   4,719 
Related to insurance operations  253   -   253   260   -   260 
Liabilities for official agreements and rendering of payment services  808   -   808   933   -   933 
Provision for retirement plan benefits (Note 29c and e)  -   491   491   -   516   516 
Personnel provision  1,336   47   1,383   1,317   65   1,382 
Provision for health insurance  716   -   716   685   -   685 
Deferred income  1,909   -   1,909   1,386   -   1,386 
Other  86   -   86   380   -   380 

  12/31/2016  12/31/2015 
  Current  Non-
current
  Total  Current  Non-
current
  Total 
Financial  71,798   34   71,832   68,478   237   68,715 
Credit card operations  58,920   -   58,920   56,143   -   56,143 
Foreign exchange portfolio  620   -   620   -   -   - 
Negotiation and intermediation of securities  10,538   -   10,538   10,920   177   11,097 
Finance leases (Note 14a)  26   -   26   491   26   517 
Funds from consortia participants  84   -   84   45   -   45 
Other  1,610   34   1,644   879   34   913 
Non-financial  25,968   1,142   27,110   24,975   812   25,787 
Collection and payment of taxes and contributions  297   -   297   239   -   239 
Sundry creditors - domestic  2,488   117   2,605   1,681   75   1,756 
Funds in transit  10,214   190   10,404   10,893   -   10,893 
Provision for sundry payments  2,007   203   2,210   1,944   199   2,143 
Social and statutory  5,541   35   5,576   5,110   -   5,110 
Related to insurance operations  224   -   224   253   -   253 
Liabilities for official agreements and rendering of payment services  864   -   864   808   -   808 
Provision for retirement plan benefits (Note 29c and e)  201   548   749   -   491   491 
Personnel provision  1,352   49   1,401   1,336   47   1,383 
Provision for health insurance  742   -   742   716   -   716 
Deferred income  1,975   -   1,975   1,909   -   1,909 
Other  63   -   63   86   -   86 

 

PerformanceF-79F-74

 

 

Annual Report2015

Note 21 – Stockholders’ equity

 

a)Capital

 

The Extraordinary Stockholders’ Meeting held on April 29, 2015September 14, 2016 approved anthe increase of subscribed and paid-up capital by R$ 10,148,12,000, with the capitalization of the amounts recorded in Revenue Reserve – Statutory Reserve, with a 10% bonus share.shares. Bonus shares started being traded on 07/17/2015October 21,2016 and the process was approved by the Central Bank on 06/25/2015.September 23,2016. Accordingly, capital stock was increased by 553,083,268598,391,594 shares.

The Extraordinary Stockholders` Meeting of April 27, 2016 approved the cancellation of 100,000,000 preferred shares of own issue held in treasury, without change to the capital stock, through the capitalization of amounts recorded in Revenue Reserves – Statutory Reserve. This process was approved by the Central Bank of Brazil on June 7, 2016.

 

Capital comprises 6,083,915,9496,582,307,543 book-entry shares with no par value, of which 3,047,040,1983,351,744,217 are common and 3,036,875,7513,230,563,326 are preferred shares without voting rights; preferred shares haverights, but with tag-along rights, in the event of a possible change in control,the public offer of common shares, at a price equal to 80% of the amount paid per share paid forwith voting rights in the controlling stake, as well as a dividend at least equal to that of the common shares. Capital stock amounts to R$ 85,148 (R$ 75,00097,148 (85,148 at 12/31/2014)2015), of which R$ 58,283 (R$ 51,56365,534 (58,284 at 12/31/2014)2015) refers to stockholders residentdomiciled in Brazilthe country and R$ 26,86431,614 (R$ 23,43726,864 at 12/31/2014)2015) refers to stockholders residentdomiciled abroad.

 

The table below shows the breakdown of and change in shares of paid-in capital and the reconciliation of balances at the beginning and end of the period:

 

  12/31/2015 
  Number    
  Common  Preferred  Total  Amount 
Residents in Brazil at 12/31/2014  2,758,685,730   1,043,799,342   3,802,485,072     
Residents abroad at 12/31/2014  11,350,814   1,716,996,795   1,728,347,609     
Shares of capital stock at 12/31/2014  2,770,036,544   2,760,796,137   5,530,832,681     
Bonus Shares – ESM of 04/29/2015 – made effective on 06/25/2015  277,003,654   276,079,614   553,083,268     
Shares of capital stock at 12/31/2015  3,047,040,198   3,036,875,751   6,083,915,949     
Residents in Brazil at 12/31/2015  3,033,657,386   1,130,776,196   4,164,433,582     
Residents abroad at 12/31/2015  13,382,812   1,906,099,555   1,919,482,367     
Treasury shares at 12/31/2014(1)  2,541   53,828,551   53,831,092   (1,328)
Purchase of shares  -   111,524,800   111,524,800   (3,324)
Exercised options – granting of stock options  -   (5,873,741)  (5,873,741)  4 
Disposals – stock option plan  -   (5,342,874)  (5,342,874)  295 
Bonus Shares – ESM of 04/29/2015  254   8,425,914   8,426,168   - 
Treasury shares at 12/31/2015(1)  2,795   162,562,650   162,565,445   (4,353)
Outstanding shares at 12/31/2015  3,047,037,403   2,874,313,101   5,921,350,504     
Outstanding shares at 12/31/2014(2)  3,047,037,403   2,977,664,345   6,024,701,748     
  12/31/2016 
  Number    
  Common  Preferred  Total  Amount 
             
Residents in Brazil at 12/31/2015  3,033,657,386   1,130,776,196   4,164,433,582     
Residents abroad at 12/31/2015  13,382,812   1,906,099,555   1,919,482,367     
Shares of capital stock at 12/31/2015  3,047,040,198   3,036,875,751   6,083,915,949     
(-) Cancellation of shares - ESM of April 27, 2016 – Approved on June 7, 2016  -   (100,000,000)  (100,000,000)    
Bonus Shares - ESM of 09/14/2016 - Carried out at 09/23/2016  304,704,019   293,687,575   598,391,594     
Shares of capital stock at 12/31/2016  3,351,744,217   3,230,563,326   6,582,307,543     
Residents in Brazil at 12/31/2016  3,335,350,311   1,104,963,731   4,440,314,042     
Residents abroad at 12/31/2016  16,393,906   2,125,599,595   2,141,993,501     
Treasury shares at 12/31/2015 (1)  2,795   162,562,650   162,565,445   (4,353)
Purchase of shares  -   30,640,000   30,640,000   (947)
Exercised options – granting of stock options  -   (19,931,626)  (19,931,626)  315 
Disposals – stock option plan  -   (8,293,957)  (8,293,957)  433 
(-) Cancellation of shares - ESM of April 27, 2016 – Approved on June 7, 2016  -   (100,000,000)  (100,000,000)  2,670 
Bonus Shares - ESM of 09/14/2016  279   4,627,395   4,627,674   - 
Treasury shares at 12/31/2016 (1)  3,074   69,604,462   69,607,536   (1,882)
Outstanding shares at 12/31/2016  3,351,741,143   3,160,958,864   6,512,700,007     
Outstanding shares at 12/31/2015 (2)  3,351,741,143   3,161,744,411   6,513,485,554     

 

  12/31/2014 
  Number    
  Common  Preferred  Total  Amount 
Residents in Brazil at 12/31/2013  2,752,543,169   1,082,328,262   3,834,871,431     
Residents abroad at 12/31/2013  17,493,375   1,678,467,875   1,695,961,250     
Shares of capital stock at 12/31/2013  2,770,036,544   2,760,796,137   5,530,832,681     
Bonus shares - ESM of 04/23/2014 – made effective on 06/06/2014  277,003,654   276,079,614   553,083,268     
Shares of capital stock at 12/31/2014  3,047,040,198   3,036,875,751   6,083,915,949     
Residents in Brazil at 12/31/2014  3,034,554,303   1,148,179,276   4,182,733,579     
Residents abroad at 12/31/2014  12,485,895   1,888,696,475   1,901,182,370     
Treasury shares at 12/31/2013(1)  2,541   75,753,711   75,756,252   (1,854)
Purchase of shares  -   1,100,000   1,100,000   (35)
Exercised options - granting of stock options  -   (19,003,419)  (19,003,419)  413 
Disposals – stock option plan  -   (4,978,546)  (4,978,546)  148 
Bonus shares - ESM of 04/23/2014 – made effective on 06/06/2014  254   6,339,660   6,339,914   - 
Treasury shares at 12/31/2014(1)  2,795   59,211,406   59,214,201   (1,328)
Outstanding shares at 12/31/2014(2)  3,047,037,403   2,977,664,345   6,024,701,748     
Outstanding shares at 12/31/2013(2)  3,047,037,403   2,953,546,669   6,000,584,072     
  12/31/2015 
  Number    
  Common  Preferred  Total  Amount 
             
Residents in Brazil at 12/31/2014  3,034,554,303   1,148,179,276   4,182,733,579     
Residents abroad at 12/31/2014  12,485,895   1,888,696,475   1,901,182,370     
Shares of capital stock at 12/31/2014  3,047,040,198   3,036,875,751   6,083,915,949     
Bonus shares - ESM of 04/29/2015 – made effective on 06/25/2015  304,704,019   303,687,575   608,391,594     
Shares of capital stock at 12/31/2015  3,351,744,217   3,340,563,326   6,692,307,543     
Residents in Brazil at 12/31/2015  3,337,023,124   1,243,853,815   4,580,876,939     
Residents abroad at 12/31/2015  14,721,093   2,096,709,511   2,111,430,604     
Treasury shares at 12/31/2014 (1)  2,795   59,211,406   59,214,201   (1,328)
Purchase of shares  -   122,677,280   122,677,280   (3,324)
Exercised options - granting of stock options  -   (6,461,115)  (6,461,115)  4 
Disposals – stock option plan  -   (5,877,161)  (5,877,161)  295 
Bonus shares - ESM of 04/29/2015  279   9,268,505   9,268,784   - 
Treasury shares at 12/31/2015 (1)  3,074   178,818,915   178,821,989   (4,353)
Outstanding shares at 12/31/2015 (2)  3,351,741,143   3,161,744,411   6,513,485,554     
Outstanding shares at 12/31/2014 (2)  3,351,741,143   3,275,430,780   6,627,171,923     

(1) Own shares, purchased based on authorization of the Board of Directors, to be held in Treasury for subsequent cancellation of replacement in the market.

(2) For better comparability, outstanding shares were adjusted to reflect the bonuses of 06/25/2015.09/23/2016.

 

PerformanceF-80F-75

 

Annual Report2015

 

We detail below of the cost of shares purchased in the period, as well the average cost of treasury shares and their market price (in Brazilian Reais per share):

 

  01/01 to 12/31/2015 
Cost / market value Common  Preferred 
Minimum  -   24.96 
Weighted average  -   28.80 
Maximum  -   31.86 
Treasury shares        
Average cost  7.25   26.78 
Market value at 12/31/2015  24.58   26.33 

  01/01 to 12/31/2016 
Cost / market value Common  Preferred 
Minimum  -   23.79 
Weighted average  -   30.13 
Maximum  -   36.05 
Treasury shares        
Average cost  6.59   27.04 
Market value at 12/31/2016  30.00   33.85 

 

  01/01 to 12/31/2014 
Cost / market value Common  Preferred 
Minimum  -   31.03 
Weighted average  -   31.59 
Maximum  -   31.88 
Treasury shares        
Average cost  7.25   22.43 
Market value at 12/31/2014  32.30   34.60 

 01/01 to 12/31/2015 
Cost / market value Common  Preferred 
Minimum  -   24.96 
Weighted average  -   28.80 
Maximum  -   31.86 
Treasury shares        
Average cost  7.25   26.78 
Market value at 12/31/2015  24.58   26.33 

 

PerformanceF-81F-76

 

 

Annual Report2015

b)Dividends

 

Stockholders are entitled to an annual mandatory dividend of not less than 25% of adjusted profit, pursuant to the provisions of the Brazilian Corporate Law. Both common and preferred shares participate equally, after common shares have received dividends equal to the annual minimum priority dividend of R$ 0.022 per share non-cumulative to be paid to preferred shares.

 

The calculation of the monthly advance of the mandatory minimum dividend is based on the share position on the last day of the prior month, with payment being made on the first business day of the subsequent month, amounting to R$ 0.015 per share.

 

Below is a statement from dividends and interest on equity and the calculation of the minimum mandatory dividend:

Calculation of dividends and interest on capital

 

  12/31/2015  12/31/2014  12/31/2013 
Statutory net income  21,084   17,392   11,661 
Adjustments:            
(-) Legal reserve  (1,054)  (870)  (583)
Dividend calculation basis  20,030   16,522   11,078 
Mandatory dividend - 25%  5,007   4,130   2,769 
Dividends and interest on capital – paid / provisioned for  7,305   6,635   5,095 

  12/31/2016  12/31/2015  12/31/2014 
Statutory net income  18,853   21,084   17,392 
Adjustments:            
(-)  Legal reserve  (943)  (1,054)  (870)
Dividend calculation basis  17,910   20,030   16,522 
Mandatory dividend - 25%  4,478   5,007   4,130 
Dividends and interest on capital – paid / provisioned for  10,000   7,305   6,635 

 

Payments / provision for interest on capital and dividends

 

  12/31/2015 
  Gross  WHT  Net 
Paid / prepaid  3,002   (311)  2,691 
Dividends - 11 monthly installments of R$ 0.015 per share paid from February to December 2015  932   -   932 
Interest on capital - R$ 0.3460 per share paid on 08/25/2015  2,070   (311)  1,759 
             
Declared until 12/31/2015 (recorded in other liabilities)  2,502   (186)  2,316 
Dividends - 1 monthly installment of R$ 0.015 per share paid on 01/04/2015  89   -   89 
Dividends - R$ 0.1980  1,173       1,173 
Interest on capital - R$ 0.2090 per share, credited on 12/30/2015, paid by 04/30/2016  1,240   (186)  1,054 
             
Declared after 12/31/2015 (Recorded in Revenue Reserves - Dividends equalization)  2,703   (405)  2,298 
Interest on capital - R$ 0.4564 per share  2,703   (405)  2,298 
             
Total from 01/01 to 12/31/2015 - R$ 1.2376 net per share  8,207   (902)  7,305 

  12/31/2016 
  Gross  WHT  Net 
Paid / prepaid  3,355   (355)  3,000 
Dividends - 11 monthly installments of R$ 0.015 per share paid from February to December 2016  987   -   987 
Interest on capital - R$ 0.3990  per share paid on 08/25/2016  2,368   (355)  2,013 
             
Declared until 12/31/2016 (recorded in other liabilities)  3,169   (461)  2,708 
Dividends - 1 monthly installment of R$ 0.015 per share paid on 01/02/2017  98   -   98 
Interest on capital - R$ 0.4714 per share, credited on 12/30/2016, paid by 04/28/2017  3,071   (461)  2,610 
             
Declared after 12/31/2016 (Recorded in Revenue Reserves - Dividends equalization)  5,050   (758)  4,292 
Interest on capital - R$ 0.7754 per share  5,050   (758)  4,292 
             
Total from 01/01 to 12/31/2016 - R$ 1.5789 net per share  11,574   (1,574)  10,000 

 

  12/31/2014 
  Gross  WHT  Net 
Paid / prepaid  2,637   (267)  2,370 
Dividends - 11 monthly installments of R$ 0.015 per share paid from February to December 2014  857   -   857 
Interest on capital - R$ 0.3256 per share paid on 08/25/2014  1,780   (267)  1,513 
             
Declared until 12/31/2014 (recorded in other liabilities)  1,760   -   1,760 
Dividends - 1 monthly installment of R$ 0.015 per share paid on 01/02/2015  82   -   82 
Dividends - R$ 0.3063 per share  1,678   -   1,678 
             
Declared after 12/31/2014 (Recorded in Revenue Reserves - Unrealized Profits Reserve)  2,947   (442)  2,505 
Interest on capital - R$ 0.5380 per share  2,947   (442)  2,505 
             
Total from 01/01 to 12/31/2014 - R$ 1.2204 net per share  7,344   (709)  6,635 

  12/31/2015 
  Gross  WHT  Net 
Paid / prepaid  3,002   (311)  2,691 
Dividends - 11 monthly installments of R$ 0.015 per share paid from February to December 2015  932   -   932 
Interest on capital - R$ 0.3460  per share paid on 08/25/2015  2,070   (311)  1,759 
             
Declared until 12/31/2015 (recorded in other liabilities)  2,502   (186)  2,316 
Dividends - 1 monthly installment of R$ 0.015 per share paid on 01/04/2016  89   -   89 
Dividends provision - R$ 0.1980 per share  1,173       1,173 
Interest on capital - R$ 0.2090 per share, credited on 12/30/2015, paid by 04/30/2016  1,240   (186)  1,054 
             
Declared after 12/31/2015 (Recorded in Revenue Reserves - Unrealized Profits Reserve)�� 2,703   (405)  2,298 
Interest on capital - R$ 0.4564 per share  2,703   (405)  2,298 
             
Total from 01/01 to 12/31/2015 - R$ 1.2376 net per share  8,207   (902)  7,305 

 

Payments / provision for interest on capital and dividends

 

  12/31/2013 
  Gross  WHT  Net 
Paid / prepaid  2,162   (206)  1,956 
Dividends - 11 monthly installments of R$ 0.015 per share paid from February to December 2013  786   -   786 
Interest on capital - R$ 0.2774 per share paid on 08/21/2013  1,376   (206)  1,170 
             
Declared until 12/31/2013 (recorded in other liabilities)  1,084   (152)  933 
Dividends - 1 monthly installment of R$ 0.015 per share paid on 01/02/2014  74   -   74 
Interest on capital - R$ 0.2036 per share, credited on 12/30/2013, paid on 02/28/2014  1,010   (152)  859 
             
Declared after 12/31/2013 (Recorded in Revenue Reserves - Unrealized Profits Reserve)  2,596   (389)  2,207 
Interest on capital - R$ 0.5236 per share  2,596   (389)  2,207 
             
Total from 01/01 to 12/31/2013 - R$ 1.0340 net per share  5,842   (747)  5,095 

  12/31/2014 
  Gross  WHT  Net 
Paid / prepaid  2,637   (267)  2,370 
Dividends - 11 monthly installments of R$ 0.015 per share paid from February to December 2014  857   -   857 
Interest on capital - R$ 0.3256  per share paid on 08/25/2014  1,780   (267)  1,513 
             
Declared until 12/31/2014 (recorded in other liabilities)  1,760   -   1,760 
Dividends - 1 monthly installment of R$ 0.015 per share paid on 01/02/2015  82   -   82 
Interest on capital - R$ 0.3063 per share  1,678   -   1,678 
             
Declared after 12/31/2014 (Recorded in Revenue Reserves - Unrealized Profits Reserve)  2,947   (442)  2,505 
Interest on capital - R$ 0.5380  per share  2,947   (442)  2,505 
             
Total from 01/01 to 12/31/2014 - R$ 1.2204 net per share  7,344   (709)  6,635 

 

PerformanceF-82F-77

 

 

c) Additional paid-in capital

Annual Report2015

c)Additional paid-in capital

 

Additional paid-in capital corresponds to: (i) the difference between the proceeds from the sale of treasury shares and the average cost of such shares, and (ii) the compensation expenses recognized in accordance with the stock option plan and variable compensation.

 

d)Appropriated reserves

d) Appropriated reserves

 

  12/31/2015  12/31/2014  12/31/2013 
Capital reserves(1)  285   285   285 
Premium on subscription of shares  284   284   284 
Reserves from tax incentives, restatement of equity securities and other  1   1   1 
Revenue reserves  9,782   7,925   13,183 
Legal(2)  6,895   5,841   4,971 
Statutory  9,461   7,775   13,615 
Dividends equalization(3)  3,355   2,885   3,901 
Working capital increase(4)  1,655   1,162   3,003 
Increase in capital of investees(5)  4,451   3,728   6,711 
Corporate reorganizations (Note 2.4 a III)  (9,277)  (8,638)  (7,999)
Unrealized profits(6)  2,703   2,947   2,596 
Total reserves at parent company  10,067   8,210   13,468 

  12/31/2016  12/31/2015  12/31/2014 
Capital reserves (1)  285   285   285 
Premium on subscription of shares  284   284   284 
Reserves from tax incentives, restatement of equity securities and other  1   1   1 
Revenue reserves  3,158   9,782   7,925 
Legal (2)  7,838   6,895   5,841 
Statutory  1,132   9,461   7,775 
Dividends equalization (3)  337   3,355   2,885 
Working capital increase (4)  -   1,655   1,162 
Increase in capital of investees (5)  795   4,451   3,728 
Corporate reorganizations (Note 2.4 a III)  (10,862)  (9,277)  (8,638)
Unrealized profits (6)  5,050   2,703   2,947 
Total reserves at parent company  3,443   10,067   8,210 

(1)Refers to amounts received by Itaú Unibanco Holding that were not included in the statement of income, since they do not refer to compensation for the provision of goods or services.
(2)Legal reserve - may be used to increase capital or to absorb losses, but it cannot be distributed as dividends.
(3)Reserve for dividends equalization - its purpose is to reserve funds for the payment or advances on dividends, including interest on capital, to maintain the flow of the stockholders' compensation.
(4)Reserve for working capital - its purpose is to guarantee funds for operations.
(5)Reserve for increase in capital of investees - its purpose is to guarantee the preemptive right in the capital increases of investees.
(6)Refers to interest on capital declared after December 31 of each period.

e)Unappropriated reserves

 

Refers to balance of profit remaining after the distribution of dividends and appropriations to statutory reserves in the statutory accounts of ITAÚ UNIBANCO HOLDING.

 

f) Non-controlling interests

  Stockholders’ equity  Net Income 
        01/01 to  01/01 to 
  12/31/2016  12/31/2015  12/31/2016  12/31/2015 
Itaú CorpBanca (Note 3)  10,117   -   119   - 
Banco CorpBanca Colômbia S.A. (Note 3)  1,231   -   22   - 
Financeira Itaú CBD S.A. Crédito, Financiamento e Investimento  519   428   119   118 
Banco Itaú Consignado S.A.  -   983   (20)  217 
Luizacred S.A. Soc. Cred. Financiamento Investimento  275   282   51   62 
Others  90   114   28   19 
Total  12,232   1,807   319   416 

PerformanceF-83F-78

 

Annual Report2015

  

Note 22 – Share-based payment

 

ITAÚ UNIBANCO HOLDING and its subsidiaries have share-based payment programs aimed at involving its management members and employees in the medium and long term corporate development process.

 

These payments are only made in years where there are sufficient profits to enable the distribution of mandatory dividends, in order to limit the maximum dilutive effect to which stockholders are subject, and at a quantity that does not exceed the limit of 0.5% of the total shares held by the controlling and minority stockholders at the balance sheet date.

 

These programs are settled through the delivery of ITUB4 treasury shares to stockholders.

 

At the ESM of September 14, 2016 a capital increase with 10% share bonus was approved and ratified by BACEN on September 23, 2016. The new shares will be included in the share position on October 21, 2016. Therefore, for better comparability, the number of shares shown in this note consider the bonus shares.

From 01/01 to 12/31/2015,2016, the accounting effect of the share-based payment in income was R$ (591) (R$ (734) (R$from 01/01 to 12/31/2015 and R$ (441) from 01/01 to 12/31/2014 and R$ (322) from 01/01 to 12/31/2013)2014)).

 

I – Stock Option Plan (Simple Options)

 

ITAÚ UNIBANCO HOLDING has a Stock Option Plan (“Simple Options”) aimed at involving management members and employees in the medium and long term corporate development program of ITAÚ UNIBANCO HOLDING and its subsidiaries, offering them the opportunity benefit from the appreciation that their work and dedication bring to the shares.

 

In addition to the grants provided under the Plan, ITAÚ UNIBANCO HOLDING also maintains control over the rights and obligations in connection with the options granted under the plans approved at the Extraordinary Stockholders’ Meetings held on April 24, 2009 and April 19, 2013 related to the Unibanco – União de Bancos Brasileiros S.A. and to Unibanco Holdings S.A., and to Redecard S.A. (“Rede”) stock option plans, respectively. Accordingly, the exchange of shares for ITUB4 did not have a relevant financial impact.

 

Simple options have the following characteristics:

 

a)Exercise price:calculated based on the average prices of shares in the three months of the year prior topriorto the grant date. The prices determined will be restated to the last business day of the month prior to the option exercise date based on IGP-M or, in its absence, on an index to be determined internally, and should be paid within the period in force for the settlement of operations on BM&FBOVESPA.

 

b)Vesting period:determined upon issue, from one to seven years, counted from the grant date. The vestingThevesting period is normally determined at five years.

 

c)Fair value and economic assumptions for cost recognition:the fair value of Simple Options is calculatediscalculated on the grant date based on the Binominal model. Economic assumptions used are as follows:

 

(i)Exercise price: exercise price previously agreed upon the option issue, adjusted by the IGP-M variation;

 

(ii)Price of the underlying asset (ITUB4 shares): closing price on BM&FBOVESPA on the calculation base date.

 

(iii)Expected dividends: the average annual return rate for the last three years of dividends paid plus interest on capital of the ITUB4 share;

 

(iv)Risk-free interest rate: IGP-M coupon rate at the expiration date of the Simple Option;

 

(v)Expected volatility: calculated based on the standard deviation from the history of the last 84 monthly returns of the ITUB4 share closing prices, disclosed by BM&FBOVESPA, adjusted by the IGP-M variation.

 

PerformanceF-84F-79

 

Annual Report2015

 

Summary of changes in the plan

 

 Simple options  Simple options 
    Weighted average Weighted average     Weighted average Weighted average 
 Quantity  exercise price  market value  Quantity  exercise price  market value 
Opening balance 12/31/2014  55,162,112   32.43     
Opening balance 12/31/2015  50,543,148   31.89     
Options exercisable at the end of the period  28,872,290   32.15       35,647,958   33.40     
Options outstanding but not exercisable  26,289,822   32.73       14,895,190   28.29     
Options:                        
Granted  -   -       -   -     
Canceled / Forfeited(*)  (9,062,437)  40.08       (127,798)  35.91     
Exercised  (151,358)  24.32   34.36   (12,381,844)  26.92   35.15 
Balance at 12/31/2015  45,948,317   35.08     
Balance at 12/31/2016  38,033,506   36.94     
Options exercisable at the end of the period  32,407,235   36.74       23,440,177   40.98     
Options outstanding but not exercisable  13,541,082   31.12       14,593,329   30.45     
Range of exercise prices                        
Granting 2008-2009      26.34 - 40.28     
Granting 2010-2012      23.88 - 42.79     
Granting 2009-2010      25,66 - 41,69     
Granting 2011-2012      30,45 - 40,72     
Weighted average of the remaining contractual life (in years)  2.60           2.63         

(*) Refers to non-exercise based on the beneficiary’s decision.

 

 Simple options  Simple options 
    Weighted average Weighted average     Weighted average Weighted average 
 Quantity  exercise price  market value  Quantity  exercise price  market value 
Opening balance 12/31/2013  71,848,530   29.86     
Opening balance 12/31/2014  60,678,323   29.48     
Options exercisable at the end of the period  36,008,273   27.65       31,759,519   29.23     
Options outstanding but not exercisable  35,840,257   32.95       28,918,804   29.75     
Options:                        
Granted  -   -       -   -     
Canceled / Forfeited(*)  (1,531,443)  31.80       (9,968,681)  36.44     
Exercised  (15,154,975)  27.28   33.39   (166,494)  22.11   31.24 
Opening balance 12/31/2014  55,162,112   32.43     
Opening balance 12/31/2015  50,543,148   31.89     
Options exercisable at the end of the period  28,872,290   32.15       35,647,958   33.40     
Options outstanding but not exercisable  26,289,822   32.73       14,895,190   28.29     
Range of exercise prices                        
Granting 2006-2009      23.80 - 39.87     
Granting 2008-2009      23,95 - 36,62     
Granting 2010-2012      23.88 - 38.66           21,71 - 38,90     
Weighted average of the remaining contractual life (in years)  2.56           2.60         

(*) Refers to non-exercise based on the beneficiary’s decision.

 

 Simple options  Simple options 
    Weighted average Weighted average     Weighted average Weighted average 
 Quantity  exercise price  market value  Quantity  exercise price  market value 
Opening balance 12/31/2012  78,845,712   28.45     
Opening balance 12/31/2013  79,033,384   27.15     
Options exercisable at the end of the period  25,971,551   28.80       39,609,101   25.14     
Options outstanding but not exercisable  52,874,161   28.29       39,424,283   29.96     
Options:                        
Granted  616,298   23.88       -   -     
Canceled / Forfeited(*)  (3,022,248)  32.57       (1,684,588)  28.91     
Exercised  (4,591,232)  25.68   30.40   (16,670,473)  24.80   33.39 
Opening balance 12/31/2013  71,848,530   30.30     
Opening balance 12/31/2014  60,678,323   29.48     
Options exercisable at the end of the period  36,008,273   27.65       31,759,519   29.23     
Options outstanding but not exercisable  35,840,257   32.95       28,918,804   29.75     
Range of exercise prices                        
Granting 2006-2009      22.95 - 38.56           21,64 - 36,25     
Granting 2010-2012      23.88 - 37.30           21,71 - 35,15     
Weighted average of the remaining contractual life (in years)  3.57           2.56         

(*) Refers to non-exercise based on the beneficiary’s decision.

 

PerformanceF-85F-80

 

Annual Report2015

 

ll – Partner Plan

 

The employees and management members of ITAÚ UNIBANCO HOLDING and its subsidiaries may be selected to participate in the program investing a percentage of their bonus to acquire ITUB4 shares and share-based instruments. Accordingly, the ownership of these shares should be held by the beneficiaries for a period from three to five years, counted from the initial investment, and are thus subject to market price variations. After complying with the suspensive conditions set forth in the program, beneficiaries will be entitled to receive ITUB4 as consideration, in accordance with the numbers of shares provided for in the program regulations.

 

The acquisition prices of own shares and Share-Based Instruments are established every six months and is equivalent to the average of the ITUB4 quotation in the 30 days prior to the determination of the acquisition price.

 

The fair value of the ITUB4 as consideration is the market price at the grant date, less expected dividends.

 

The weighted average of the fair value of the ITUB4 shares as consideration was estimated at R$ 29.2219.45 per share at 12/31/2016 (R$ 26.56 per share at 12/31/2015 (R$ 29.65and R$ 26.95 per share at 12/31/2014 and R$ 28.20 per share at 12/31/2013)2014).

 

Law No. 12,973/14, which adjusted the tax legislation to the international accounting standards and terminated the Transitional Tax Regime (RTT), set up a new legal framework for payments made in shares. We made changes to the Partner Plan, and adjusted its tax effects, to conform to this new legislation.

 

Changes in the Partner Program

 

  Quantity 
Balance at 12/31/20142015  26,734,42833,666,355 
New granted  10,402,54112,392,845 
Cancelled  (808,809370,039)
Exercised  (5,722,38310,226,782)
Balance at 12/31/201635,462,379
Weighted average of remaining contractual life (years)2.73

Quantity
Balance at 12/31/201429,407,871
New granted11,442,795
Cancelled(889,690)
Exercised(6,294,621)
Balance at 12/31/2015  30,605,77733,666,355 
Weighted average of remaining contractual life (years)  2.02 

 

  Quantity 
Balance at 12/31/2013  20,187,00222,205,702 
New granted  12,107,90913,318,700 
Cancelled  (1,712,0391,883,243)
Exercised  (3,848,4444,233,288)
Balance at 12/31/2014  26,734,42829,407,871 
Weighted average of remaining contractual life (years)  2.05 

 

Quantity
Balance at 12/31/201219,002,047
New granted6,287,169
Cancelled(718,857)
Exercised(4,383,357)
Balance at 12/31/201320,187,002
Weighted average of remaining contractual life (years)2.05

PerformanceF-86F-81

 

 

III- Variable compensation

Annual Report2015

III-Variable compensation

 

The policy established in compliance with CMN Resolution No. 3,921/10 sets forth that fifty percent (50%) of the management’s variable compensation should be paid in cash and fifty percent (50%) should be paid in shares for a period of three years. Shares are delivered on a deferred basis, of which one-third (1/3) per year, will be contingent upon the executive’s remaining with the institution. The deferred unpaid portions may be reversed proportionally to the significant reduction of the recurring income realized or the negative income for the period.

 

The fair value of the ITUB4 share is the market price at its grant date.

 

The weighted average of the fair value of ITUB4 shares was estimated at R$ 31.2421.96 per share at 12/31/2016 (R$ 28.40 per share at 12/31/2015 (R$ 25.33and R$ 23.03 per share at 12/31/2014 and R$ 25.91 per share at 12/31/2013)2014).

 

Change in variable compensation in shares

Quantity
Opening balance 12/31/2015  22,325,573 
New13,422,462
Delivered(11,136,079)
Cancelled(72,550)
Balance at 12/31/201624,539,406

Change in variable compensation in shares

  Quantity 
Opening balance 12/31/2014  15,901,82317,492,005 
New  12,538,65213,792,517 
Delivered  (7,551,0318,306,134)
Cancelled  (593,468652,815)
Balance at 12/31/2015  20,295,97622,325,573 

 

Change in variable compensation in shares

Change in variable compensation in shares
  Quantity 
Opening balance 12/31/2013  8,290,7519,119,826 
New  11,002,63012,102,893 
Delivered  (2,954,7583,250,234)
Cancelled  (436,800480,480)
Balance at 12/31/2014  15,901,82317,492,005 

 

Change in variable compensation in shares
Quantity
Opening balance 12/31/2012-
New8,368,685
Delivered(35,790)
Cancelled(42,144)
Balance at 12/31/20138,290,751

PerformanceF-87F-82

 

Annual Report2015

 

Note 23 - Interest and similar income and expense and net gain (loss) on investment securities and derivatives

 

a)Interest and similar income

a) Interest and similar income

 

 01/01 to 01/01 to 01/01 to  01/01 to 01/01 to 01/01 to 
 12/31/2015  12/31/2014  12/31/2013  12/31/2016  12/31/2015  12/31/2014 
Central Bank compulsory deposits  5,748   5,904   4,314   6,920   5,748   5,904 
Interbank deposits  1,628   1,286   583   677   1,628   1,286 
Securities purchased under agreements to resell  27,572   17,929   12,630   34,162   27,572   17,929 
Financial assets held for trading  19,826   15,128   10,860   23,669   19,826   15,128 
Available-for-sale financial assets  8,979   7,272   5,067   11,160   8,979   7,272 
Held-to-maturity financial assets  3,758   2,347   486   3,788   3,758   2,347 
Loan and lease operations  79,392   69,248   59,546   80,118   79,392   69,248 
Other financial assets  886   1,001   641   1,001   886   1,001 
Total  147,789   120,115   94,127   161,495   147,789   120,115 

 

b)Interest and similar expense

b) Interest and similar expense

 

 01/01 to 01/01 to 01/01 to  01/01 to 01/01 to 01/01 to 
 12/31/2015  12/31/2014  12/31/2013  12/31/2016  12/31/2015  12/31/2014 
Deposits  (13,587)  (12,064)  (9,802)  (14,701)  (13,587)  (12,064)
Securities sold under repurchase agreements  (32,879)  (26,771)  (16,865)  (45,932)  (32,879)  (26,771)
Interbank market debt  (7,970)  (14,404)  (6,245)  (8,348)  (7,970)  (14,404)
Institutional market debt  (8,030)  (10,695)  (9,971)  (8,248)  (8,030)  (10,695)
Financial expense from technical reserves for insurance and private pension  (12,556)  (8,987)  (3,436)  (17,790)  (12,556)  (8,987)
Other  (42)  (56)  (42)  (107)  (42)  (56)
Total  (75,064)  (72,977)  (46,361)  (95,126)  (75,064)  (72,977)

 

c)Net gain (loss) on investment securities and derivatives

c) Net gain (loss) on investment securities and derivatives

 

 01/01 to 01/01 to 01/01 to  01/01 to 01/01 to 01/01 to 
 12/31/2015  12/31/2014  12/31/2013  12/31/2016  12/31/2015  12/31/2014 
Financial assets held for trading  (3,158)  41   (2,736)  2,514   (1,625)  215 
Derivatives(*)  (6,071)  119   (2,517)  7,320   (6,071)  119 
Financial assets designated at fair value through profit or loss  51   32   15   49   51   32 
Available-for-sale financial assets  (2,812)  (915)  (839)  (1,685)  (4,345)  (1,089)
Held-to-Maturity Financial Assets (Permanent Loss)  (740)  -   - 
Finacial liabilities held for trading  128   (1)  153   (147)  128   (1)
Total  (11,862)  (724)  (5,924)  7,311   (11,862)  (724)

(*) Includes the ineffective derivatives portion related to hedge accounting.

 

During the periods ended 12/31/2015 and 12/31/2014, ITAÚ UNIBANCO HOLDING has not recognized any impairment losses on held-to-maturity financial assets.

During the period ended 12/31/2015,2016, ITAÚ UNIBANCO HOLDING recognized impairment losses on available-for-sale financial assetsexpenses in the amount of R$ 1,533 (R$ 174 at 12/31/20141,882, out of which R$ 1,142 on Available-for-Sale Financial Assets and R$ 3 at 12/31/2013),740 on Held-to-Maturity Financial Assets. Total loss, net of reversals, amounted to R$ 1,522 and was recorded in the statement of income in the line item Net gain (loss) on investment securities and derivatives.

 

PerformanceF-88F-83

 

Annual Report2015

 

Note 24 - Banking service fees

 

 01/01 to 01/01 to 01/01 to  01/01 to 01/01 to 01/01 to 
 12/31/2015  12/31/2014  12/31/2013  12/31/2016  12/31/2015  12/31/2014 
Current account services  8,815   7,725   6,450   9,528   8,815   7,725 
Asset management fees  2,932   2,660   2,501   3,514   2,932   2,660 
Collection commissions  1,250   1,279   1,213   1,315   1,250   1,279 
Fees from credit card services  12,722   11,507   9,701   13,330   12,722   11,507 
Fees for guarantees issued and credit lines  1,609   1,407   1,240   1,773   1,609   1,407 
Brokerage commission  248   262   337   295   248   262 
Other  1,876   1,502   1,270   2,163   1,876   1,502 
Total  29,452   26,342   22,712   31,918   29,452   26,342 

 

Note 25 - Other income

 

 01/01 to 01/01 to 01/01 to  01/01 to 01/01 to 01/01 to 
 12/31/2015  12/31/2014  12/31/2013  12/31/2016  12/31/2015  12/31/2014 
Gains on sale of assets held for sale, fixed assets and investments in associates and joint ventures(*)  97   1,194   131 
Gains on sale of assets held for sale, fixed assets and investments in associates and joint ventures  233   97   1,194 
Recovery of expenses  210   207   110   331   210   207 
Reversal of provisions  455   179   119   156   455   179 
Program for Cash or Installment Payment of Federal Taxes (Note 32e)  65   158   624 
Program for Cash or Installment Payment of Federal Taxes  13   65   158 
Other  452   416   411   649   452   416 
Total  1,279   2,154   1,395   1,382   1,279   2,154 

(*) From 01/01 to 12/31/2014 refers basically to the profit on disposal of investment due from ISSC in the amount of R$ 1,151.

PerformanceF-89F-84

 

Annual Report2015

 

Note 26 - General and administrative expenses

 

 01/01 to 01/01 to 01/01 to  01/01 to 01/01 to 01/01 to 
 12/31/2015  12/31/2014  12/31/2013  12/31/2016  12/31/2015  12/31/2014 
Personnel expenses  (19,573)  (17,071)  (15,860)  (22,360)  (19,573)  (17,071)
Compensation  (7,982)  (7,046)  (6,503)  (8,752)  (7,982)  (7,046)
Payroll taxes  (2,540)  (2,364)  (2,181)  (2,567)  (2,540)  (2,364)
Welfare benefits  (2,472)  (2,133)  (1,983)  (3,070)  (2,472)  (2,133)
Retirement plans and post-employment benefits (Note 29)  (240)  33   7   279   (240)  33 
Defined benefit  (78)  (30)  (37)  (81)  (78)  (30)
Defined contribution  (162)  63   44   360   (162)  63 
Stock option plan (Note 22d)  (214)  (231)  (188)  (306)  (214)  (231)
Training  (202)  (186)  (185)  (192)  (202)  (186)
Employee profit sharing  (3,387)  (3,324)  (2,850)  (3,610)  (3,387)  (3,324)
Dismissals  (351)  (377)  (327)  (571)  (351)  (377)
Provision for labor claims (Note 32)  (2,185)  (1,443)  (1,650)  (3,571)  (2,185)  (1,443)
Administrative expenses  (15,112)  (14,325)  (13,257)  (15,959)  (15,112)  (14,325)
Data processing and telecommunications  (4,052)  (3,870)  (3,700)  (3,966)  (4,052)  (3,870)
Third party services  (4,044)  (4,189)  (3,215)  (4,340)  (4,044)  (4,189)
Installations  (1,022)  (924)  (964)  (1,161)  (1,022)  (924)
Advertising, promotions and publications  (1,095)  (972)  (1,361)  (1,036)  (1,095)  (972)
Rent  (1,289)  (1,216)  (1,100)  (1,480)  (1,289)  (1,216)
Transportation  (411)  (432)  (454)  (391)  (411)  (432)
Materials  (380)  (365)  (356)  (313)  (380)  (365)
Financial services  (614)  (544)  (496)  (731)  (614)  (544)
Security  (675)  (627)  (549)  (716)  (675)  (627)
Utilities  (418)  (289)  (248)  (425)  (418)  (289)
Travel  (212)  (204)  (194)  (199)  (212)  (204)
Other  (900)  (693)  (620)  (1,201)  (900)  (693)
Depreciation  (1,688)  (1,641)  (1,522)  (1,702)  (1,688)  (1,641)
Amortization  (910)  (827)  (808)  (1,292)  (910)  (827)
Insurance acquisition expenses  (1,138)  (1,214)  (1,147)  (721)  (1,138)  (1,214)
Other expenses  (9,205)  (7,472)  (7,320)  (8,870)  (9,205)  (7,472)
Expenses related to credit cards  (3,415)  (2,691)  (1,874)  (3,165)  (3,415)  (2,691)
Losses with third party frauds  (468)  (472)  (566)  (571)  (468)  (472)
Loss on sale of assets held for sale, fixed assets and investments in associates and joint ventures  (187)  (133)  (132)  (274)  (187)  (133)
Provision for civil lawsuits (Note 32)  (2,069)  (1,708)  (2,274)  (1,489)  (2,069)  (1,708)
Provision for tax and social security lawsuits  (1,361)  (971)  (1,311)  (915)  (1,361)  (971)
Refund of interbank costs  (262)  (229)  (227)  (294)  (262)  (229)
Other  (1,443)  (1,268)  (936)  (2,162)  (1,443)  (1,268)
Total  (47,626)  (42,550)  (39,914)  (50,904)�� (47,626)  (42,550)

 

PerformanceF-90F-85

 

Annual Report2015

 

Note 27 – Income tax and social contribution

 

ITAÚ UNIBANCO HOLDING and each of its subsidiaries file separate, for each fiscal year, corporate income tax returns and social contribution on net income.

 

a)Composition of income tax and social contribution expenses

 

I - Demonstration of Income tax and social contribution expense calculation:

 

 01/01 to 01/01 to 01/01 to  01/01 to 01/01 to 01/01 to 
Due on operations for the period 12/31/2015  12/31/2014  12/31/2013  12/31/2016  12/31/2015  12/31/2014 
Income before income tax and social contribution  18,265   28,808   20,865   38,192   18,265   28,808 
Charges (income tax and social contribution) at the rates in effect (Note 2.4 n)  (7,611)  (11,523)  (8,346)
Charges (income tax and social contribution) at the rates in effect (Note 2.4 k)  (17,187)  (7,611)  (11,523)
Increase / decrease in income tax and social contribution charges arising from:                        
Share of profit or (loss) of associates and joint ventures net  176   109   243   165   176   109 
Foreign exchange variation on assets and liabilities abroad  8,329   1,471   1,054   (4,313)  8,329   1,471 
Interest on capital  2,585   1,738   1,619   3,617   2,585   1,738 
Corporate reorganizations (Note 2.4 a III)  631   639   639   628   631   639 
Dividends and interest on external debt bonds  271   311   172   365   271   311 
Other nondeductible expenses net of non taxable income(*)  (13,346)  46   (2,884)  12,827   (13,346)  46 
Income tax and social contribution expenses  (8,965)  (7,209)  (7,503)  (3,898)  (8,965)  (7,209)
Related to temporary differences                        
Increase (reversal) for the period  13,006   1,341   3,617   (10,774)  13,006   1,341 
Increase (reversal) of prior periods  (71)  (1,079)  (457)  62   (71)  (1,079)
Increase in the social contribution tax rate (Note 27b III)  3,921   -   -   -   3,921   - 
(Expenses)/Income related to deferred taxes  16,856   262   3,160   (10,712)  16,856   262 
Total income tax and social contribution expenses  7,891   (6,947)  (4,343)  (14,610)  7,891   (6,947)

(*) Includes temporary (additions) and exclusions.

 

PerformanceF-91F-86

 

 

b) Deferred taxes

Annual Report2015

b)Deferred taxes

 

I - The deferred tax asset balance and respective changes are as follows:

 

   Realization /     
 12/31/2014  reversal  Increase  12/31/2015  12/31/2015  Realization /
reversal
  Increase(1)  12/31/2016 
Reflected in income  32,513   (7,009)  23,407   48,911   48,911   (16,508)  15,480   47,883 
Allowance for loan and lease losses  18,909   (2,319)  8,982   25,572   25,572   (6,337)  7,740   26,975 
Related to income tax and social contribution tax carryforwards  5,430   (239)  1,464   6,655   6,655   (288)  561   6,928 
Provision for contingent liabilities  4,298   (1,364)  2,451   5,385   5,385   (1,784)  2,106   5,707 
Civil lawsuits  1,818   (624)  955   2,149   2,149   (701)  507   1,955 
Labor claims  1,460   (382)  734   1,812   1,812   (1,010)  1,366   2,168 
Tax and social security  1,009   (351)  762   1,420   1,420   (71)  233   1,582 
Other  11   (7)  -   4   4   (2)  -   2 
Goodwill on purchase of investments  721   (210)  -   511   511   (346)  -   165 
Legal liabilities – tax and social security  394   (698)  812   508   508   (200)  79   387 
Adjustments of operations carried out on the futures settlement market  3   (4)  1,254   1,253   1,253   (797)  29   485 
Adjustment to market value of financial assets held for trading and derivatives  109   (109)  4,951   4,951   4,951   (4,951)  145   145 
Provision related to health insurance operations  274   -   48   322   322   (22)  -   300 
Other  2,375   (2,066)  3,445   3,754   3,754   (1,783)  4,820   6,791 
                                
Reflected in stockholders’ equity  4,106   (1,527)  1,674   4,253   4,253   (1,970)  711   2,994 
Corporate reorganizations (Note 2.4 a III)  2,514   (631)  -   1,883   1,883   (627)  -   1,256 
Adjustment to market value of available-for-sale securities  539   (142)  1,583   1,980   1,980   (1,338)  -   642 
Cash flow hedge  50   -   87   137   137   -   706   843 
Other  1,003   (754)  4   253   253   (5)  5   253 
Total(1)(2)  36,619   (8,536)  25,081   53,164 
Total (2)(3)  53,164   (18,478)  16,191   50,877 

(1)Includes balance arising from the Corpbanca acquisition R$ 1,221 and Recovery acquisition R$ 45 (Note 3).

(1) (2)Deferred income tax and social contribution assets and liabilities are recorded in the balance sheet offset by a taxable entity and total R$ 47,45337,395 and R$ 370.643.

(2) (3)The accounting records of deferred tax assets on income tax losses and/or social contribution loss carryforwards, as well as those arising from temporary differences, are based on technical feasibility studies which consider the expected generation of future taxable income, considering the history of profitability for each subsidiary individually, and for the consolidated taken as a whole. For the subsidiaries, Itaú Unibanco S.A. and Banco Itaucard S.A., a petition has been sent to Central Bank of Brazil, in compliance with paragraph 7 of article 1 of Resolution No. 4,441/15 and pursuant to Circular 3,776/15.

 

    Realization /      
 12/31/2013  reversal  Increase  12/31/2014  12/31/2014  Realization /
reversal
  Increase  12/31/2015 
Reflected in income  35,043   (12,477)  9,947   32,513   32,513   (7,009)  23,407   48,911 
Allowance for loan and lease losses  17,896   (4,889)  5,902   18,909   18,909   (2,319)  8,982   25,572 
Related to income tax and social contribution tax carryforwards  6,137   (714)  7   5,430   5,430   (239)  1,464   6,655 
Provision for contingent liabilities  3,973   (1,515)  1,840   4,298   4,298   (1,364)  2,451   5,385 
Civil lawsuits  1,706   (435)  547   1,818   1,818   (624)  955   2,149 
Labor claims  1,400   (894)  954   1,460   1,460   (382)  734   1,812 
Tax and social security  849   (179)  339   1,009   1,009   (351)  762   1,420 
Other  18   (7)  -   11   11   (7)  -   4 
Goodwill on purchase of investments  1,515   (794)  -   721   721   (210)  -   511 
Legal liabilities – tax and social security  1,479   (1,389)  304   394   394   (698)  812   508 
Adjustments of operations carried out in futures settlement market  653   (662)  12   3   3   (4)  1,254   1,253 
Adjustment to market value of financial assets held for trading and derivatives  439   (439)  109   109   109   (109)  4,951   4,951 
Provision related to health insurance operations  262   -   12   274   274   -   48   322 
Other  2,689   (2,075)  1,761   2,375   2,375   (2,066)  3,445   3,754 
                
Reflected in stockholders’ equity  4,502   (915)  519   4,106   4,106   (1,527)  1,674   4,253 
Corporate reorganizations (Note 2.4 a III)  3,153   (639)  -   2,514   2,514   (631)  -   1,883 
Adjustment to market value of available-for-sale securities  814   (275)  -   539   539   (142)  1,583   1,980 
Cash flow hedge  426   -   376   802   50   -   87   137 
Other  109   (1)  143   251   1,003   (754)  4   253 
Total(*)  39,545   (13,392)  10,466   36,619   36,619   (8,536)  25,081   53,164 

(*) Deferred income tax and social contribution assets and liabilities are recorded in the balance sheet offset by a taxable entity and total R$ 31,12947,453 and R$ 201.370.

 

PerformanceF-92F-87

 

Annual Report2015

 

II- The provision for deferred tax liability balance and respective changes are as follows:

 

   Realization /          Realization /   
 12/31/2014  reversal  Increase  12/31/2015  12/31/2015  reversal  Increase(1) 12/31/2016 
Reflected in income  4,735   (1,801)  1,343   4,277   4,277   (2,283)  11,513   13,507 
Depreciation in excess – finance lease  2,508   (1,021)  -   1,487   1,487   (551)  -   936 
Adjustment of escrow deposits and contingent liabilities  876   (425)  679   1,130   1,130   (168)  231   1,193 
Pension plans  336   (34)  34   336   336   (143)  40   233 
Adjustments of operations carried out on the futures settlement market  4   (12)  59   51   51   (100)  1,144   1,095 
Adjustment to market value of financial assets held for trading and derivatives  6   (6)  198   198   198   (198)  7,293   7,293 
Taxation of results abroad – capital gains  563   (277)  -   286   286   -   1,216   1,502 
Other  442   (26)  373   789   789   (1,123)  1,589   1,255 
Reflected in stockholders’ equity accounts  956   (97)  945   1,804   1,804   (1,639)  453   618 
Adjustment to market value of available-for-sale securities  132   (79)  -   53   53   -   433   486 
Cash flow hedge  373   -   940   1,313   1,313   (1,250)  -   63 
Provision for pension plan benefits  442   (18)  -   424   424   (389)  -   35 
Other  9   -   5   14   14   -   20   34 
Total(*)  5,691   (1,898)  2,288   6,081 
Total(2)  6,081   (3,922)  11,966   14,125 

(1)Includes balance arising from the Corpbanca acquisition R$ 994 (Note 3).

(2)Deferred income tax and social contribution asset and liabilities are recorded in the balance sheet offset by a taxable entity and total R$ 37,395 and R$ 643.

  12/31/2014  Realization /
reversal
  Increase  12/31/2015 
Reflected in income  4,735   (1,801)  1,343   4,277 
Depreciation in excess – finance lease  2,508   (1,021)  -   1,487 
Adjustment of escrow deposits and contingent liabilities  876   (425)  679   1,130 
Pension plans  336   (34)  34   336 
Adjustments of operations carried out on the futures settlement market  4   (12)  59   51 
Adjustment to market value of financial assets held for trading and derivatives  6   (6)  198   198 
Taxation of results abroad – capital gains  563   (277)  -   286 
Other  442   (26)  373   789 
Reflected in stockholders’ equity accounts  956   (97)  945   1,804 
Adjustment to market value of available-for-sale securities  132   (79)  -   53 
Cash flow hedge  373   -   940   1,313 
Provision for pension plan benefits  442   (18)  -   424 
Other  9   -   5   14 
Total(*)  5,691   (1,898)  2,288   6,081 

(*) Deferred income tax and social contribution asset and liabilities are recorded in the balance sheet offset by a taxable entity and total R$ 47,453 and R$ 370.

     Realization /       
  12/31/2013  reversal  Increase  12/31/2014 
Reflected in income  7,527   (3,289)  497   4,735 
Depreciation in excess – finance lease  4,165   (1,657)  -   2,508 
Adjustment of escrow deposits and contingent liabilities  981   (155)  50   876 
Pension plans  355   (118)  99   336 
Adjustments of operations carried out on the futures settlement market  392   (388)  -   4 
Adjustment to market value of financial assets held for trading and derivatives  157   (157)  6   6 
Taxation of results abroad – capital gains  267   -   296   563 
Other  1,210   (814)  46   442 
Reflected in stockholders’ equity accounts  460   -   496   956 
Adjustment to market value of available-for-sale securities  64   -   68   132 
Cash flow hedge  84   -   289   373 
Provision for pension plan benefits  311   -   131   442 
Other  1   -   8   9 
Total(*)  7,987   (3,289)  993   5,691 

(*) Deferred income tax and social contribution asset and liabilities are recorded in the balance sheet offset by a taxable entity and total R$ 31,129 and R$ 201.

III -- The estimate of realization and present value of tax credits and social contribution to offset, arising from Provisional Measure 2,158-35 of 08/24/2001 and from the Provision for Deferred Income Tax and Social Contribution existing at 12/31/2015,2016, are:

 

 Deferred tax assets           Deferred tax assets          
      Tax loss / social               Net     Temporary
differences
  %  Tax loss / social
contribution loss
carryforwards
  %  Total  %  Deferred tax
liabilities
  %  Net
deferred
taxes
  % 
 Temporary   contribution loss       Deferred tax     deferred    
 differences  %  carryforwards  %  Total  %  liabilities  %  taxes  % 
2016  14,911   32%  113   2%  15,024   28%  (1,080)  18%  13,944   30%
2017  6,895   15%  293   5%  7,188   14%  (924)  16%  6,264   13%  21,863   50%  37   1%  21,900   43%  (1,260)  8%  20,640   56%
2018  6,732   14%  498   7%  7,230   14%  (1,297)  21%  5,933   13%  10,363   23%  151   2%  10,514   21%  (646)  5%  9,868   27%
2019  6,778   15%  264   4%  7,042   13%  (387)  6%  6,655   14%  4,682   11%  2,060   30%  6,742   13%  (2,372)  17%  4,370   12%
2020  2,287   5%  3,016   45%  5,303   10%  (427)  7%  4,876   10%  1,130   3%  2,416   35%  3,546   7%  (1,363)  10%  2,183   6%
After 2020  8,906   19%  2,471   37%  11,377   21%  (1,966)  32%  9,411   20%
2021  598   1%  1,775   25%  2,373   5%  (366)  3%  2,007   5%
After 2021  5,313   12%  489   7%  5,802   11%  (8,118)  57%  (2,316)  -6%
Total  46,509   100%  6,655   100%  53,164   100%  (6,081)  100%  47,083   100%  43,949   100%  6,928   100   50,877   100%  (14,125)  100%  36,752   100%
Present value(*)  40,660       5,230       45,890       (5,031)      40,859       40,415       5,937       46,352       (11,370)      34,982     

(*) The average funding rate, net of tax effects, was used to determine the present value.

 

The projections of future taxable income include estimates related to macroeconomic variables, exchange rates, interest rates, volume of financial operations and services fees and others, which can vary in relation to actual data and amounts.

 

Net income in the financial statements is not directly related to the taxable income, due to differences between the accounting criteria and tax legislation, in addition to corporate aspects. Accordingly, it is recommended that the trends for the realization of deferred tax assets arising from temporary differences, and tax loss carry forwards should not be used as an indication of future net income.

 

Considering the temporary effects of Law 13,169/15, which increases the Social Contribution tax rate to 20% until December 31, 2018, tax credits were accounted for based on their expected realization. TheAt 12/31/2015 the effect on the consolidated statement of income was R$ 3,921. There are no unrecorded deferred tax assets at 12/31/20152016 and 12/31/2014.2015.

 

PerformanceF-93F-88

 

Annual Report2015

 

Note 28 – Earnings per share

 

Basic and diluted earnings per share were computed as shown in the table below for the periods indicated. Basic earnings per share are computed by dividing the net income attributable to the stockholder of ITAÚ UNIBANCO HOLDING by the average number of shares for the period, and by excluding the number of shares purchased and held as treasury shares by the company. Diluted earnings per share are computed on a similar way, but with the adjustment made in the denominator when assuming the conversion of all shares that may be diluted.

 

Net income attributable to owners of the parent company – basic earnings per 01/01 to 01/01 to 01/01 to  01/01 to 01/01 to 01/01 to 
share 12/31/2015  12/31/2014  12/31/2013  12/31/2016  12/31/2015  12/31/2014 
Net income  25,740   21,555   16,424   23,263   25,740   21,555 
Minimum non-cumulative dividend on preferred shares in accordance with our bylaws  (65)  (65)  (65)
Minimum non-cumulative dividend on preferred shares in accordance with our            
bylaws  (70)  (71)  (72)
Subtotal  25,675   21,490   16,359   23,193   25,669   21,483 
Retained earnings to be distributed to common equity owners in an amount per share equal to the minimum dividend payable to preferred equity owners  (67)  (67)  (67)
Retained earnings to be distributed to common equity owners in an amount per            
share equal to the minimum dividend payable to preferred equity owners  (73)  (74)  (74)
Subtotal  25,608   21,423   16,292   23,120   25,595   21,409 
                        
Retained earnings to be distributed to common and preferred equity owners on a pro-rata basis                        
To common equity owners  13,043   10,850   8,262   11,880   13,036   10,843 
To preferred equity owners  12,565   10,573   8,030   11,240   12,559   10,566 
            
Total net income available to common equity owners  13,110   10,917   8,329   11,953   13,110   10,917 
Total net income available to preferred equity owners  12,630   10,638   8,095   11,310   12,630   10,638 
                        
Weighted average number of shares outstanding (Note 21a)                        
Common shares  3,047,037,403   3,047,037,403   3,047,037,403   3,351,741,143   3,351,741,143   3,351,741,143 
Preferred shares  2,935,346,437   2,969,406,420   2,961,435,158   3,171,215,661   3,228,881,081   3,266,347,063 
            
Earnings per share - basic – R$                        
Common shares  4.30   3.58   2.73   3.57   3.91   3.26 
Preferred shares  4.30   3.58   2.73   3.57   3.91   3.26 

 

Net income attributable to owners of the parent company – diluted earnings per 01/01 to 01/01 to 01/01 to  01/01 to 01/01 to 01/01 to 
share 12/31/2015  12/31/2014  12/31/2013  12/31/2016  12/31/2015  12/31/2014 
Total net income available to preferred equity owners  12,630   10,638   8,095   11,310   12,630   10,638 
Dividend on preferred shares after dilution effects  74   58   35   82   83   64 
Net income available to preferred equity owners considering preferred shares after the dilution effect  12,704   10,696   8,130             
              11,392   12,713   10,702 
Total net income available to ordinary equity owners  13,110   10,917   8,329   11,953   13,110   10,917 
Dividend on preferred shares after dilution effects  (74)  (58)  (35)  (82)  (83)  (64)
Net income available to ordinary equity owners considering preferred shares after the dilution effect  13,036   10,859   8,294             
              11,871   13,027   10,853 
Adjusted weighted average of shares (Note 21a)                        
Common shares  3,047,037,403   3,047,037,403   3,047,037,403   3,351,741,143   3,351,741,143   3,351,741,143 
Preferred shares  2,969,647,577   3,001,704,485   2,986,498,093   3,216,235,372   3,270,734,307   3,305,545,129 
Preferred shares  2,935,346,437   2,969,406,420   2,961,435,158   3,171,215,661   3,228,881,081   3,266,347,063 
Incremental shares from stock options granted under our share-based payment  34,301,140   32,298,065   25,062,935   45,019,711   41,853,226   39,198,066 
            
Earnings per share - diluted – R$                        
Common shares  4.28   3.56   2.72   3.54   3.89   3.24 
Preferred shares  4.28   3.56   2.72   3.54   3.89   3.24 

 

Potential anti-dilution effects of shares under our share-based payment, which were excluded from the calculation of diluted earnings per share, totaled 7,110,7026,901,686 preferred shares at 12/31/2016, 4,805,473 preferred shares at 12/31/2015 6,418,385and 3,494,779 preferred shares at 12/31/2014 and 9,544,743 preferred shares at 12/31/2013.2014.

 

PerformanceF-94F-89

 

Annual Report2015

 

Note 29 – Post-employment benefits

 

As prescribed in IAS 19 (R1), we present theThe accounting policies ofand procedures adopted by ITAÚ UNIBANCO HOLDING and its subsidiaries regardingCONSOLIDATED for employee benefits as well as the accounting procedures adopted.are summarized below:

 

The total amounts recognized in Income for the Period and Stockholders’ Equity – Other comprehensive income were as follows:

 

Total amounts recognized in Income for the period

 

  Defined benefit  Defined contribution(*)  Other benefits  Total 
  01/01 to  01/01 to  01/01 to  01/01 to  01/01 to  01/01 to  01/01 to  01/01 to  01/01 to  01/01 to  01/01 to  01/01 to 
  12/31/2016  12/31/2015  12/31/2014  12/31/2016  12/31/2015  12/31/2014  12/31/2016  12/31/2015  12/31/2014  12/31/2016  12/31/2015  12/31/2014 
Cost of current service  (62)  (68)  (74)  -   -   -   -   -   -   (62)  (68)  (74)
Net interest  (13)  (6)  (32)  239   219   196   (19)  (17)  (14)  207   196   150 
Contribution  -   -   -   121   (381)  (133)  -   -   -   121   (381)  (133)
Benefits paid  -   -   -   -   -   -   13   13   9   13   13   9 
Total Amounts Recognized  (75)  (74)  (106)  360   (162)  63   (6)  (4)  (5)  279   (240)  (48)

  Defined benefit  Defined contribution  Other benefits  Total 
  01/01 to  01/01 to  01/01 to  01/01 to  01/01 to  01/01 to  01/01 to  01/01 to  01/01 to  01/01 to  01/01 to  01/01 to 
  12/31/2015  12/31/2014  12/31/2013  12/31/2015  12/31/2014  12/31/2013  12/31/2015  12/31/2014  12/31/2013  12/31/2015  12/31/2014  12/31/2013 
Cost of current service  (68)  (74)  (103)  -   -   -   -   -   -   (68)  (74)  (103)
Net interest  (6)  (32)  2   219   196   180   (17)  (14)  (12)  196   150   170 
Contribution(*)  -   -   -   (381)  (133)  (136)  -   -   -   (381)  (133)  (136)
Benefits paid  -   -   -   -   -   -   13   9   7   13   9   7 
Total Amounts Recognized  (74)  (106)  (101)  (162)  63   44   (4)  (5)  (5)  (240)  (48)  (62)

(*) In 2015, includes a provision to settle the surplus of social security fund, in the amount of R$ 236. In the period, contributions to the defined contributions plan, including PGBL, totaled R$ 339 (R$ 207 (R$from 01/01 to 12/31/2015 and R$ 190 from 01/01 to 12/31/2014 and2014), of which R$ 183115 (R$ 144 from 01/01 to 12/31/2013), of which2015 and R$ 144 (R$ 133 from 01/01 to 12/31/2014 and R$ 136 from 01/01 to 12/31/2013)2014) arising from social security funds.

 

Total amounts recognized in Stockholders’ Equity – Other comprehensive income

 

 Defined benefit  Defined contribution  Other benefits  Total  Defined benefit  Defined contribution  Other benefits  Total 
 12/31/2015  12/31/2014  12/31/2013  12/31/2015  12/31/2014  12/31/2013  12/31/2015  12/31/2014  12/31/2013  12/31/2015  12/31/2014  12/31/2013  12/31/2016  12/31/2015  12/31/2014  12/31/2016  12/31/2015  12/31/2014  12/31/2016  12/31/2015  12/31/2014  12/31/2016  12/31/2015  12/31/2014 
At the beginning of the period  (75)  (354)  -   (221)  (286)  -   (8)  7   -   (304)  (633)  -   (45)  (75)  (354)  (314)  (221)  (286)  (13)  (8)  7   (372)  (304)  (633)
Effects on asset ceiling  (103)  (453)  1,036   (38)  77   43   -   -   -   (141)  (376)  1,079 
Effects on asset ceiling (*)  (633)  (103)  (453)  (1,244)  (38)  77   -   -   -   (1,877)  (141)  (376)
Remeasurements  133   732   (1,390)  (55)  (12)  (329)  (5)  (15)  7   73   705   (1,712)  608   133   732   236   (55)  (12)  (36)  (5)  (15)  808   73   705 
Total Amounts Recognized  (45)  (75)  (354)  (314)  (221)  (286)  (13)  (8)  7   (372)  (304)  (633)  (70)  (45)  (75)  (1,322)  (314)  (221)  (49)  (13)  (8)  (1,441)  (372)  (304)

  

(*) The revision of the estimate for recognition of the social security fund resulted in the reversal of future contributions by R$ 1,053.

PerformanceF-95F-90

 

 

a) Retirement plans

Annual Report2015

a)Retirement plans

 

ITAÚ UNIBANCO HOLDING and some of its subsidiaries sponsor defined benefit plans, including variable contribution plans, whose basic purpose of which is to provide benefits that, in general, represent a life annuity benefit, and may be converted into survivorship annuities, according to the plan's regulations. They also sponsor defined contribution plans, the benefit of which is calculated based on the accumulated balance of individual accounts at the eligibility date, according to the plan’s regulations, which does not require actuarial calculation, except as described in Note 29c.

 

Employees hired prior to July 31, 2002, for those who came from Itaú, and prior to February 27, 2009 for those who came from Unibanco, are beneficiaries of the above-mentioned plans. As regards the new employees hired after these dates, they have the option to voluntarily participate in a variable contribution plan (PGBL), managed by Itaú Vida e Previdência S.A.

 

Retirement plans are managed by closed-end private pension entities (EFPC), with independent legal structures, as detailed below:

 

Entity Benefit plan
Fundação Itau Unibanco - Previdência Complementar Supplementary retirement plan – PAC(1)
  Franprev benefit plan - PBF(1)
  002 benefit plan - PB002(1)
  Itaulam basic plan - PBI(1)
  Itaulam Supplementary Plan - PSI(2)
  Itaubanco Defined Contribution Plan(3)
  Itaubank Retirement Plan(3)
  Itaú Defined Benefit Plan(1)
  Itaú Defined Contribution Plan(2)
  Unibanco Pension Plan(3)
  PrebegbenefitPrebeg benefit plan(1)
  UBB PREV defined benefit plan(1)
  Benefit plan II(1)
  Supplementary Retirement Plan – Flexible Premium Annuity (ACMV)(1)
  REDECARD Basic Retirement Plan(1)
  REDECARD Supplementary Retirement Plan(2)
  REDECARD Pension Plan(3)
  ITAUCARD Defined Benefit  Retirement Plan(1)
  ITAUCARD Supplementary Retirement Plan(2)
Funbep Fundo de Pensão Multipatrocinado Funbep I Benefit Plan(1)
  Funbep II Benefit Plan(2)

(1)Defined benefit plan;

(2)Variable contribution plan;

(3)Defined contribution plan.

b)Governance

b) Governance

 

The closed-end private pension entities (EFPC) and the benefit plans they manage are regulated in conformity with the related specific legislation. The EFPC are managed by the Executive Board, Advisory Council and Fiscal Council, with some members appointed by the sponsors and others appointed as representatives of active and other participants, pursuant to the respective Entity’s bylaws.by laws. The main purpose of the EFPC is to pay benefits to eligible participants, pursuant to the Plan Regulations, maintaining the plans assets invested separately and independently from ITAÚ UNIBANCO HOLDING.

 

PerformanceF-96F-91

 

 

c) Defined benefit plans

Annual Report2015

c)Defined benefit plans

 

I - Main assumptions used in actuarial valuation of retirement plans

 

 12/31/2016 12/31/2015 12/31/201412/31/2013
Discount rate(1)10.24% p.a. 11.28% p.a. 10.24% p.a.9.72% p.a.
Mortality table(2)AT-2000 AT-2000 AT-2000
Turnover(3)Exp.Itaú 2008/2010 Exp.Itaú 2008/2010 Exp.Itaú 2008/2010
Future salary growth5.04% to 7.12% p.a. 5.04% to 7.12% p.a. 5.04 to 7.12% a.a.p.a.
Growth of the pension fund and social security benefits4.00% p.a.4.00% p.a.4.00% p.a.
Inflation4.00% p.a. 4.00% p.a. 4.00% a.a.
Inflation4.00% p.a.4.00% p.a.4.00% a.a.
Actuarial method(4)Projected Unit Credit Projected Unit Credit Projected Unit Credit

(1) The adoption of this assumption is based on interest rates obtained from the actual interest curve in IPCA, for medium term liabilities of retirement plans sponsored by ITAÚ UNIBANCO HOLDING. At 12/31/20152016 assumptions were adopted consistently with the economic scenario at the balance sheet date rate, considering the volatility of the interest markets and the models adopted.

(2) The mortality tables adopted correspond to those disclosed by Society of Actuaries (SOA), the North-American entity which corresponds to Brazilian Institute of Actuarial Science (IBA), which reflects a 10% increase in the probabilities of survival compared to the respective basic tables. Thetables.The life expectancy in years per the AT-2000 mortality table for participants aged 55 years is 27 and 31 years for men and women, respectively.

(3) The turnover assumption is based on the effective experience of active participants linked to ITAÚ UNIBANCO HOLDING, resulting in the average of 2.4 % p.a. based on the 2008/2010 experience.

(4) Using the Projected Unit Credit method, the mathematical reserve is determined based on the current projected benefit amount multiplied by the ratio between the length of service at the assessment date and the length of service that will be reached at the date when the benefit is granted. The cost is determined taking into account the current projected benefit amount distributed over the years that each participant is employed.

 

In case of benefits sponsored by foreign subsidiaries, actuarial assumptions adequate to the group of participants and the country's economic scenario are adopted.

Biometric/demographic assumptions adopted are consistent with the group of participants of each benefit plan, pursuant to the studies carried out by an independent external actuarial consulting company.

 

II- Risk Exposure -Through its defined benefit plans, ITAÚ UNIBANCO HOLDING is exposed to a number of risks, the most significant ones are:onesare:

 

-- Volatility of Assets -The actuarial liability is calculated by adopting a discount rate defined on the income related to securities issued by thebythe Brazilian treasury (government securities). If the actual income related to plan assets is lower than expected, this may give rise to a deficit. The plans have a significant percentage of fixed-income securities pegged to the plan commitments, aimed at minimizing volatility and short and medium term risk.

 

-- Changes in Investment Income -A decrease in income related to public securities will imply a decrease in the discount rate and,therefore, will increase the plan's actuarial liability. The effect will be partially offset by the recognition of these securities at market value.

 

-- Inflation Risk -Most of the employee benefit plans are pegged to the inflation rates, and a higher inflation will lead to higher obligations. Theobligations.The effect will also be partially offset because a significant portion of the plan assets is pegged to government securities restated at the inflation rate.

 

-- Life Expectancy -Most of the plan obligations are to provide life benefits, and therefore an increase in life expectancy will result in increasedinincreased plan liabilities.

 

III - Management of defined benefit plan assets

III- Management of defined benefit plan assets

 

The general purpose of managing EFPCs funds is to search for a long term balance between assets and obligations to pay retirement benefits, by exceeding the actuarial targets (discount rate plus benefit adjustment index, established in the plan regulations).

 

Regarding the assets guaranteeing the actuarial liability reserves, management should ensure the payment capacity of retirement benefits in the long term by avoiding the risk of mismatching assets and liabilities in each pension plan.

 

PerformanceF-97F-92

 

Annual Report2015

 

The allocation of plan assets and the allocation target by type of asset are as follows:

 

 Fair Value  % Allocation Fair Value  % Allocation 
Types 12/31/2015  12/31/2014  12/31/2013  12/31/2015  12/31/2014  12/31/2013  2016 Target 12/31/2016  12/31/2015  12/31/2014  12/31/2016  12/31/2015  12/31/2014  Meta 2017 
Fixed income securities  12,369   12,250   11,251   90.73%  91.16%  89.92% 53% to 100%  15,134   12,369   12,250   91.61%  90.73%  91.16%  53% to 100% 
Variable income securities  537   641   709   3.94%  4.77%  5.67% 0% to 20%  685   537   641   4.15%  3.94%  4.77%  0% to 20% 
Structured investments  27   22   18   0.20%  0.17%  0.14% 0% to 10%  9   27   22   0.05%  0.20%  0.17%  0% to 10% 
Real estate  633   488   508   4.64%  3.63%  4.06% 0% to 7%  623   633   488   3.77%  4.64%  3.63%  0% to 7% 
Loans to participants  67   37   26   0.49%  0.27%  0.21% 0% to 5%  69   67   37   0.42%  0.49%  0.27%  0% to 5% 
Total  13,633   13,438   12,512   100.00%  100.00%  100.00%    16,520   13,633   13,438   100.00%  100.00%  100.00%    

 

The defined benefit plan assets include shares of ITAÚ UNIBANCO HOLDING, its main parent company (ITAÚSA) and of subsidiaries of the latter, with a fair value of R$ 575 (R$ 452 (R$at 12/31/2015 and R$ 554 at 12/31/2014 and R$ 596 at 12/31/2013)2014), and real estate rented to Group companies, with a fair value of R$ 597 (R$ 606 (R$at 12/31/2015 and R$ 455 at 12/31/2014 and R$ 474 at 12/31/2013)2014).

 

Fair Value

 

The fair value of the plan assets is adjusted up to the Balance Sheet date, as follows:

 

Fixed-Income Securities and Structured Investments–accounted for at market value, considering the average trading price on the calculation date,calculationdate, net realizable value obtained upon the technical addition of pricing, considering, at least, the payment terms and maturity, credit risk and the indexing unit.

 

Variable income securities–accounted for at market value, taken to be the share average quotation at the last day of the month or at the closest dateclosestdate on the stock exchange on which the share has posted the highest liquidity rate.

 

Real Estate–stated at acquisition or construction cost, adjusted to market value based on reappraisals made in 2015, supported by technical appraisaltechnicalappraisal reports. Depreciation is calculated under the straight line method, considering the useful life of the real estate.

 

Loans to participants– adjusted up to the report date, in compliance with the respective agreements.

 

Fund Allocation Target

 

The fund allocation target is based on Investment Policies that are currently revised and approved by the Advisory Council of each EFPC, considering a five-year period, which establishes guidelines for investing funds guaranteeing Actuarial Liability and for classifying securities.

 

IV- Net amount recognized in the balance sheet

 

Following is the calculation of the net amount recognized in the balance sheet, corresponding to the defined benefit plan:

 

 12/31/2015  12/31/2014  12/31/2013  12/31/2016  12/31/2015  12/31/2014 
1 - Net assets of the plans  13,633   13,438   12,512   16,520   13,633   13,438 
2- Actuarial liabilities  (11,587)  (11,695)  (11,577)  (13,723)  (11,587)  (11,695)
3- Surplus (1-2)  2,046   1,743   935   2,797   2,046   1,743 
4- Asset ceiling(*)  (2,134)  (1,847)  (1,293)  (3,008)  (2,134)  (1,847)
5- Net amount recognized in the balance sheet (3-4)  (88)  (104)  (358)  (211)  (88)  (104)
Amount recognized in assets (Note 20a)  224   242   222   317   224   242 
Amount recognized in liabilities (Note 20b)  (312)  (346)  (580)  (528)  (312)  (346)

(*) Corresponds to the excess of the present value of the available economic benefit, in conformity with paragraph 58 of IAS 19.

 

PerformanceF-98F-93

 

Annual Report2015

 

V- Changes in the net amount recognized in the balance sheet:

 

 12/31/2015 
 Plan net Actuarial     Asset Recognized  12/31/2016 
 assets  liabilities  Surplus  ceiling  amount  Plan net
assets
  Actuarial
liabilities
  Surplus  Asset
ceiling
  Recognized
amount
 
Value at the beginning of the period  13,438   (11,695)  1,743   (1,847)  (104)  13,633   (11,587)  2,046   (2,134)  (88)
Cost of current service  -   (68)  (68)  -   (68)  -   (62)  (62)  -   (62)
Net interest(1)  1,334   (1,151)  183   (189)  (6)  1,483   (1,255)  228   (241)  (13)
Benefits paid  (908)  908   -   -   -   (1,060)  1,060   -   -   - 
Contributions of sponsors  60   -   60   -   60   149   -   149   -   149 
Contributions of participants  15   -   15   -   15   15   -   15   -   15 
Effects on asset ceiling  -   -   -   (103)  (103)  -   -   -   (633)  (633)
Balance arising from the CoprBanca acquisition (Note 3)  -   (207)  (207)  -   (207)
Exchange Variation  (8)  43   35   -   35 
Remeasurements(2) (3)  (306)  419   113   5   118   2,308   (1,715)  593   -   593 
Value end of the period  13,633   (11,587)  2,046   (2,134)  (88)  16,520   (13,723)  2,797   (3,008)  (211)

 

 12/31/2014 
 Plan net Actuarial     Asset Recognized  12/31/2015 
 assets  liabilities  Surplus  ceiling  amount  Plan net
assets
  Actuarial
liabilities
  Surplus  Asset
ceiling
  Recognized
amount
 
Value at the beginning of the period  12,512   (11,577)  935   (1,293)  (358)  13,438   (11,695)  1,743   (1,847)  (104)
Cost of current service  -   (74)  (74)  -   (74)  -   (68)  (68)  -   (68)
Net interest(1)  1,178   (1,087)  91   (123)  (32)  1,334   (1,151)  183   (189)  (6)
Benefits paid  (780)  780   -   -   -   (908)  908   -   -   - 
Contributions of sponsors  81   -   81   -   81   60   -   60   -   60 
Contributions of participants  15   -   15   -   15   15   -   15   -   15 
Effects on asset ceiling  -   -   -   (453)  (453)  -   -   -   (103)  (103)
Remeasurements(2) (3)  432   263   695   22   717   (306)  419   113   5   118 
Value end of the period  13,438   (11,695)  1,743   (1,847)  (104)  13,633   (11,587)  2,046   (2,134)  (88)

 

  12/31/2013 
  Plan net  Actuarial     Asset  Recognized 
  assets  liabilities  Surplus  ceiling  amount 
Value beginning of the period  15,072   (12,906)  2,166   (2,137)  29 
Cost of current service  -   (103)  (103)  -   (103)
Net interest(1)  1,202   (1,025)  177   (175)  2 
Benefits paid  (739)  739   -   -   - 
Contributions of sponsors  68   -   68   -   68 
Contributions of participants  16   -   16   -   16 
Effects on asset ceiling  -   -   -   1,036   1,036 
Remeasurements(2) (3)  (3,107)  1,718   (1,389)  (17)  (1,406)
Value end of the period  12,512   (11,577)  935   (1,293)  (358)

  12/31/2014 
  Plan net
assets
  Actuarial
liabilities
  Surplus  Asset
ceiling
  Recognized
amount
 
Value beginning of the period  12,512   (11,577)  935   (1,293)  (358)
Cost of current service  -   (74)  (74)  -   (74)
Net interest(1)  1,178   (1,087)  91   (123)  (32)
Benefits paid  (780)  780   -   -   - 
Contributions of sponsors  81   -   81   -   81 
Contributions of participants  15   -   15   -   15 
Effects on asset ceiling  -   -   -   (453)  (453)
Remeasurements(2) (3)  432   263   695   22   717 
Value end of the period  13,438   (11,695)  1,743   (1,847)  (104)

(1)   Corresponds to the amount calculated on 01/01/20152016 based on the beginning amount (Net Assets, Actuarial Liabilities and Asset ceiling), taking into account the estimated amount of payments/ receipts of benefits/ contributions, multiplied by the discount rate of 10.24%11.28% p.a. (At 01/01/20142015 used by the discount rate of 9.72%10.24% p.a.)

(2)   Remeasurements recorded in net assets and asset ceiling correspond to the income earned above/below the expected return rate.

(3)   The actual return on assets amounted to R$ 3,791 (R$ 1,028 (R$ 1,611at 12/31/2015 and R$ 1,610 at 12/31/2014 and R$ (1,905) at 12/31/2013).).

PerformanceF-99F-94

 

Annual Report2015

 

During the period, the contributions made totaled R$ 149 (R$ 60 (R$from 01/01 to 12/31/2015 and R$ 81 from 01/01 to 12/31/2014 and R$ 68 from 01/01 to 12/31/2013)2014). The contribution rate increases based on the beneficiary’s salary.

 

In 2016,2017, contribution to the retirement plans sponsored by ITAÚ UNIBANCO HOLDING is expected to amount to R$ 55.71.

 

The estimate for payment of benefits for the next 10 years is as follows:

 

 Payment 
Period estimate  Payment
estimate
 
2016  949 
2017  977   1,071 
2018  1,009   1,112 
2019  1,042   1,160 
2020  1,083   1,212 
2021 to 2025  5,935 
2021  1,266 
2022 to 2026  7,098 

 

VI- Sensitivity of defined benefit obligation

 

The impact, due to the change in the assumption – discount rate by 0.5%, which would be recognized in Actuarial liabilities of the plans, as well as in Stockholders’ Equity – Other Comprehensive Income of the sponsor (before taxes) would amount to:

 

    Effect which would be 
 Effects on actuarial recognized in 
Change in Assumption liabilities of the plan  Stockholders’ Equity(*) 
    Effect which would be     Percentage of    
 Effects on actuarial recognized in     actuarial    
 liabilities of the plan  Stockholders’ Equity(*)  Value  liabilities  Value 
    Percentage of    
   actuarial   
Change in Assumption Value  liabilities  Value 
- Decrease by 0.5%  566   4.92%  (281)  703   5.13%  (271)
- Increase by 0.5%  (520)  (4.51)%  201   (644)  (4.70)%  235 

(*) Net of effects of asset ceiling

 

PerformanceF-100F-95

 

 

d) Defined contribution plans

Annual Report2015

d)Defined contribution plans

 

The defined contribution plans have assets relating to sponsors’ contributions not yet included in the participant’s account balance due to loss of eligibility to a plan benefit, as well as resources from the migration from the defined benefit plans. The fund will be used for future contributions to the individual participants' accounts, according to the rules of the respective benefit plan regulation.

 

I - Change in the net amount recognized in the Balance sheet:

 

 12/31/2015  12/31/2014  12/31/2013  12/31/2016  12/31/2015  12/31/2014 
 Pension plan   Recognized Pension plan   Recognized Pension plan   Recognized  Pension plan   Recognized Pension plan   Recognized Pension plan  Recognized 
 fund  Asset ceiling  amount  fund  Asset ceiling  amount  fund  Asset ceiling  amount  fund   Asset ceiling  amount  fund   Asset ceiling  amount  fund   Asset ceiling  amount 
Value beginning of the period  2,438   (224)  2,214   2,361   (275)  2,086   2,646   (318)  2,328   2,229   (270)  1,959   2,438   (224)  2,214   2,361   (275)  2,086 
Net interest  239   (20)  219   223   (27)  196   206   (26)  180   269   (30)  239   239   (20)  219   223   (27)  196 
Contribution (Note 29)  (381)  -   (381)  (133)  -   (133)  (136)  -   (136)  121   -   121   (381)  -   (381)  (133)  -   (133)
Effects on asset ceiling  -   (38)  (38)  -   77   77   -   43   43 
Receivables – allocation of funds (*)  (515)  -   (515)  -   -   -   -   -   - 
Effects on asset ceiling (Note 29)  (1,053)  (191)  (1,244)  -   (38)  (38)  -   77   77 
Remeasurements  (67)  12   (55)  (13)  1   (12)  (355)  26   (329)  236   -   236   (67)  12   (55)  (13)  1   (12)
Value end of the period (Note 20a)  2,229   (270)  1,959   2,438   (224)  2,214   2,361   (275)  2,086   1,287   (491)  796   2,229   (270)  1,959   2438   -224   2214 

 

e)(*)Refers to the allocation of the surplus of Plano Itaubanco CD’s social security fund.

e)Other post-employment benefits

 

ITAÚ UNIBANCO HOLDING and its subsidiaries do not offer other post-employment benefits, except in those cases arising from obligations under acquisition agreements signed by ITAÚ UNIBANCO HOLDING, as well as in relation to the benefits granted due to a judicial sentence, in accordance with the terms and conditions established, in which health plans are totally or partially sponsored for specific groups of former workers and beneficiaries.

 

Based on the report prepared by an independent actuary, the changes in obligations for these other projected benefits and the amounts recognized in the balance sheet, under liabilities, of ITAÚ UNIBANCO HOLDING are as follows:

 

I-Change in the net amount recognized in the balance sheet:

I- Change in the net amount recognized in the balance sheet:

 

 12/31/2015  12/31/2014  12/31/2013  12/31/2016  12/31/2015  12/31/2014 
At the beginning of the period  (170)  (146)  (148)  (179)  (170)  (146)
Interest cost  (17)  (14)  (12)  (19)  (17)  (14)
Benefits paid  13   9   7   13   13   9 
Remeasurements  (5)  (19)  7   (36)  (5)  (19)
At the end of the period (Note 20b)  (179)  (170)  (146)  (221)  (179)  (170)

 

The estimate for payment of benefits for the next 10 years is as follows:

 

Period Payment estimate  Payment estimate 
2016  12 
2017  13   13 
2018  14   14 
2019  15   15 
2020  15   16 
2021 to 2025  91 
2021  17 
2022 to 2026  103 

 

II-Assumptions and sensitivity - medical care cost

II- Assumptions and sensitivity - medical care cost

 

For calculation of projected benefits obligations in addition to the assumptions used for the defined benefit plans (Note 29c I), an 8.16% p.a. increase in medical costs assumption is assumed.

 

Assumptions about medical care cost trends have a significant impact on the amounts recognized in income. A change of one percentage point in the medical care cost rates would have the following effects:

 

 Recognition 1% increase  1% decrease  Recognition 1% increase  1% decrease 
Service cost and interest cost Income  4   (3) Income  3   (2)
Present value of obligation Other comprehensive income  20   (17) Other comprehensive income  26   (22)

 

PerformanceF-101F-96

 

Annual Report2015

 

Note 30 – Insurance contracts

 

a)Insurance contracts

 

ITAÚ UNIBANCO HOLDING, through its subsidiaries, offers to the market insurance and private pension products, with the purpose of assuming risks and restoring the economic balance of the assets of the policyholder if damaged. Products are offered through insurance brokers (third parties operating in the market and its own brokers), Itaú Unibanco branches and electronic channels, according to their characteristics and regulatory requirements.

 

b)Main products

 

I - Insurance

 

The contract entered into between the parties aims at guaranteeing the protection of the client's assets. Upon payment of a premium, the policyholder is protected through previously-agreed replacement or indemnification clauses for damages. ITAÚ UNIBANCO HOLDING insurance companies then recognize technical reserves administered by themselves, through specialized areas within the conglomerate, with the objective of indemnifying the policyholder's loss in the event of claims of insured risks.

 

The insurance risks sold by insurance companies of ITAÚ UNIBANCO HOLDING are divided into property and casualty, that covers losses, damages or liabilities for assets or persons, and life insurance, that includes coverage for death and personal accidents.

 

 Loss ratio Sales ratio 
 %  %  Loss ratio Sales ratio 
 01/01 to 01/01 to 01/01 to 01/01 to  %  % 
Main insurance lines 12/31/2015  12/31/2014  12/31/2015  12/31/2014  01/01 to 01/01 to 01/01 to 01/01 to 
 12/31/2016  12/31/2015  12/31/2016  12/31/2015 
Group accident insurance  5.8   7.0   42.0   39.0   5.0   5.8   42.1   42.0 
Individual accident  19.5   17.8   11.4   10.6   19.5   19.5   12.4   11.4 
Commercial multiple peril  44.6   46.2   20.9   17.5   63.3   44.6   21.1   20.9 
Internal credit  113.7   77.6   18.3   26.3   221.7   113.7   3.9   18.3 
Mandatory insurance for personal injury caused by motor vehicles (DPVAT)  86.7   87.1   1.4   1.4 
Mandatory insurance for personal injury caused by motor vehicles                
(DPVAT)  85.7   86.7   1.4   1.4 
Serious or terminal diseases  16.1   13.6   10.7   10.7   22.1   16.1   10.7   10.7 
Extended warranty - assets  16.8   16.8   64.6   64.0   17.1   16.8   63.8   64.6 
Credit Life  15.6   14.8   21.8   21.1   18.7   15.6   19.0   21.8 
Petroleum risks  -   77.2   -   11.8 
Multiple risks  7.4   5.2   62.2   57.3   7.8   7.4   62.1   62.2 
Specified and operational risks  -   57.8   -   4.1 
Home insurance in market policies – Credit Life  15.0   13.0   (2.8)  (1.6)  14.7   15.0   (0.3)  (2.8)
Group life  46.7   52.9   13.0   13.9   46.8   46.7   13.6   13.0 

 

II - Private pension

 

Developed as a solution to ensure the maintenance of the quality of life of participants, as a supplement to the government plans, through long term investments, private pension products are divided into three major groups:

 

·PGBL - Plan Generator of Benefits:The main objective of this plan is the accumulation of financial resources,financialresources, but it can be purchased with additional risk coverage. Recommended for clients that file the full version of income tax return, (rather than the simplified version), because they can deduct contributions paid for tax purposes up to 12% of the annual taxable gross income.

 

·VGBL - Redeemable Life Insurance:This is an insurance structured as a pension plan. Its taxation differstaxationdiffers from the PGBL; in this case, the tax basis is the earned income.

 

·FGB - Fund Generator of Benefits:This is a pension plan with minimum income guarantee, and possibilityandpossibility of receiving earnings from asset performance. Once recognized the distribution of earnings at a certain percentage, as established by the FGB policy, it is not at management's discretion, but instead represents an obligation to ITAÚ UNIBANCO HOLDING. Although there are plans still in existence, they are no longer sold.

 

PerformanceF-102F-97

 

Annual Report2015

represents an obligation to ITAÚ UNIBANCO HOLDING. Although there are plans still in existence, they are no longer sold.

PerformanceF-103

Annual Report2015

 

III – Income related to insurance and private pension

 

The revenue from the main insurance and private pension products is as follows:

 

 Premiums and contributions issued  Reinsurance  Retained premiums and contributions  Premiums and contributions issued  Reinsurance  Retained premiums and contributions 
 01/01 to 01/01 to 01/01 to 01/01 to 01/01 to 01/01 to 01/01 to 01/01 to 01/01 to  01/01 to 01/01 to 01/01 to 01/01 to 01/01 to 01/01 to 01/01 to 01/01 to 01/01 to 
 12/31/2015  12/31/2014  12/31/2013  12/31/2015  12/31/2014  12/31/2013  12/31/2015  12/31/2014  12/31/2013  12/31/2016  12/31/2015  12/31/2014  12/31/2016  12/31/2015  12/31/2014  12/31/2016  12/31/2015  12/31/2014 
Group accident insurance  862   796   698   (2)  (2)  (2)  860   794   696   780   862   796   (4)  (2)  (2)  776   860   794 
Individual accident  214   186   155   (11)  (2)  (3)  203   184   152   224   214   186   (12)  (11)  (2)  212   203   184 
Commercial multiple peril  57   139   199   -   (25)  (45)  57   114   154   56   57   139   -   -   (25)  56   57   114 
Internal Credit  151   105   59   -   -   -   151   105   59   63   151   105   -   -   -   63   151   105 
Mandatory insurance for personal injury caused by motor vehicles (DPVAT)  37   243   366   -   -   -   37   243   366   37   37   243   -   -   -   37   37   243 
Serious or terminal diseases  169   159   139   (2)  (1)  (1)  167   158   138   167   169   159   (1)  (2)  (1)  166   167   158 
Warranty extension - assets  252   1,202   1,293   -   -   -   252   1,202   1,293   112   252   1,202   -           112   252   1,202 
Disability Savings Pension  256   194   151   (6)  (5)  (6)  250   189   145   298   256   194   (3)  (6)  (5)  295   250   189 
PGBL  1,840   1,665   1,532   -   -   -   1,840   1,665   1,532   1,955   1,840   1,665   -           1,955   1,840   1,665 
Credit Life  726   802   726   (1)  -   -   725   802   726   570   726   802   -   (1)      570   725   802 
Petroleum risks  -   284   471   -   (252)  (408)  -   32   63   -   -   284   -   -   (252)  -   -   32 
Multiple risks  172   223   231   -   (53)  (69)  172   170   162   162   172   223   -   -   (53)  162   172   170 
Specified and all risks  -   501   606   -   (393)  (487)  -   108   119   -   -   501   -   -   (393)  -   -   108 
Home Insurance in Market Policies – Credit Life  224   187   152   (19)  (19)  (15)  205   168   137   261   224   187   (18)  (19)  (19)  243   205   168 
Traditional  159   174   180   -   -   -   159   174   180   142   159   174   -   -   -   142   159   174 
VGBL  15,501   13,532   13,675   -   -   -   15,501   13,532   13,675   18,153   15,501   13,532   -           18,153   15,501   13,532 
Group life  1,453   1,414   1,392   (37)  (28)  (25)  1,416   1,386   1,367   1,278   1,453   1,414   (44)  (37)  (28)  1,234   1,416   1,386 
Other lines  561   991   1,302   (11)  (251)  (462)  550   740   840   591   561   991   (12)  (11)  (251)  579   550   740 
Total  22,634   22,797   23,327   (89)  (1,031)  (1,523)  22,545   21,766   21,804   24,849   22,634   22,797   (94)  (89)  (1,031)  24,755   22,545   21,766 

 

PerformanceF-104F-98

 

 

Annual Report2015c)

c)Technical reserves for insurance and private pension

 

The technical provisions of insurance and pension plan are recognized according to the technical notes approved by SUSEP and criteria established by current legislation.

 

I - Insurance and private pension:

 

·Provision for unearned premiums –this provision is recognized, based on insurance premiums, for theforthe coverage of amounts payable related to claims and expenses to be incurred, throughout their terms maturity, in connection with the risks assumed at the calculation base date. The calculation is performed on the level of policies or endorsement of agreements in force, on apro rata-diebasis. The basis.The provision includes an estimate for effective and not issued risks (PPNG-RVNE).

 

·Provision for unsettled claims –this provision isrecognizedis recognized for the coverage of amounts payable relatedpayablerelated to lump-sum payments and income overdue from claims reported up to the calculation base date, but not yet paid. The provision covers administrative and legal claims, gross of accepted coinsurance operations and reinsurance operations and net of ceded coinsurance operations. The provision should include, whenever required, IBNER (claims incurred but not sufficiently reported) for the aggregate development of claims reported but not paid, which amounts may be changed throughout the process up to final settlement.

 

·Provision for claims incurred and not reported - IBNR–this provision is recognized for the coverage of expectedofexpected unsettled amounts related to claims incurred but not reported up to the calculation base date, gross of accepted coinsurance operations and reinsurance operations, and net of ceded coinsurance operations.

 

·Mathematical provisions for benefits to be granted -recognized for the coverage of commitments assumedcommitmentsassumed to participants or policyholders, based on the assumptions set forth in the contract, while the event that gave rise to the benefit and/or indemnity has not occurred. The provision is calculated in accordance with the methodology approved in the actuarial technical note to the product.

 

·Mathematical provisions for granted benefits -recognized after the event triggering the benefit occurs,for the coverage of the commitments assumed to the participants or insured parties, based on the assumptions established in the agreement. The provision is calculated in accordance with the methodologies approved in the technical actuarial note on the product.

 

·Provision for financial surplus –it is recognized to ensure the amounts intended for distribution of financial surplus,financialsurplus, if the event is stated in the agreement. Corresponds to the financial income exceeding the minimum return guaranteed in the product.

 

·Other technical provisions –it is recognized when insufficiency of premiums or contributions are identified relatedidentifiedrelated to payments of benefits and indemnities.

 

·Provision for redemptions and other amounts to regularize –it comprises the amounts related to redemptionstoredemptions to regularize, returns of premiums or funds, portability requested but, for any reason, not yet transferred to the insurance company or open private pension entity beneficiary, and premiums received but not quoted.

 

·Provision for related expenses -It is recognized for the coverage of expected amounts related to expenses withexpenseswith benefits and indemnities, due to events incurred and to be incurred.

 

II - Change in reserves for insurance and private pension

 

The details about the changes in balances of reserves for insurance and private pension operations are as follows:

 

PerformanceF-105F-99

 

Annual Report2015

 

II.I - Change in technical provisions

 

 12/31/2015  12/31/2014 
 Property,         Property,        
 individuals   Life with     individuals  Life with    
 and life Private survivor     and life Private survivor     12/31/2016  12/31/2015 
 insurance  pension  benefits  Total  insurance  pension  benefits  Total  Property,
individuals
and life
insurance
  Private
pension
  Life with
survivor
benefits
  Total  Property,
individuals
and life
insurance
  Private
pension
  Life with
survivor
benefits
  Total 
Opening balance  5,872   28,228   75,678   109,778   10,275   25,252   63,496   99,023   4,755   32,688   91,862   129,305   5,872   28,228   75,678   109,778 
(+) Additions arising from premiums / contribution  4,825   2,255   15,501   22,581   7,267   2,034   13,541   22,842   4,302   2,395   18,153   24,850   4,825   2,255   15,501   22,581 
(-) Deferral of risk  (5,780)  (253)  -   (6,033)  (7,154)  (192)  -   (7,346)  (5,124)  (297)  -   (5,421)  (5,780)  (253)  -   (6,033)
(-) Payment of claims / benefits  (1,553)  (337)  (19)  (1,909)  (2,395)  (204)  (10)  (2,609)  (1,623)  (370)  (39)  (2,032)  (1,553)  (337)  (19)  (1,909)
(+) Reported claims  1,712   -   -   1,712   2,219   -   -   2,219   1,620   -   -   1,620   1,712   -   -   1,712 
(-) Redemptions  (2)  (1,479)  (8,720)  (10,201)  (1)  (1,249)  (7,929)  (9,179)  (1)  (1,939)  (13,277)  (15,217)  (2)  (1,479)  (8,720)  (10,201)
(+/-) Net portability  -   886   504   1,390   -   266   347   613   -   380   709   1,089   -   886   504   1,390 
(+) Adjustment of reserves and financial surplus  9   3,244   9,052   12,305   7   2,249   6,319   8,575   20   4,371   13,171   17,562   9   3,244   9,052   12,305 
(+/-) Business development (Notes 3a and b)  -   -   -   -   (4,402)  -   -   (4,402)
(+/-) Other (recognition / reversal)  (328)  144   (134)  (318)  56   72   (86)  42   (23)  451   1,892   2,320   (328)  144   (134)  (318)
Reserves for insurance and private pension  4,755   32,688   91,862   129,305   5,872   28,228   75,678   109,778   3,926   37,679   112,471   154,076   4,755   32,688   91,862   129,305 

 

II.II - Technical provisions balances

 

 Insurance  Private pension  Total  Insurance  Private pension  Total 
 12/31/2015  12/31/2014  12/31/2015  12/31/2014  12/31/2015  12/31/2014  12/31/2016  12/31/2015  12/31/2016  12/31/2015  12/31/2016  12/31/2015 
Unearned premiums  3,027   4,015   15   12   3,042   4,027   2,204   3,027   17   15   2,221   3,042 
Mathematical reserve for benefits to be granted and benefits granted  24   13   122,914   102,311   122,938   102,324   24   24   148,341   122,914   148,365   122,938 
Redemptions and Other Unsettled Amounts  23   21   166   168   189   189   11   23   210   166   221   189 
Financial surplus  1   1   547   519   548   520   2   1   581   547   583   548 
Unsettled claims(1)  783   760   18   15   801   775   769   783   23   18   792   801 
IBNR  424   635   24   19   448   654   435   424   27   24   462   448 
Administrative and Related Expenses  42   42   50   70   92   112   39   42   71   50   110   92 
Other  431   385   816   792   1,247   1,177   442   431   880   816   1,322   1,247 
Total(2)  4,755   5,872   124,550   103,906   129,305   109,778   3,926   4,755   150,150   124,550   154,076   129,305 

(1) The provision for unsettled claims is detailed in Note 30e.

(2)This table covers the amendments established by Susep Circular No. 517, de 07/30/2015, also for comparison purposes.

PerformanceF-106F-100

 

 

Annual Report2015d)

d)Deferred selling expenses

 

Deferred acquisition costs of insurance are direct and indirect costs incurred to sell, underwrite and originate a new insurance contract.

 

Direct costs are basically commissions paid for brokerage services, agency and prospecting efforts and are deferred for amortization in proportion to the recognition of revenue from earned premiums, that is, over the coverage period, for the term of effectiveness of contracts, according to the calculation rules in force.

 

Balances are recorded under gross reinsurance assets and changes are shown in the table below:

 

Balance at 01/01/2016901
Increase902
Amortization(1,374)
Balance at 12/31/2016429
Balance to be amortized in up to 12 months335
Balance to be amortized after 12 months94
Balance at 01/01/2015  1,647 
Increase  1,133 
Amortization  (1,879)
Balance at 12/31/2015  901 
Balance to be amortized in up to 12 months  644 
Balance to be amortized after 12 months  257 
Balance at 01/01/20142,205
Increase1,747
Amortization(2,263)
Corporate reorganizations31
Sale of major risk portfolio(73)
Balance at 12/31/20141,647
Balance to be amortized in up to 12 months972
Balance to be amortized after 12 months675
The amounts of deferred selling expenses from reinsurance are stated in Note 30I.

 

The amounts of deferred selling expenses from reinsurance are stated in Note 30I.

PerformanceF-107F-101

 

 

Annual Report2015e)

e)Table of loss development

 

Changes in the amount of obligations of the ITAÚ UNIBANCO HOLDING may occur at the end of each annual reporting period. The table below shows the development by the claims incurred method. The first part of the table shows how the final loss estimate changes through time. The second part of the table reconciles the amounts pending payment and the liability disclosed in the balance sheet.

 

I – Gross of reinsurance

I – Gross of reinsurance
Reserve for unsettled claims(*)  801792 
(-) DPVAT operations  1719 
(-) IBNER (claims incurred but not sufficiently reported)  227240 
(-) Retrocession and other estimates  23 
Liability claims presented in the development table (Ia + Ib)  555530 

(*) Provision for unsettled claims stated in Note 30c II.II of 12/31/2015,30/2016, gross of reinsurance

 

Ia - Administratives claims - gross of reinsurance

Occurrence date 12/31/2011  12/31/2012  12/31/2013  12/31/2014  12/31/2015  Total 
At the end of reporting period  928   1,061   1,221   1,302   855     
After 1 year  933   1,054   1,221   1,318   -     
After 2 years  934   1,059   1,222   -   -     
After 3 years  937   1,058   -   -   -     
After 4 years  935   -   -   -   -     
Current estimate  935   1,058   1,222   1,318   855     
Accumulated payments through base date  929   1,055   1,216   1,304   596   5,100 
Liabilities recognized in the balance sheet  6   3   6   14   258   287 
Liabilities in relation to prior years                      13 
Total administratives claims included in balance sheet                      300 

Occurrence date 12/31/2012  12/31/2013  12/31/2014  12/31/2015  12/31/2016  Total 
At the end of reporting period  1,230   1,168   1,142   1,243   1,310     
After 1 year  1,221   1,166   1,130   1,286         
After 2 years  1,227   1,172   1,150             
After 3 years  1,227   1,177                 
After 4 years  1,229                     
Current estimate  1,229   1,177   1,150   1,286   1,310     
Accumulated payments through base date  1,226   1,173   1,142   1,262   1,098   5,901 
Liabilities recognized in the balance sheet  3   4   8   24   212   251 
Liabilities in relation to prior years                      27 
Total administratives claims included in balance sheet                      278 

 

Ib - Judicial claims - gross of reinsurance

Occurrence date 12/31/2011  12/31/2012  12/31/2013  12/31/2014  12/31/2015  Total 
At the end of reporting period  30   50   32   33   28     
After 1 year  55   58   49   42   -     
After 2 years  63   67   54   -   -     
After 3 years  70   70   -   -   -     
After 4 years  71   -   -   -   -     
Current estimate  71   70   54   42   28     
Accumulated payments through base date  43   50   37   27   15   172 
Liabilities recognized in the balance sheet  28   20   17   15   13   93 
Liabilities in relation to prior years                      162 
Total judicial claims included in balance sheet                      255 

 

Occurrence date 12/31/2012  12/31/2013  12/31/2014  12/31/2015  12/31/2016  Total 
At the end of reporting period  54   32   32   35   34     
After 1 year  64   49   44   48         
After 2 years  72   59   56             
After 3 years  78   70                 
After 4 years  85                     
Current estimate  85   70   56   48   34     
Accumulated payments through base date  65   50   40   33   24   212 
Liabilities recognized in the balance sheet  20   20   17   15   10   82 
Liabilities in relation to prior years                      170 
Total judicial claims included in balance sheet                      252 

PerformanceF-108F-102

 

Annual Report2015

 

II - Net of reinsurance

 

Reserve for unsettled claims(1)  801792 
(-) DPVAT operations  1719 
(-) IBNER  227240 
(-) Reinsurance(2)  3631 
(-) Retrocession and other estimates  23 
Liability claims presented in the development table (IIa + IIb)  519499 

(1) Provision refers to provision for unsettled claims stated in Note 30c II.II of 12/31/2015.

(1)Provision refers to provision for unsettled claims stated in Note 30c II.II of 12/31/2016.

(2) Reinsurance operations stated in Note 30l III of 12/31/2015.

(2)Reinsurance operations stated in Note 30l III of 12/31/2016.

 

IIa - Administratives claims - net of reinsurance

Occurrence date 12/31/2011  12/31/2012  12/31/2013  12/31/2014  12/31/2015  Total 
At the end of reporting period  913   1,018   1,190   1,279   849     
After 1 year  913   1,008   1,188   1,295   -     
After 2 years  915   1,013   1,189   -   -     
After 3 years  917   1,013   -   -   -     
After 4 years  915   -   -   -   -     
Current estimate  915   1,013   1,189   1,295   849     
Accumulated payments through base date  912   1,010   1,184   1,281   612   4,999 
Liabilities recognized in the balance sheet  3   3   6   14   237   263 
Liabilities in relation to prior years                      17 
Total administratives claims included in balance sheet                      280 

Occurrence date 12/31/2012  12/31/2013  12/31/2014  12/31/2015  12/31/2016  Total 
At the end of reporting period  1,186   1,144   1,129   1,221   1,298     
After 1 year  1,175   1,142   1,116   1,253         
After 2 years  1,181   1,148   1,131             
After 3 years  1,182   1,152                 
After 4 years  1,183                     
Current estimate  1,183   1,152   1,131   1,253   1,298     
Accumulated payments through base date  1,180   1,149   1,123   1,229   1,092   5,773 
Liabilities recognized in the balance sheet  3   4   8   24   206   245 
Liabilities in relation to prior years                      18 
Total administratives claims included in balance sheet                      263 

 

IIb - Judicial claims - net of reinsurance

Occurrence date 12/31/2011  12/31/2012  12/31/2013  12/31/2014  12/31/2015  Total 
At the end of reporting period  30   50   32   33   28     
After 1 year  55   58   49   41   -     
After 2 years  62   66   55   -   -     
After 3 years  69   70   -   -   -     
After 4 years  71   -   -   -   -     
Current estimate  71   70   55   41   28     
Accumulated payments through base date  43   50   38   27   15   173 
Liabilities recognized in the balance sheet  27   20   17   15   13   92 
Liabilities in relation to prior years                      147 
Total judicial claims included in balance sheet                      239 

 

In the breakdown of the table on change of claims, historic claims were excluded from major risk insurance operations, as informed in Note 3c.

Occurrence date 12/31/2012  12/31/2013  12/31/2014  12/31/2015  12/31/2016  Total 
At the end of reporting period  54   32   32   35   31     
After 1 year  64   49   44   47         
After 2 years  72   59   56             
After 3 years  77   70                 
After 4 years  84                     
Current estimate  84   70   56   47   31     
Accumulated payments through base date  64   50   40   33   21   208 
Liabilities recognized in the balance sheet  20   20   17   14   10   81 
Liabilities in relation to prior years                      155 
Total judicial claims included in balance sheet                      236 

 

The breakdown of the table development of claims between administrative and legal evidences the reallocation of claims up to a certain base date and that become legal ones afterwards, which may give the wrong impression of need for adjusting the provisions in each breakdown.

 

PerformanceF-109F-103

 

 

Annual Report2015f)

f)Liability adequacy test

 

As established in IFRS 4 – “Insurance contracts”, an insurance company must carry out the Liability Adequacy Test, comparing the amount recognized for its technical reserves with the current estimate of cash flow of its future obligations. The estimate should consider all cash flows related to the business, which is the minimum requirement for carrying out the adequacy test.

 

The Liability adequacy test did not show any deficiency for periods ended 2016, 2015 2014 and 2013.2014.

 

The assumptions used in the test are periodically reviewed and are based on the best practices and the analysis of subsidiaries’ experience, therefore representing the best estimates for cash flow projections.

 

Methodology and Test Grouping

The methodology for testing all products is based on the projection of cash flows. Specifically for insurance products, cash flows were projected using the method known as run-off triangle of quarterly frequency. Cash flows for the deferral and the assignment phases are tested on a separate basis for social security products.

 

The risk grouping criterion considers groups subject to similar risks that are jointly managed as a single portfolio.

 

Biometric Tables

Biometric tables are instruments to measure the biometric risk represented by the probability of death, survival or disability of a participant.

 

For death and survival estimates, biometricthe Brazilian Market Insurer Experience (BR-EMS) tables broken down by genderin effect are used, adjusted according to life expectancy development (improvement),of Scale G, and the Álvaro Vindas table is adopted to estimate benefit requests for disability.disability

 

Risk-free Interest Rate

The relevant risk-free forward interest-rate structure is an indicator of the pure time value of money used to price the set of projected cash flows.

 

The relevant structure of risk-free interest rate was obtained from the curve of securities deemed to be credit risk free, available in the Brazilian financial market and determined pursuant to an internal policy of ITAÚ UNIBANCO HOLDING, considering the addition of spread, which took into account the impact of the market result of held-to-maturity securities of the guarantee assets portfolio.

 

Income conversion rate

The income conversion rate represents the expected conversion of balances accumulated by participants in retirement benefits. The decision of conversion into income by participants is influenced by behavioral, economic and tax factors.

 

Other Assumptions

Related expenses, cancellations and partial redemptions, future increases and contributions, among others, are assumptions that affect the estimate of projected cash flows since they represent expenses and income arising from insurance agreements assumed.

 

PerformanceF-110F-104

 

 

Annual Report2015g)

g)Insurance risk – effect of changes on actuarial assumptions

 

Property insurance is a short-lived insurance, and the main actuarial assumptions involved in the management and pricing of the associated risks are claims frequency and severity. Volatility above the expected number of claims and/or amount of claim indemnities may result in unexpected losses.

 

Life insurance and pension plans are, in general, medium or long-lived products and the main risks involved in the business may be classified as biometric risk, financial risk and behavioral risk.

 

Biometric risk relates to: i) more than expected increase in life expectancies for products with survivorship coverage (mostly pension plans); ii) more than expected decrease in mortality rates for products with survivorship coverage (mostly life insurance).

 

Products offering financial guarantee predetermined under contract involve financial risk inherent in the underwriting risk, with such risk being considered insurance risk.

 

Behavioral risk relates to a more than expected increase in the rates of conversion into annuity income, resulting in increased payments of retirement benefits.

 

The estimated actuarial assumptions are based on the historical evaluation of ITAÚ UNIBANCO HOLDING, on benchmarks and the experience of the actuaries.

 

To measure the effects of changes in the key actuarial assumptions, sensitivity tests were conducted in the amounts of current estimates of future liability cash flows. The sensitivity analysis considers a vision of the impacts caused by changes in assumptions, which could affect the income for the period and stockholders’ equity at the balance sheet date. This type of analysis is usually conducted under theceteris paribuscondition, in which the sensitivity of a system is measured when one variable of interest is changed and all the others remain unchanged. The results obtained are shown in the table below:

 

PerformanceF-111F-105

 

Annual Report2015

 

The sensitivity analysis considers a vision of the impacts caused by changes in assumptions, which could affect the income for the period and stockholders’ equity at the balance sheet date.

Results were as follows:

 

 Impact in Results and Stockholders’ Equity(*)  Impact in Results and Stockholders’ Equity(1) 
 12/31/2015  12/31/2014  12/31/2016  12/31/2015 
 Supplementary  Insurance  Supplementary  Insurance  Supplementary  Insurance  Supplementary  Insurance 
 Retirement Plans and  Gross of  Net of  Retirement Plans and  Gross of  Net of  Retirement Plans and Gross of Net of Retirement Plans and Gross of Net of 
Sensitivity analysis Life with Living Benefits  reinsurance  reinsurance  Life with Living Benefits  reinsurance  reinsurance  Life with Living Benefits  reinsurance  reinsurance  Life with Living Benefits  reinsurance  reinsurance 
             
5% increase in mortality rates  8   (4)  (3)  3   (5)  (5)  21   (3)  (3)  8   (4)  (3)
5% decrease in mortality rates  (8)  3   3   (3)  5   5   (23)  3   3   (8)  3   3 
                                                
0.1% increase in risk-free interest rates  38   7   7   30   7   7   49   6   6   38   7   7 
0.1% decrease in risk-free interest rates  (39)  (7)  (7)  (31)  (7)  (7)  (50)  (6)  (6)  (39)  (7)  (7)
                                                
5% increase in conversion in income rates  (12)  -   -   (11)  -   -   (6)  -   -   (12)  -   - 
5% decrease in conversion in income rates  12   -   -   11   -   -   6   -   -   12   -   - 
                                                
5% increase in claims  -   (62)  (60)  -   (62)  (59)  0   (50)  (48)  -   (62)  (60)
5% decrease in claims  -   63   60   -   62   59   0   50   48   -   63   60 

(*)(1) Amounts net of tax effects.

 

h)Risks of insurance and private pension

 

ITAÚ UNIBANCO HOLDING has specific committees to define the management of funds from the technical reserves for insurance and private pension, issue guidelines for managing these funds with the objective of achieving long term return, and define evaluation models, risk limits and strategies on allocation of funds to defined financial assets. Such committees are comprised not only of executives and those directly responsible for the business management process, but also for an equal number of professionals that head up or coordinate the commercial and financial areas.

 

Large risks products are distributed by brokers. In the case of theThe extended warranty product, this is marketed by the retail company that sells the product to consumer. The DPVAT production results from the participation that the insurance companies of ITAÚ UNIBANCO HOLDING have in the Leading Insurance Company of the DPVAT consortium.

 

PerformanceF-112F-106

 

Annual Report2015

 

There is no product concentration in relation to insurance premiums, reducing the concentration risk of products and distribution channels. For large risks products, the strategy of lower retention was adopted, in accordance with certain lines shown below for the year 2014 and 2013:

 

 01/01 to 12/31/2015  01/01 to 12/31/2014  01/01 to 12/31/2013  01/01 to 12/31/2016  01/01 to 12/31/2015  01/01 to 12/31/2014 
 Insurance Retained Retention Insurance Retained Retention Insurance Retained Retention  Insurance Retained Retention Insurance Retained Retention Insurance Retained Retention 
 premiums  premium  (%)  premiums  premium  (%)  premiums  premium  (%)  premiums  premium  (%)  premiums  premium  (%)  premiums  premium  (%) 
Property and casualty                                                                        
Mandatory personal injury caused by motor vehicle (DPVAT)  37   37   100.0   243   243   100.0   366   366   100.0   37   37   100.0   37   37   100.0   243   243   100.0 
Extended warranty  252   252   100.0   1,202   1,202   100.0   1,293   1,293   100.0   112   112   100.0   252   252   100.0   1,202   1,202   100.0 
Credit life  726   725   99.9   802   802   100.0   726   726   100.0 
                                                                        
Individuals                                                                        
Group accident insurance  862   860   99.7   796   794   99.8   698   696   99.7   780   776   99.5   862   860   99.7   796   794   99.8 
Individual accident  214   203   94.8   186   184   98.9   155   152   98.1   224   212   94.8   214   203   94.8   186   184   98.9 
Credit life  570   570   100.0   726   725   99.9   802   802   100.0 
Group life  1,453   1,416   97.5   1,414   1,386   98.2   1,392   1,367   98.2   1,278   1,234   96.5   1,453   1,416   97.5   1,414   1,386   98.2 
                                                                        
Large risks                                                                        
Engineering  -   -   -   46   8   17.4   120   16   13.3   -   -   -   -   -   -   46   8   17.4 
Petroleum risks  -   -   -   284   32   11.3   471   63   13.4   -   -   -   -   -   -   284   32   11.3 
Specified and operational risks  -   -   -   501   108   21.6   606   119   19.6   -   -   -   -   -   -   501   108   21.6 

 

i)Insurance, pension plan and capitalization management structure

 

The products that make up the portfolios of ITAÚ UNIBANCO HOLDING’s insurance companies are related to the life insurance and elementary, pension plan and capitalization lines. Therefore, we understand that the major risks inherent in these products are as follows:

 

·SubscriptionUnderwriting risk is the possibility of losses arising from operations of insurance, pension plan and capitalization that go against the organization’s expectations, directly or indirectly associated with the technical and actuarial bases adopted to calculate premiums, contributions and provisions.
·Market risk is the possibility of incurring losses due to fluctuations in the market values of assets and liabilities comprising the actuarial technical reserves.
·Credit risk is the possibility of a certain debtor failing to meet any obligations in connection with the settlement of operations involving the trade of financial assets or reinsurance.
·Operational risk is the possibility of incurring losses arising from the failure, deficiency or inadequacy or internal processes, personnel and systems, or external events impacting the achievement of strategic, tactical or operational purposes of the insurance, pension plan and capitalization operations.
·Liquidity risk in insurance operations is the possibility of the institution being unable to honor its obligations on a timely basis before policyholders and beneficiaries due to lack of liquidity of assets that make up their actuarial technical reserves.

 

j)Duties and responsibilities

 

In line with good national and international practices and to ensure that the risks arising from insurance, pension plan and capitalization products are properly identified, measured, assesses, reported and approved in proper bodies, the ITAÚ UNIBANCO HOLDING has a risk management structure which guidelines are established in an internal policy, approved by its Board of Directors, applicable to the companies and subsidiaries exposed to insurance, pension plan and capitalization risks in Brazil and abroad.

 

The management process of insurance, pension plan and capitalization risks is based on responsibilities established and distributed between the control and business areas, assuring independence among them and focusing on the specificities of each risk, in accordance with the guidelines established by ITAÚ UNIBANCO HOLDING.

 

Also, as part of the risk management process, there is a governance structure where decisions may be escalated to panels, ensuring compliance with a number of internal and regulatory requirements, as well as balanced decisions regarding risks.

 

The purpose of ITAÚ UNIBANCO HOLDING is to ensure that assets backing long-term products, with guaranteed minimum returns, are managed according to the characteristics of the liabilities aiming at actuarial balance and long-term solvency.

 

PerformanceF-113

Annual Report2015

Considering actuarial assumptions, a detailed mapping of the liabilities of long-term products that result in payment flows of projected future benefits is performed annually. Based on this mapping, Asset Liability Management models are used to find the best asset portfolio composition that enables the neutralize the risks entailed in this type of product, considering its long-term economic and financial feasibility. The portfolios of backing assets are periodically rebalanced based on the fluctuations in market prices of assets, the company’s liquidity needs, and changes in characteristics of liabilities.

 

F-107

k)Market, credit and liquidity risk

 

I)Market risk

 

Market risk is analyzed, in relation to insurance operations, based on the following metrics and sensitivity and loss control measures:Value at Risk (VaR), Losses in Stress Scenarios (Stress Test), Sensitivity (DV01- Delta Variation) and Concentration.ForConcentration. For a detailed description of metrics, see Note 36 – Market risk. In the table, the sensitivity analysis (DV01 – Delta Variation) is presented in relation to insurance operations that demonstrate the impact on the cash flows market value when submitted to a 1 annual basis point increase in the current interest rates or index rate and 1 percentage point in the share price and currency.

 

 (R$ million) 
 12/31/2015  12/31/2014 
 Account     Account     12/31/2016  12/31/2015 
Class balance  DV01  balance  DV01  Account
balance
  DV01  Account
balance
  DV01 
                         
Government securities                                
NTN-C  4,821   (3.20)  4,299   (3.39)  5,141   (3.03)  4,821   (3.20)
NTN-B  2,055   (1.95)  1,950   (2.17)  2,969   (3.53)  2,055   (1.95)
LTN  -   -   0   (0.00)  -   -   -   - 
                                
DI Future  -   -   -   -   -   -   -   - 
                                
Private securities                                
Indexed to IPCA  209   (0.09)  337   (0.22)  307   (0.14)  209   (0.09)
Indexed to PRE  77   (0.00)  64   (0.01)  240   (0.00)  77   (0.00)
                                
Shares  1   0.01   2   0.02   0   0.00   1   0.01 
                                
Floating assets  4,998   -   8,177   -   5,852   -   4,998   - 
                                
Under agreements to resell  4,977   -   7,746   -   6,266   -   4,977   - 

 

PerformanceF-114F-108

 

 

Annual Report2015II)Liquidity Risk

Liquidity Risk

 

Liquidity risk is the risk that ITAÚ UNIBANCO HOLDING may have insufficient net funds available to honor its current obligations at a given moment. The liquidity risk is managed, for insurance operation, continuously based on the monitoring of payment flows related to its liabilities vis a vis the inflows generated by its operations and financial assets portfolio.

 

Financial assets are managed in order to optimize the risk-return ratio of investments, considering, on a careful basis, the characteristics of their liabilities. The risk integrated control considers the concentration limits by issuer and credit risk, sensitivities and market risk limits and control over asset liquidity risk. Thus, investments are concentrated in government and private securities with good credit quality in active and liquid markets, keeping a considerable amount invested in short-term assets, available on demand, to cover regular needs and any liquidity contingencies. Additionally, ITAÚ UNIBANCO HOLDING constantly monitors the solvency conditions of its insurance operations.

 

Liabilities Assets 12/31/2015 12/31/2014  Assets 12/31/2016  12/31/2015 
  Liabilities Liabilities Assets Liabilities Liabilities Assets    Liabilities Liabilities Assets Liabilities Liabilities Assets 
  amounts(1) DU(2) DU(2) amounts(1) DU(2) DU(2)    amounts(1)  DU(2)  DU(2)  amounts(1)  DU(2)  DU(2) 
Insurance operations Backing asset              Backing asset             
Unearned premiums LFT, repurchase agreements, NTN-B, CDB, LF and debentures  3,025   15.8   13.8   4,014   15.8   12.1  LFT, repurchase agreements, NTN-B, CDB, LF and debentures  2,202   13.5       3,025   15.8   13.8 
IBNR, PDR e PSL LFT, repurchase agreements, NTN-B, CDB, LF and debentures  1,243   15.7   16.9   1,435   15.8   14.9  LFT, repurchase agreements, NTN-B, CDB, LF and debentures  1,242   13.8       1,243   15.7   16.9 
Other provisions LFT, repurchase agreements, NTN-B, CDB, LF and debentures  434   104.6   22.7   388   108.7   21.8  LFT, repurchase agreements, NTN-B, CDB, LF and debentures  446   119.0       434   104.6   22.7 
Subtotal Subtotal  4,702           5,837           Subtotal  3,890           4,702         
Pension plan, VGBL and individual life operations                                                  
Related expenses LFT, repurchase agreements, NTN-B, CDB, LF and debentures  50   102.7   85.7   70   92.0   94.1  LFT, repurchase agreements, NTN-B, CDB, LF and debentures  71   107.4   80.9   50   102.7   85.7 
Unearned premiums LFT, repurchase agreements, NTN-B, CDB and debentures  17   -   12.2   14   -   12.2  LFT, repurchase agreements, NTN-B, CDB and debentures  19   -   14.1   17   -   12.2 
Unsettled claims LFT, repurchase agreements, NTN-B, CDB and debentures  20   -   12.3   17   -   12.2  LFT, repurchase agreements, NTN-B, CDB and debentures  25   -   13.9   20   -   12.3 
IBNR LFT, repurchase agreements, NTN-B, CDB and debentures  28   9.8   10.5   20   12.1   12.2  LFT, repurchase agreements, NTN-B, CDB and debentures  27   11.4   14.1   28   9.8   10.5 
Redemptions and Other Unsettled Amounts LFT, repurchase agreements, NTN-B, CDB and debentures  190   -   12.3   188   -   12.2  LFT, repurchase agreements, NTN-B, CDB and debentures  221   -   14.0   190   -   12.3 
Mathematical reserve for benefits granted LFT, repurchase agreements, LTN, NTN-B, NTN-C, NTN-F, CDB, LF and debentures  1,540   102.7   85.8   1,254   92.0   94.4  LFT, repurchase agreements, LTN, NTN-B, NTN-C, NTN-F, CDB, LF and debentures  1,737   107.4   81.1   1,540   102.7   85.8 
Mathematical reserve for benefits to be granted – PGBL/ VGBL LFT, repurchase agreements, LTN, NTN-B, NTN-C, NTN-F, CDB, LF and debentures(3)  117,073   160.6   23.9   97,141   169.6   14.8  LFT, repurchase agreements, LTN, NTN-B, NTN-C, NTN-F, CDB, LF and debentures(3)  142,039   169.9   39.4   117,073   160.6   23.9 
Mathematical reserve for benefits to be granted – traditional LFT, repurchase agreements, NTN-B, NTN-C, Debentures  4,321   208.1   79.4   3,926   187.7   86.6  LFT, repurchase agreements, NTN-B, NTN-C, Debentures  4,584   210.9   92.0   4,321   208.1   79.4 
Other provisions LFT, repurchase agreements, NTN-B, NTN-C, CDB, LF and debentures  816   208.1   79.4   791   187.7   86.6  LFT, repurchase agreements, NTN-B, NTN-C, CDB, LF and debentures  880   210.9   92.0   816   208.1   79.4 
Financial surplus LFT, repurchase agreements, NTN-B, NTN-C, CDB, LF and debentures  548   207.8   79.2   520   187.4   86.4  LFT, repurchase agreements, NTN-B, NTN-C, CDB, LF and debentures  583   210.6   91.8   548   207.8   79.2 
Subtotal Subtotal  124,603           103,941           Subtotal  150,186           124,603         
Total technical reserves Total backing assets  129,305           109,778          Total backing assets  154,076           129,305         

(1)(1) Gross amounts of Credit Rights, Escrow Deposits and Reinsurance.

(2)DU = Duration in months

(3)Excluding PGBL / VGBL reserves allocated in variable income.

(2) DU = Duration in months

(3) Excluding PGBL / VGBL reserves allocated in variable income.

PerformanceF-115F-109

 

 

Annual Report2015III)Credit Risk

 

Credit Risk

I - Reinsurers – Breakdown

 

TheWe present below the division of risks assignedgranted by the ITAÚ UNIBANCO HOLDING’s insurance companies to reinsurance companies and their rating according the Standard & Poor’s is presented below:companies:

 

-Insurance Operations:reinsurance premiums operations are basically represented by: IRB Brasil RessegurosBrasilResseguros with 86.70% (38.57%56.14% (66.67% at 12/31/2014)2015) and Munich Re do Brasil with 13.23% (5.34%43.33% (32.94% at 12/31/2014). Only at 12/31/2014, Lloyd's (A+) with 17.48%, Mapfre Re, Cia de Reaseguros,S.A. (A) with 4.21% and American Home Assurance Company (A) with 4.01%2015).

 

-Social Security Operations:social security operations related to reinsurance premiums are entirely representedentirelyrepresented by General Reinsurance AG with 50% (50% at 12/31/2014) and Munich Re do Brasil with 50%70% (50% at 12/31/2014). For insurance operations, transfers of reinsurance premiums are deployed between Munich Re do Brasil2015) and General Reinsurance AG with 60.26% (55.46%30% (50% at 12/31/2014) and IRB Brasil Resseguros with 39.74% (44.54% at 12/31/2014)2015).

 

PerformanceF-116F-110

 

 

Annual Report2015

II -IV) Risk level of financial assets

 

The table below shows insurance financial assets, individually evaluated, classified by rating:

 

 12/31/2015 
 Interbank deposits and   Financial assets
designated at fair
   Available-for- Held-to-    
 securities purchased under Held-for-trading value through profit Derivatives sale financial maturity    12/31/2016 
Internal rating(*) agreements to resell  financial assets  or loss  assets  assets  financial assets  Total  Interbank deposits and
securities purchased under
agreements to resell
 Held-for-trading
financial assets
 Derivatives
assets
 Available-for-
sale financial
assets
 Held-to-
maturity
financial assets
 Total 
             
Lower risk  5,667   94,709   -   126   2,732   4,320   107,554   7,859   125,944   284   3,558   4,629   142,274 
Satisfactory  -   16   -   -   -   -   16   -   13   -   -   -   13 
Higher Risk  -   -   -   -   -   -   -   -   -   -   -   -   - 
Total  5,667   94,725   -   126   2,732   4,320   107,570   7,859   125,957   284   3,558   4,629   142,287 
%  5.3   88.1   -   0.1   2.5   4.0   100.0   5.5   88.5   0.2   2.5   3.3   100.0 

(*) Internal risk level ratings, with due associated probability of default, are detailed in Note 36.

 

 12/31/2014 
 Interbank deposits and     Financial assets
designated at fair
   Available-for- Held-to-   
 securities purchased under Held-for-trading value through profit Derivatives sale financial maturity     12/31/2015 
Internal rating(*) agreements to resell  financial assets  or loss  assets  assets  financial assets  Total  Interbank deposits and
securities purchased under
 agreements to resell
 Held-for-trading
financial assets
 Derivatives
assets
 Available-for-
sale financial
assets
 Held-to-
 maturity
financial assets
 Total 
Lower risk 9,721 66,781 - 105 2,389 3,958 82,954   5,667   94,709   126   2,732   4,320   107,554 
Satisfactory  -   3   -   -   -   -   3   -   16   -   -   -   16 
Higher Risk  -   3   -   -   -   -   3   -   -   -   -   -   - 
Total  9,721   66,787   -   105   2,389   3,958   82,960   5,667   94,725   126   2,732   4,320   107,570 
%  11.7   80.5   -   0.1   2.9   4.8   100.0   5.3   88.1   0.1   2.5   4.0   100.0 

(*) Internal risk level ratings, with due associated probability of default, are detailed in Note 36.

 

PerformanceF-117F-111

 

 

Annual Report2015

l)Reinsurance

 

Expenses and revenues from reinsurance premiums ceded are recognized in the period when they occur, according to the accrual basis, with no offset of assets and liabilities related to reinsurance except in the event there is a contractual provision for the offset of accounts between the parties. Analyses of reinsurance required are made to meet the current needs of ITAÚ UNIBANCO HOLDING, maintaining the necessary flexibility to comply with changes in management strategy in response to the various scenarios to which it may exposed.

 

Reinsurance assets

 

Reinsurance assets are valued according to consistent basis of risk assignment contracts, and in the event of losses effectively paid, as from December 2015; they are revalued after 180 days have elapsed in relation to the possibility of non-recovery. For previous periods, revaluation term is 365 days. This amendment was for compliance with the SUSEP Circular in force. In case of doubt, these assets are reduced based on the provision recognized for credit risk associated to reinsurance.

 

Reinsurance transferred

 

ITAÚ UNIBANCO HOLDING transfers, in the normal course of its businesses, reinsurance premiums to cover losses on underwriting risks to its policyholderspolicy holders and is in compliance with the operational limits established by the regulating authority. In addition to proportional contracts, non-proportional contracts are also entered into in order to transfer a portion of the responsibility to the reinsurance company for losses that exceed a certain level of losses in the portfolio. Non-proportional reinsurance premiums are included in Other assets - prepaid expenses and amortized to Other operating expenses over the effectiveness period of the contract on a daily accrual basis.

 

PerformanceF-118F-112

 

Annual Report2015

 

I- Changes in balances of transactions with reinsurance companies

 

 Credits  Debits  Credits  Debits 
 12/31/2015  12/31/2014  12/31/2015  12/31/2014  12/31/2016  12/31/2015  12/31/2016  12/31/2015 
Opening balance  262   297   610   631   18   262   103   610 
Issued contracts  -   -   75   983   -   -   79   75 
Recoverable claims  -   (16)  -   1   32   -   -   - 
Prepayments / payments to reinsurer  12   -   (36)  (1,006)  (3)  12   (108)  (36)
Other increase / reversal  (256)  (19)  (546)  1   (1)  (256)  -   (546)
Closing balance  18   262   103   610   46   18   74   103 

 

II – Balances of technical reserves with reinsurance assets

 

 12/31/2015  12/31/2014  12/31/2016  12/31/2015 
Reinsurance claims  52   2,456   52   52 
Reinsurance premiums  24   949   15   24 
Reinsurance commission  -   (37)
Closing balance  76   3,368   67   76 

 

III – Changes in balances of technical reserves for reinsurance claims

 

 12/31/2015  12/31/2014  12/31/2016  12/31/2015 
Opening balance  2,456   2,729   52   2,456 
Reported claims  32   340   70   32 
Paid claims  (25)  (737)  (99)  (25)
Other increase / reversal  (2,412)  30   2   (2,412)
Monetary adjustment and interest of claims  1   94   27   1 
Closing balance(*)  52   2,456   52   52 

(*) Includes Reserve for unsettled claims, IBNER (Reserve for claims not sufficiently warned), IBNR (Reserve for claims incurred but not reported), not covered by the table of loss development net of reinsurance Note 30 eII.

 

IV – Changes in balances of technical reserves for reinsurance premiums

 

 12/31/2015  12/31/2014  12/31/2016  12/31/2015 
Opening balance  949   979   24   949 
Receipts  61   889   65   61 
Payments  (45)  (919)  (74)  (45)
Other increase / reversal  (941)  -   -   (941)
Closing balance  24   949   15   24 

 

V – Changes in balances of technical reserves for reinsurance commission

 

 12/31/2015  12/31/2014  12/31/2016  12/31/2015 
Opening balance  (37)  (47)  -   (37)
Receipts  4   44   6   4 
Payments  (4)  (34)  (6)  (4)
Other increase / reversal  37   -       37 
Closing balance  -   (37)  -   - 

 

PerformanceF-119F-113

 

 

Annual Report2015

m)Regulatory authorities

 

Insurance and private pension operations are regulated by the National Council of Private Insurance (CNSP) and the Superintendence of Private Insurance (SUSEP). These authorities are responsible for regulating the market, and consequently for assisting in the mitigation of risks inherent in the business.

 

The CNSP is the regulatory authority of insurance activities in Brazil, created by Decree-Law N° 73, of November 21, 1966. The main attribution of CNSP, at the time of its creation, was to set out the guidelines and rules of government policy on private insurance segments, and with the enactment of Law N° 6,435, of July 15, 1977, its attributions included private pension of public companies.

 

The Superintendence of Private Insurance (SUSEP) is the authority responsible for controlling and overseeing the insurance, and reinsurance markets. An agency of the Ministry of Finance, it was created by the Decree-Law N° 73, of November 21, 1966, which also created the National System of Private Insurance, comprising the National Council of Private Insurance (CNSP), IRB Brasil Resseguros S.A. – IRB Brasil Re, the companies authorized to have plans and the open-ended private pension companies.

 

PerformanceF-120F-114

 

 

Annual Report2015

Note 31 – Fair value of financial instruments

 

In cases where market prices are not available, fair values are based on estimates using discounted cash flows or other valuation techniques. These techniques are significantly affected by the assumptions adopted, including the discount rate and estimate of future cash flows. The estimated fair value achieved through these techniques cannot be substantiated by comparison with independent markets and, in many cases, it cannot be realized in the immediate settlement of the instrument.

 

The following table summarizes the carrying and estimated fair values for financial instruments:

  12/31/2016  12/31/2015 
  Carrying value  Estimated
fair value
  Carrying value  Estimated
fair value
 
Financial assets                
Cash and deposits on demand and Central Bank compulsory deposits  104,242   104,242   85,100   85,100 
Interbank deposits  22,692   22,731   30,525   30,525 
Securities purchased under agreements to resell  265,051   265,051   254,404   254,404 
Financial assets held for trading(*)  204,648   204,648   164,311   164,311 
Financial assets designated at fair value through profit or loss(*)  1,191   1,191   642   642 
Derivatives(*)  24,231   24,231   26,755   26,755 
Available-for-sale financial assets(*)  88,277   88,277   86,045��  86,045 
Held-to-maturity financial assets  40,495   40,749   42,185   38,892 
Loan operations and lease operations  463,394   472,704   447,404   446,787 
Other financial assets  53,917   53,917   53,506   53,506 
Financial liabilities                
Deposits  329,414   329,371   292,610   292,775 
Securities sold under repurchase agreements  349,164   349,164   336,643   336,643 
Financial liabilities held for trading(*)  519   519   412   412 
Derivatives(*)  24,698   24,698   31,071   31,071 
Interbank market debt  135,483   134,730   156,886   156,174 
Institutional market debt  96,239   95,012   93,918   95,461 
Liabilities for capitalization plans  3,147   3,147   3,044   3,044 
Other financial liabilities  71,832   71,832   68,715   68,715 

 

  12/31/2015  12/31/2014 
     Estimated     Estimated 
  Carrying value  fair value  Carrying value  fair value 
Financial assets                
Cash and deposits on demand and Central Bank compulsory deposits  85,100   85,100   80,633   80,633 
Interbank deposits  30,525   30,525   23,081   23,081 
Securities purchased under agreements to resell  254,404   254,404   208,918   208,918 
Financial assets held for trading(*)  164,311   164,311   132,944   132,944 
Financial assets designated at fair value through profit or loss(*)  642   642   733   733 
Derivatives(*)  26,755   26,755   14,156   14,156 
Available-for-sale financial assets(*)  86,045   86,045   78,360   78,360 
Held-to-maturity financial assets  42,185   38,892   34,434   34,653 
Loan operations and lease operations  447,404   446,787   430,039   432,544 
Other financial assets  53,506   53,506   53,649   53,649 
Financial liabilities                
Deposits  292,610   292,775   294,773   294,924 
Securities sold under repurchase agreements  336,643   336,643   288,683   288,683 
Financial liabilities held for trading(*)  412   412   520   520 
Derivatives(*)  31,071   31,071   17,350   17,350 
Interbank market debt  156,886   156,174   122,586   122,016 
Institutional market debt  93,918   95,461   73,242   72,391 
Liabilities for capitalization plans  3,044   3,044   3,010   3,010 
Other financial liabilities  68,715   68,715   71,492   71,492 

(*) These assets and liabilities are recorded in the balance sheet at their fair value.

Financial instruments not included in the Balance Sheet (Note 36) are represented by Standby letters of credit and guarantees provided, which amount to R$ 81.18077,453 (R$ 73,75981,180 at 12/31/2014)2015) with an estimated fair value of R$ 1.1431,066 (R$ 1,1401,143 at 12/31/2014)2015).

 

The methods and assumptions adopted to estimate the fair value are defined below:

 

a)Cash and deposits on demand, Central Bank compulsory deposits, Securities purchased under agreements to resell, Securities sold under repurchase agreements and liabilities for capitalization plans –The carrying amounts for these instruments approximate their fair values.

 

b)Interbank deposits, deposits, Interbank market debt and Institutional market debt–ITAÚ UNIBANCO HOLDINGstimatesUNIBANCOHOLDING estimates the fair values by discounting the estimated cash flows and adopting the market interest rates.

 

c)Financial assets held for trading, including Derivatives (assets and liabilities), Financial assets designated at fair value through profit or loss, Available-for-sale financial assets, Held-to-maturity financial assets and Financial liabilities held for trading –Under normal conditions, market prices are thearethe best indicators of the fair values of financial instruments. However, not all instruments have liquidity or quoted market prices and, in such cases, the adoption of present value estimates and other pricing techniques are required. In the absence of quoted prices from National Association of Financial Market Institutions (ANBIMA), the fair values of bonds are calculated based on the interest rates provided by others on the market (brokers). The fair values of corporate debt securities are computed by adopting criteria similar to those applied to interbank deposits, as described above. The fair values of shares are computed based on their prices quoted in the market. The fair values of derivative financial instruments were determined as follows:

  

·Swaps:The cash flows are discounted to present value based on yield curves that reflect the appropriatetheappropriate risk factors. These yield curves may be drawn mainly based on the exchange price of derivatives at BM&FBOVESPA, of Brazilian government securities in the secondary market or derivatives and securities traded abroad. These yield curves may be used to obtain the fair value of currency swaps, interest rate swaps and swaps based on other risk factors (commodities, stock exchange indices, etc.).

 

PerformanceF-121F-115

 

Annual Report2015

 

·Futures and forwards:Quotations on exchanges or criteria identical to those applied to swaps.

 

·Options:The fair values are determined based on mathematical models (such as Black&Scholes) that arethatare fed with implicit volatility data, interest rate yield curve and fair value of the underlying asset. Current market prices of options are used to compute the implicit volatilities. All these data are obtained from different sources (usually Bloomberg).

 

·Credit:Inversely related to the probability of default (PD) in a financial instrument subject to credit risk. Therisk.The process of adjusting the market price of these spreads is based on the differences between the yield curves with no risk and the yield curves adjusted for credit risk.

 

d)Loan operations and lease operations –Fair value is estimated based on groups of loans with similar financialsimilarfinancial and risk characteristics, using valuation models. The fair value of fixed-rate loans was determined by discounting estimated cash flows, applying current interest rates for similar loans. For the majority of loans at floating rate, the carrying amount was considered close to their fair value. The fair value of loan and lease operations not overdue was calculated by discounting the expected payments of principal and interest through maturity, at the aforementioned rates. The fair value of overdue loan and lease transactions was based on the discount of estimated cash flows, using a rate proportional to the risk associated with the estimated cash flows, or on the underlying collateral. The assumptions related to cash flows and discount rates are determined using information available in the market and the borrower’s specific information of the debtor.

 

e)Deposits–The fair value of fixed-rate loans with maturity dates was determined by discounting estimated cashestimatedcash flows, applying current interest rates for similar funding operations. Cash deposits are not considered in the fair value estimate. The assumptions related to cash flows and discount rates are determined based on information available in the market and information specific for each operation.

 

f)Other financial assets / liabilities–primarily composed of receivables from credit card issuers, deposits in guaranteeinguarantee for contingent liabilities and trading and intermediation of securities. The carrying amounts for these assets/liabilities substantially approximate their fair values, since they principally represent amounts to be received in the short term from credit card holders and to be paid to credit card acquirers, judicially required deposits (indexed to market rates) made by ITAÚ UNIBANCO HOLDING as guarantees for lawsuits or very short-term receivables (generally with a maturity of approximately 5 (five) business days). All of these items represent assets/assets / liabilities without significant associated market, credit and liquidity risks.

 

In accordance with IFRS, ITAÚ UNIBANCO HOLDING classifies fair value measurements in a fair value hierarchy that reflects the significance of inputs adopted in the measurement process.

 

Level 1:Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets.activemarkets. An active market is a market in which transactions for the asset or liability being measured occur often enough and with sufficient volume to provide pricing information on an ongoing basis.

 

Level 2:Inputs other than quoted prices included in Level 1 that are observable for the asset or liability either directlyeitherdirectly or indirectly. Level 2 generally includes: (i) quoted prices for similar assets or liabilities in active markets; (ii) quoted prices for identical or similar assets or liabilities in markets that are not active, that is, markets in which there are few transactions for the asset or liability, the prices are not current, or quoted prices vary substantially either over time or among market makers, or in which little information is released publicly; (iii) inputs other than quoted prices that are observable for the asset or liability (for example, interest rates and yield curves observable at commonly quoted intervals, volatilities, etc.); (iv) inputs that are mainly derived from or corroborated by observable market data through correlation or by other means.

 

Level 3:Inputs are unobservable for the asset or liability. Unobservable information shall be used to measure fairmeasurefair value to the extent that observable information is not available, thus allowing for situations in which there is little, if any, market activity for the asset or liability at the measurement date.

 

PerformanceF-122F-116

 

 

Annual Report2015

Financial assets for trading, Available for sale, and Designated at fair value through profit or loss:

 

Level 1:Highly-liquid securities with prices available in an active market are classified in Level 1 of the fair valuefairvalue hierarchy. This classification level includes most of the Brazilian Government Securities, securities of foreign governments, shares and debentures traded on stock exchanges and other securities traded in an active market.

 

Level 2:When the pricing information is not available for a specific security, the assessment is usually based on pricesonprices quoted in the market for similar instruments, pricing information obtained for pricing services, such as Bloomberg, Reuters and brokers (only when the prices represent actual transactions) or discounted cash flows, which use information for assets actively traded in an active market. These securities are classified into Level 2 of the fair value hierarchy and are comprised of certain Brazilian government securities, debentures, some government securities quoted in a less-liquid market in relation to those classified into Level 1, and some share prices in investment funds. ITAÚ UNIBANCO HOLDING does not hold positions in alternative investment funds or private equity funds.

 

Level 3:When no pricing information in an active market, ITAÚ UNIBANCO HOLDING uses internally developedinternallydeveloped models, from curves generated according to the proprietary model. The Level 3 classification includes some Brazilian government and private securities falling due after 2025 and securities that are not usually traded in an active market.

 

Derivatives:

 

Level 1:Derivatives traded on stock exchanges are classified in Level 1 of the hierarchy.

 

Level 2:For derivatives not traded on stock exchanges, ITAÚ UNIBANCO HOLDING estimates the fair value by adoptingbyadopting a variety of techniques, such as Black&Scholes, Garman & Kohlhagen, Monte Carlo or even the discounted cash flow models usually adopted in the financial market. Derivatives included in Level 2 are credit default swaps, cross currency swaps, interest rate swaps, plain vanilla options, certain forwards and generally all swaps. All models adopted by ITAÚ UNIBANCO HOLDING are widely accepted in the financial services industry and reflect all derivative contractual terms. Considering that many of these models do not require a high level of subjectivity, since the methodologies adopted in the models do not require major decisions and information for the model are readily observed in the actively quotation markets, these products were classified in Level 2 of the measurement hierarchy.

 

Level 3:The derivatives with fair values based on non-observable information in an active market were classifiedwereclassified into Level 3 of the fair value hierarchy, and are comprised of non-standard options, certain swaps indexed to non-observable information, and swaps with other products, such as swap with option and USD Check, credit derivatives and futures of certain commodities. These operations have their pricing derived from a range of volatility using the basis of historical volatility.

 

All aforementioned valuation methodologies may result in a fair value that may not be indicative of the net realizable value or future fair values. However, ITAÚ UNIBANCO HOLDING believes that all methodologies used are appropriate and consistent with the other market participants. However, the adoption of other methodologies or assumptions different than those used to estimate fair value may result in different fair value estimates at the balance sheet date.

 

PerformanceF-123F-117

 

 

Annual Report2015

Distribution by level

 

The following table presents the breakdown of risk levels at 12/31/20152016 and 12/31/20142015 for financial assets held for trading and available-for-sale financial assets.

 

 12/31/2015  12/31/2014  12/31/2016  12/31/2015 
 Level 1  Level 2  Level 3  Total  Level 1  Level 2  Level 3  Total  Level 1  Level 2  Level 3  Total  Level 1  Level 2  Level 3  Total 
Financial assets held for trading  123,948   40,303   60   164,311   91,024   41,130   790   132,944   165,883   37,760   1,005   204,648   123,948   40,303   60   164,311 
Investment funds  19   1,032   -   1,051   6   864   -   870   14   1,159   -   1,173   19   1,032   -   1,051 
Brazilian government securities  114,007   3,043   3   117,053   84,265   2,128   -   86,393   157,369   2,654   1   160,024   114,007   3,043   3   117,053 
Brazilian external debt bonds  4,431   -   -   4,431   1,914   -   -   1,914   5,325   -   -   5,325   4,431   -   -   4,431 
Government securities – other countries  933   216   -   1,149   1,151   389   -   1,540   819   2,916   -   3,735   933   216   -   1,149 
Argentina  696   -   -   696   628   -   -   628   651   -   -   651   696   -   -   696 
Chile  -   36   -   36   -   132   -   132   -   127   -   127   -   36   -   36 
Colombia  -   72   -   72   -   88   -   88   -   2,669   -   2,669   -   72   -   72 
United States  132   -   -   132   448   -   -   448   78   -   -   78   132   -   -   132 
Mexico  3   -   -   3   3   -   -   3   6   -   -   6   3   -   -   3 
Paraguay  -   68   -   68   -   128   -   128   -   88   -   88   -   68   -   68 
Uruguay  -   40   -   40   -   41   -   41   -   32   -   32   -   40   -   40 
Other  102   -   -   102   72   -   -   72   84   -   -   84   102   -   -   102 
Corporate securities  4,558   36,012   57   40,627   3,688   37,749   790   42,227   2,356   31,031   1,004   34,391   4,558   36,012   57   40,627 
Shares  2,161   -   -   2,161   2,351   -   -   2,351   1,533   -   958   2,491   2,161   -   -   2,161 
Bank deposit certificates  19   2,564   -   2,583   12   3,269   -   3,281   12   1,812   -   1,824   19   2,564   -   2,583 
Securitized real estate loans  -   -   -   -   -   -   1   1 
Debentures  2,333   2,141   48   4,522   1,313   2,720   210   4,243   216   2,949   25   3,190   2,333   2,141   48   4,522 
Eurobonds and others  45   940   6   991   10   1,049   2   1,061   595   49   18   662   45   940   6   991 
Financial credit bills  -   30,367   -   30,367   -   30,711   -   30,711   -   25,893   -   25,893   -   30,367   -   30,367 
Promissory notes  -   -   -   -   -   -   577   577 
Other  -   -   3   3   2   -   -   2   -   328   3   331   -   -   3   3 
Available-for-sale financial assets  32,439   49,347   4,259   86,045   30,787   42,169   5,404   78,360   34,840   43,903   9,534   88,277   32,439   49,347   4,259   86,045 
Investment funds  6   98   114   218   3   138   -   141   -   42   -   42   6   98   114   218 
Brazilian government securities  10,793   791   212   11,796   13,570   572   249   14,391   17,039   671   228   17,938   10,793   791   212   11,796 
Brazilian external debt bonds  17,312   -   -   17,312   11,234   -   -   11,234   14,065   -   -   14,065   17,312   -   -   17,312 
Government securities – other countries  2,152   7,702   29   9,883   1,153   7,453   13   8,619   1,536   12,850   86   14,472   2,152   7,702   29   9,883 
Belgium  -   -   -   -   57   -   -   57 
Chile  -   1,378   29   1,407   -   1,106   13   1,119   -   5,758   86   5,844   -   1,378   29   1,407 
Colombia  -   1,155   -   1,155   -   -   -   - 
Korea  -   1,626   -   1,626   -   1,782   -   1,782   -   2,673   -   2,673   -   1,626   -   1,626 
Denmark  -   2,548   -   2,548   -   2,699   -   2,699   -   819   -   819   -   2,548   -   2,548 
Spain  -   1,060   -   1,060   -   783   -   783   -   923   -   923   -   1,060   -   1,060 
United States  2,022   -   -   2,022   726   -   -   726   1,427   -   -   1,427   2,022   -   -   2,022 
France  -   -   -   -   133   -   -   133 
Netherlands  122   -   -   122   151   -   -   151   101   -   -   101   122   -   -   122 
Italy  -   -   -   -   70   -   -   70 
Paraguay      912   -   912   9   840   -   849   -   1,111   -   1,111   -   912   -   912 
Uruguay  -   178   -   178   -   243   -   243   -   411   -   411   -   178   -   178 
Other  8   -   -   8   7   -   -   7   8   -   -   8   8   -   -   8 
Corporate securities  2,176   40,756   3,904   46,836   4,827   34,006   5,142   43,975   2,200   30,340   9,220   41,760   2,176   40,756   3,904   46,836 
Shares  661   -   267   928   1,998   1   -   1,999   817   -   568   1,385   661   -   267   928 
Rural Product Note  -   1,078   52   1,130   -   1,357   51   1,408   -   876   549   1,425   -   1,078   52   1,130 
Bank deposit certificates  -   1,443   130   1,573   -   1,223   58   1,281   -   2,527   114   2,641   -   1,443   130   1,573 
Securitized real estate loans  -   -   2,037   2,037   -   -   2,522   2,522   -   -   2,095   2,095   -   -   2,037   2,037 
Debentures  410   21,581   844   22,835   2,732   16,807   706   20,245   277   16,007   4,886   21,170   410   21,581   844   22,835 
Eurobonds and others  1,105   8,981   26   10,112   97   6,557   53   6,707   1,105   5,615   995   7,715   1,105   8,981   26   10,112 
Financial credit bills  -   6,479   367   6,846   -   7,735   270   8,005   -   2,816   -   2,816   -   6,479   367   6,846 
Promissory notes  -   937   54   991   -   -   1,397   1,397   1   2,172   -   2,173   -   937   54   991 
Other  -   257   127   384   -   326   85   411   -   327   13   340   -   257   127   384 
Financial assets designated at fair value through profit or loss  642   -   -   642   733   -   -   733   1,191   -   -   1,191   642   -   -   642 
Brazilian government securities  506   -   -   506   626   -   -   626   1,191   -   -   1,191   506   -   -   506 
Government securities – other countries  136   -   -   136   107   -   -   107   -   -   -   -   136   -   -   136 
Financial liabilities held for trading  -   412   -   412   -   448   72   520   -   519   -   519   -   412   -   412 
Structured notes  -   412   -   412   -   448   72   520   -   519   -   519   -   412   -   412 

 

The following table presents the breakdown of risk levels at 12/31/20152016 and 12/31/20142015 for our derivative assets and liabilities.

 

 12/31/2015  12/31/2014  12/31/2016  12/31/2015 
 Level 1  Level 2  Level 3  Total  Level 1  Level 2  Level 3  Total  Level 1  Level 2  Level 3  Total  Level 1  Level 2  Level 3  Total 
Derivatives - assets  529   24,975   1,251   26,755   (218)  14,253   121   14,156   127   23,583   521   24,231   529   24,975   1,251   26,755 
Futures  529   -   -   529   -   -   -   -   127   -   -   127   529   -   -   529 
Swap – differential receivable  -   7,958   1,189   9,147   -   4,783   33   4,816   -   10,074   468   10,542   -   7,958   1,189   9,147 
Options  -   5,550   33   5,583   -   2,856   16   2,872   -   4,745   47   4,792   -   5,550   33   5,583 
Forwards (onshore)  -   3,166   -   3,166   -   2,394   -   2,394   -   4,971   -   4,971   -   3,166   -   3,166 
Credit derivatives  -   614   -   614   -   122   -   122   -   181   -   181   -   614   -   614 
Forwards (offshore)  -   3,430   -   3,430   -   2,106   -   2,106   -   3,459   -   3,459   -   3,430   -   3,430 
Check of swap  -   355   -   355   -   93   -   93   -   88   -   88   -   355   -   355 
Other derivatives  -   3,902   29   3,931   (218)  1,899   72   1,753   -   65   6   71   -   3,902   29   3,931 
Derivatives - liabilities  -   (31,038)  (33)  (31,071)  (310)  (16,996)  (44)  (17,350)  -   (24,638)  (60)  (24,698)  -   (31,038)  (33)  (31,071)
Futures  -   -   -   -   (354)  -   -   (354)
Swap – differential payable  -   (16,310)  (21)  (16,331)  -   (9,496)  (38)  (9,534)  -   (13,165)  (56)  (13,221)  -   (16,310)  (21)  (16,331)
Options  -   (5,771)  (12)  (5,783)  -   (3,051)  (6)  (3,057)  -   (4,548)  (4)  (4,552)  -   (5,771)  (12)  (5,783)
Forwards (onshore)  -   (833)  -   (833)  -   (682)  -   (682)  -   (3,530)  -   (3,530)  -   (833)  -   (833)
Credit derivatives  -   (875)  -   (875)  -   (179)  -   (179)  -   (147)  -   (147)  -   (875)  -   (875)
Forwards (offshore)  -   (3,142)  -   (3,142)  -   (1,693)  -   (1,693)  -   (2,825)  -   (2,825)  -   (3,142)  -   (3,142)
Check of swap  -   (545)  -   (545)  -   (229)  -   (229)  -   (353)  -   (353)  -   (545)  -   (545)
Other derivatives  -   (3,562)  -   (3,562)  44   (1,666)  -   (1,622)  -   (70)  -   (70)  -   (3,562)  -   (3,562)

 

There were no significant transfer between Level 1 and Level 2 during the period from December 31, 20152016 and December 31, 2014.2015. Transfers to and from Level 3 are presented in movements of Level 3.

 

PerformanceF-124F-118

 

 

Annual Report2015

Measurement of fair value Level 2 based on pricing services and brokers

 

When pricing information is not available for securities classified as Level 2, pricing services, such as Bloomberg or brokers, are used to value such instruments.

 

In all cases, to assure that the fair value of these instruments is properly classified as Level 2, internal analysis of the information received are conducted, so as to understand the nature of the input used in the establishment of such values by the service provider.

 

Prices provided by pricing services that meet the following requirements are considered Level 2: input is immediately available, regularly distributed, provided by sources actively involved in significant markets and it is not proprietary.

 

Of the total of R$ 89.65081,633 million in financial instruments classified as Level 2, at December 31, 2015,2016, pricing service or brokers were used to evaluate securities at the fair value of R$ 41.56140,388 million, substantially represented by:

 

·Debentures:When available, we use price information for transactions recorded in the Brazilian Debenture SystemDebentureSystem (SND), an electronic platform operated by CETIP, which provides multiple services for transactions involving debentures in the secondary market. Alternatively, prices of debentures provided by ANBIMA are used. Its methodology includes obtaining, on a daily basis, illustration and non-binding prices from a group of market players deemed to be significant. Such information is subject to statistical filters established in the methodology, with the purpose of eliminating outliers.

 

·Global and corporate securities:The pricing process for these securities consists in capturing from 2 to 8 quotes8quotes from Bloomberg, depending on the asset. The methodology consists in comparing the highest purchase prices and the lowest sale prices of trades provided by Bloomberg for the last day of the month. Such prices are compared with information from purchase orders that the Institutional Treasury of ITAÚ UNIBANCO HOLDING provides for Bloomberg. Should the difference between them be lower than 0.5%, the average price of Bloomberg is used. Should it be higher than 0.5% or if the Institutional Treasury does not provide information on this specific security, the average price gathered directly from other banks is used. The price of the Institutional Treasury is used as a reference only and never in the computation of the final price.

 

Level 3 recurring fair value measurements

 

The departments in charge of defining and applying the pricing models are segregated from the business areas. The models are documented, submitted to validation by an independent area and approved by a specific committee. The daily process of price capture, calculation and disclosure are periodically checked according to formally defined testing and criteria and the information is stored in a single and corporate history data base.

 

The most recurring cases of assets classified as Level 3 are justified by the discount factors used. Factors such as the fixed interest curve in Brazilian Reais and the TR coupon curve – and, as a result, its related factors – have inputs with terms shorter than the maturities of these fixed-income assets. For swaps, the analysis is carried out by index for both parties. There are some cases in which the inputs periods are shorter than the maturity of the derivative.

 

PerformanceF-125F-119

 

 

Annual Report2015

Level 3 recurring fair value changes

 

The tables below show the changes in balance sheet for financial instruments classified by ITAÚ UNIBANCO HOLDING in Level 3 of the fair value hierarchy. Derivative financial instruments classified in Level 3 mainly correspond to other derivatives linked to shares.

 

               Total gains (losses) 
 Fair value Total gains or       Transfers in Fair value related to assets and 
 at losses (realized /     and / or out of at liabilities still held at 
 12/31/2014  unrealized)  Purchases  Settlements  Level 3  12/31/2015  12/31/2015  Fair value
at
 12/31/2015
 Total gains or
 losses (realized /
unrealized)
 Purchases Settlements Transfers in
and / or out of
Level 3
 Fair value
at
12/31/2016
 Total gains (losses)
related to assets and
liabilities still held at
12/31/2016
 
Financial assets held for trading  790   33   102   (865)  -   60   -   60   (151)  87   (344)  1,353   1,005   (154)
Brazilian government securities  -   4   -   (1)  -   3   -   3   -   -   (2)  -   1   - 
Corporate securities  790   29   102   (864)  -   57   -   57   (151)  87   (342)  1,353   1,004   (154)
Securitized real estate loans  1   -   -   (1)  -   -   - 
Shares  -   (114)  -   -   1,072   958   (152)
Debentures  210   (13)  66   (215)  -   48   -   48   (37)  33   (306)  287   25   (2)
Promissory notes  577   54   -   (631)  -   -   - 
Eurobonds and others  2   (6)  27   (17)  -   6   -   6   -   54   (36)  (6)  18   - 
Other  -   (6)  9   -   -   3       3   -   -   -   -   3   - 
Available-for-sale financial assets  5,404   (1,241)  4,453   (4,624)  267   4,259   (451)  4,259   (677)  4,626   (4,380)  5,706   9,534   (685)
Investment funds  -   (1,128)  1,242   -   -   114   -   114   313   -   (427)  -   -   - 
Brazilian government securities  249   (116)  85   (6)  -   212   (22)  212   (208)  -   220   4   228   11 
Government securities – abroad - Chile  13   (1)  101   (84)  -   29   -   29   (44)  321   (220)  -   86   - 
Corporate securities  5,142   4   3,025   (4,534)  267   3,904   (429)  3,904   (738)  4,305   (3,953)  5,702   9,220   (696)
Shares  -   -   -   -   267   267   -   267   119   -   (227)  409   568   76 
Rural Product Note  51   1   9   (9)  -   52   -   52   (54)  1,205   (851)  197   549   (57)
Bank deposit certificates  58   7   201   (136)  -   130   -   130   2   483   (501)  -   114   - 
Securitized real estate loans  2,522   (142)  68   (411)  -   2,037   (207)  2,037   58   11   (10)  (1)  2,095   (55)
Debentures  706   (12)  915   (765)  -   844   (222)  844   (739)  2,111   (994)  3,664   4,886   (653)
Eurobonds and others  53   (8)  94   (113)  -   26   2   26   (130)  446   (837)  1,490   995   (7)
Financial credit bills  270   48   49   -   -   367   (2)  367   14   -   (301)  (80)  -   - 
Promissory notes  1,397   72   1,574   (2,989)  -   54   -   54   -   -   (54)  -   -   - 
Other  85   38   115   (111)  -   127   -   127   (8)  49   (178)  23   13   - 

 

              Total gains (losses) 
 Fair value Total gains or       Transfers in Fair value related to assets and 
 at losses (realized /     and / or out of at liabilities still held at 
 12/31/2014  unrealized)  Purchases  Settlements  Level 3  12/31/2015  12/31/2015  Fair value
at
12/31/2015
 Total gains or
losses (realized /
unrealized)
 Purchases Settlements Transfers in
and / or out of
Level 3
 Fair value
at
12/31/2016
 Total gains (losses)
related to assets and
liabilities still held at
12/31/2016
 
Derivatives - assets  121   369   316   (219)  664   1,251   31   1,251   (713)  254   (728)  457   521   (7)
Swap – differential receivable  33   318   192   (18)  664   1,189   -   1,189   (731)  8   (455)  457   468   21 
Options  16   (29)  124   (78)      33   (10)  33   36   246   (268)  -   47   (28)
Other derivatives  72   80   -   (123)  -   29   41   29   (18)  -   (5)  -   6   - 
Derivatives - liabilities  (44)  (40)  (95)  148   (2)  (33)  -   (33)  18   (35)  96   (106)  (60)  (2)
Swap – differential payable  (38)  (38)  (11)  68   (2)  (21)  -   (21)  9   (5)  67   (106)  (56)  (8)
Options  (6)  (2)  (84)  80   -   (12)  -   (12)  9   (30)  29   -   (4)  6 

 

              Total gains (losses) 
 Fair value Total gains or       Transfers in     related to assets and 
 at losses (realized /     and / or out of Fair value at liabilities still held at 
 12/31/2013  unrealized)  Purchases  Settlements  Level 3  12/31/2014  12/31/2014  Fair value
 at
12/31/2014
 Total gains or
losses (realized /
unrealized)
 Purchases Settlements Transfers in
and / or out of
Level 3
 Fair value at
12/31/2015
 Total gains (losses)
related to assets and
liabilities still held at
12/31/2015
 
Financial assets held for trading  27   695   230   (372)  -   790   -   790   33   102   (865)  -   60   - 
Brazilian government securities  -   4   -   (1)  -   3   - 
Corporate securities  27   695   230   (372)  -   790   -   790   29   102   (864)  -   57   - 
Securitized real estate loans  -   10   -   (9)  -   1   -   1   -   -   (1)  -   -   - 
Debêntures  -   29   705   (524)  -   210   -   210   (13)  66   (215)  -   48   - 
Promissory notes  27   562   230   (242)  -   577   -   577   54   -   (631)  -   -   - 
Eurobonds and others  -   123   -   (121)  -   2   -   2   (6)  27   (17)  -   6   - 
Other  -   (6)  9   -   -   3     
Available-for-sale financial assets  6,489   1,581   6,303   (9,020)  -   5,404   (5)  5,404   (1,241)  4,453   (4,624)  267   4,259   (451)
Investment funds  -   (1,128)  1,242   -   -   114   - 
Brazilian government securities  258   (272)  267   (4)  -   249   -   249   (116)  85   (6)  -   212   (22)
Government securities – abroad - Chile  34   (17)  40   (44)  -   13   -   13   (1)  101   (84)  -   29   - 
Corporate securities  6,197   1,870   5,996   (8,972)  -   5,142   (5)  5,142   4   3,025   (4,534)  267   3,904   (429)
Shares  -   -   -   -   267   267   - 
Rural Product Note  -   -   51   -   -   51   -   51   1   9   (9)  -   52   - 
Bank deposit certificates  33   12   97   (84)  -   58   -   58   7   201   (136)  -   130   - 
Securitized real estate loans  4,834   1,538   14   (3,864)  -   2,522   (8)  2,522   (142)  68   (411)  -   2,037   (207)
Debêntures  -   313   706   (313)  -   706   -   706   (12)  915   (765)  -   844   (222)
Eurobonds and others  74   23   -   (44)  -   53   3   53   (8)  94   (113)  -   26   2 
Financial credit bills  -   4   266   -   -   270   -   270   48   49   -   -   367   (2)
Promissory notes  1,227   (22)  4,858   (4,666)  -   1,397   -   1,397   72   1,574   (2,989)  -   54   - 
Other  29   2   55   (1)  -   85   -   85   38   115   (111)  -   127   - 

 

              Total gains (losses) 
 Fair value Total gains or       Transfers in     related to assets and 
 at losses (realized /     and / or out of Fair value at liabilities still held at  Fair value
at
12/31/2014
 Total gains or
losses (realized /
unrealized)
 Purchases Settlements Transfers in
and / or out of
Level 3
 Fair value at
12/31/2015
 Total gains (losses)
related to assets and
 liabilities still held at
12/31/2015
 
 12/31/2013  unrealized)  Purchases  Settlements  Level 3  12/31/2014  12/31/2014                
Derivatives - Assets  124   73   92   (172)  4   121   -   121   369   316   (219)  664   1,251   31 
Swaps -differential receivable  -   37   2   (10)  4   33   -   33   318   192   (18)  664   1,189   - 
Options  13   24   18   (39)  -   16   -   16   (29)  124   (78)  -   33   (10)
Other derivatives  111   12   72   (123)  -   72   -   72   80   -   (123)  -   29   41 
Derivatives - Liabilities  (5)  2   (10)  (18)  (13)  (44)  -   (44)  (40)  (95)  148   (2)  (33)  - 
Swaps -differential payable  -   (23)  1   (3)  (13)  (38)  -   (38)  (38)  (11)  68   (2)  (21)  - 
Options  (5)  25   (11)  (15)  -   (6)  -   (6)  (2)  (84)  80   -   (12)  - 

 

PerformanceF-126F-120

 

Annual Report2015

 

Sensitivity analyses operations of Level 3

 

The fair value of financial instruments classified in Level 3 (in which prices negotiated are not easily noticeable in active markets) is measured through assessment techniques based on correlations and associated products traded in active markets, internal estimates and internal models.

 

Significant unverifiable inputs used for measurement of the fair value of instruments classified in Level 3 are: interest rates, underlying asset prices and volatility. Significant variations in any of these inputs separately may give rise to significant changes in the fair value.

 

The table below shows the sensitivity of these fair values in scenarios of changes of interest rates, asset prices, or in scenarios vary in prices with shocks and the volatility for non-linear assets:

 

Sensitivity – Level 3 Operations 12/31/2015 
    Impact 
Risk factor groups Scenarios Result  Stockholders'
equity
 
  I  (2.6)  (6.3)
Interest rates II  (65.3)  (154.0)
  III  (130.5)  (300.9)
Currency, commodities, and ratios I  (5.7)  - 
  II  (11.4)  - 
Nonlinear I  (21.9)  - 
  II  (38.9)  - 

Sensitivity – Level 3 Operations   12/31/2016 
    Impact 
Risk factor groups Scenarios Result  Stockholders'
equity
 
  I  (2.3)  (1.8)
Interest rates II  (57.6)  (44.2)
  III  (115.2)  (87.9)
           
Currency, commodities, and ratios I  (76.3)  - 
 II  (152.6)  - 
           
Nonlinear I  (13.5)  - 
 II  (19.8)  - 

 

The following scenarios are used to measure the sensitivity:

 

Interest rate

 

Shocks at 1, 25 and 50 basis points (scenarios I, II and III respectively) in the interest curves, both for increase and decrease, considering the largest losses resulting in each scenario.

 

Currencies, commodities and ratios

 

Shocks at 5 and 10 percentage points (scenarios I and II respectively) in prices of currencies, commodities and ratios, both for increase and decrease, considering the largest losses resulting in each scenario.

 

Non linear

 

Scenario I:Shocks at 5 percentage points in prices and 25 percentage points the level in volatility, both for increaseforincrease and decrease, considering the largest losses resulting in each scenario.

 

Scenario II:Shocks at 10 percentage points in prices and 25 percentage points the level in volatility, both for increaseforincrease and decrease, considering the largest losses resulting in each scenario.

 

PerformanceF-127F-121

 

Annual Report2015

 

Note 32 – Provisions, contingencies and other commitments

 

Provision 12/31/2015  12/31/2014  12/31/2016 12/31/2015 
Civil  5,227   4,643   5,172   5,227 
Labor  6,132   5,598   7,232   6,132 
Tax and social security  7,500   6,627   8,246   7,500 
Other  135   159   259   135 
Total  18,994   17,027   20,909   18,994 
Current  3,848   3,268   4,434   3,848 
Non-current  15,146   13,759   16,475   15,146 

 

InITAÚ UNIBANCO HOLDING, as a result of the ordinary course of its businesses, ITAÚ UNIBANCO HOLDING is subjectbusiness, may be a party to legal lawsuits of labor, civil and tax nature. The contingencies that may berelated to these lawsuits are classified as follows:

 

a) Contingent assets:there are no contingent assets recorded.

a)Contingent assets:there are no contingent assets recorded.

 

b) Provisions and contingencies:the criteria to quantify contingencies are appropriate to the specific characteristics of civil, labor and tax litigation, as well as other risks.

b)Provisions and contingencies:The criteria to quantify contingencies are adequate in relation to the specificcharacteristics of civil, labor and tax lawsuits portfolios, as well as other risks, taking into consideration the opinion of its legal advisors, the nature of the lawsuits, the similarity with previous lawsuits and the prevailing previous court decisions.

 

-Civil lawsuits

 

In general, contingencies arise from claims related to the revision of contracts and compensation for damages and pain and suffering and the lawsuits are classified as follows:

Collective lawsuits (related(related to claims of a similar nature and with individual amounts that are not considered significant)consideredsignificant): contingencies are determined on a monthly basis and the expected amount of losses is accrued based onaccording to statistical modelsreferences that take into account the typenature of the lawsuit and the characteristics of the court (Small Claims Court or Regular Court). Contingencies and provisions are adjusted to reflect the amounts deposited as guarantee for their execution when realized.

 

Individual lawsuits (related(related to claims with unusual characteristics or involving significant amounts):calculation is carried out Theseare periodically calculated based on a periodic basis, from the calculation of the claimed amount claimed. Probability of loss, which in turn, is estimated based on thede jure orde facto characteristics related to thatof the lawsuit. The amounts considered as representing probable losses are recorded as provisions.

 

In general, contingencies arise from revisions of contracts and compensation for damages and pain and suffering.It should be mentioned that ITAÚ UNIBANCO HOLDING is also a party to specific lawsuits related to the collection of understated inflation adjustments to savings accounts resulting from economic plans.plans implemented in the 80’s and 90’s as a measure to combat inflation.

 

From 1986 to 1994,Although ITAÚ UNIBANCO HOLDING complied with the Brazilian federal government implemented several consecutive monetary stabilization plans (MSPs) to combat hyperinflation. In order to implement these plans, the Brazilian federal government enacted several laws based on its power to regulate the monetary and financial systems, as granted by the Brazilian federal constitution.

Savings account holdersrules in effect at the time, when these MSPs were implemented challenged the constitutionality of the laws in connection with such plans, claiming, from the banks in which they held savings accounts, additional interest based on the inflation rates applied to the deposit accounts based on the MSPs.

ITAÚ UNIBANCO HOLDINGcompany is a defendant in numerous standardized lawsuits filed by individuals in respect of the MSP, and records provisions for such claims upon service of a process for a claim. In addition, ITAÚ UNIBANCO HOLDING is defendantthat address this topic, as well as in class actions similar to the lawsuits brought by individuals, filed by either:by: (i) consumer protection associations, orassociations; and (ii) the Public Prosecution Office on behalf of savings account holders. Holders of savings accounts may claim any amount due based on such a decision.With respect to these lawsuits, ITAÚ UNIBANCO HOLDING records provisions when individual plaintiffsit is served and when the individuals apply to enforce such decisions,the decision rendered by the Judicial Branch, using the same criteria adopted to determine provisions for individual lawsuits.

 

The Federal Supreme Court (STF) has issued some decisions favorable to savings account holders, but it has not issued a final rulingestablished its understanding with respect to the constitutionality of the MSPs as applicableeconomic plans and their applicability to savings accounts. In relation to a similar dispute with respect toCurrently, the constitutionality of the MSPs as applicable to time deposits and other private agreements, the STF has determined that the bills were constitutional. As a response to this discrepancy, the National Confederation of the Financial System (CONSIF) an association of Brazilian financial institutions, filed a special proceeding with the STF (Action against the violation of a constitutional fundamental right No. 165 - “ADPF” No. 165), in which the Central Bank filed an amicus brief, arguing that savings account holders did not incur actual damages and that the MSPs as applicable to savings accounts

PerformanceF-128

Annual Report2015

were in accordance with the federal constitution. Accordingly, the STF suspended the rulings on all appeals involving this matterthese matters are suspended, as determined by the STF, until it pronounces a final decision. However, there is no estimate when the judgment by STF will occur, since, due to the disqualification of certain ministers, there is no sufficient quorum at this time to resolve on the issue.

The most important rulings will address the following issues: (i) the accrual of compensatory interest on the amount due to the plaintiff, on filings that carry no specific claim to such interest; (ii) the initial date of default interest, for class actions; and (iii) the possibility of compensating the negative difference arising in the month of the MSP implementation, between the interests actually paid on savings accounts and the inflation rate for the same period, with the positive difference arising in the months subsequent to the MSP implementation, between the interests actually paid on savings accounts and the inflation rate of the same period. In relevant sentences in 2015, the STJ decided that: (i) the inclusion of interest in the calculation of execution is not applicable if there is no express sentence for this; and (ii) there shall be no payment of interest to holders of savings accounts after the proven closing date of those accounts. The thesis that understated inflation of plans subsequent to those challenged in the lawsuit can be included as full monetary correction of the debt, even with no express claim by the holder of savings account, has been reaffirmed. Additionally, STJ reaffirmed that the term for filling collection lawsuits expired within five years counted from the implementation date of the monetary stabilization plan (MSP). Accordingly, various collective lawsuits continue being extinguished by the Judiciary Branch as a result of this decision.

 

No amount is recorded as a provision in relation to civilCivil lawsuits which representlikelihood of loss is considered possible, losses and which have a total estimated risk ofis R$ 2,4603,388 (R$ 1,8002,460 at 12/31/2014)2015), these refer to claims for compensation or collection, the individual amounts of which are not significant and in this totalamount there are no values resulting from interests in joint ventures.

 

F-122

-Labor claims

 

Contingencies arise from lawsuits in which labor rights provided for in labor legislation specific to the related profession are discussed, such as: overtime, salary equalization, reinstatement, transfer allowance, pension plan supplement, among others, are discussed. These lawsuits are classified as follows:

Collective lawsuits (related(related to claims of aconsidered similar nature and with individual amounts not considered significant)that are notconsidered relevant): the The expected amount of loss amount is determined and accrued on a monthly based on thebasis in accordance with a statistical share pricing model and is reassessed taking into account the court rulings. These contingencies are adjusted to reflect the amounts deposited as guarantee for their execution when realized.

 

Individual lawsuits (related(related to claims with unusual characteristics or involving significant amounts):determined Theseare periodically calculated based on the calculation of the amount claimed and the likelihoodclaimed. Probability of loss which, in turn, is estimated according toin accordance with the factualactual and legal characteristics related to suchthat lawsuit. The amounts considered as probable losses are recorded as provisions.

Contingencies are related to lawsuits in which alleged labor rights based on labor legislation, such as overtime, salary equalization, reinstatement, transfer allowances, pension plan supplements and other matters are claimed.

 

No amount is recorded as a provision for labor claims for which the likelihood of loss is considered possible, and for which the total estimated risk is R$ 79 (R$ 829 (R$ 416of 12/31/2014)2015).

 

-Other risks

 

These are quantified and recorded as provisions mainly based on the evaluation of agribusiness credit transactions with joint obligation and FCVS (Salary Variations Compensation Fund) credits transferred to Banco Nacional.

 

PerformanceF-129F-123

 

Annual Report2015

 

The table below shows the changes in the balances of provisions for civil, labor and other provision and the respective escrow deposit balances:

 

 01/01 to 12/31/2015  01/01 to 12/31/2016 
 Civil  Labor  Other  Total  Civil  Labor  Other  Total 
Opening balance  4,643   5,598   159   10,400   5,227   6,132   135   11,494 
Balance arising from Corpbanca acquisition (Note 3)  2   5   133   140 
(-) Contingencies guaranteed by indemnity clause (Note 2.4.t)  (132)  (1,029)  -   (1,161)  (236)  (1,089)  -   (1,325)
Subtotal  4,511   4,569   159   9,239   4,993   5,048   268   10,309 
Interest (Note 26)  322   548   -   870   248   625   -   873 
Changes in the period reflected in results (Note 26)  1,747   1,637   (24)  3,360   1,241   2,946   (9)  4,178 
Increase(*)  2,698   1,795   (21)  4,472   1,901   3,149   (7)  5,043 
Reversal  (951)  (158)  (3)  (1,112)  (660)  (203)  (2)  (865)
Payment  (1,589)  (1,711)  -   (3,300)  (1,566)  (2,453)  -   (4,019)
Subtotal  4,991   5,043   135   10,169   4,916   6,166   259   11,341 
(+) Contingencies guaranteed by indemnity clause (Note 2.4.t)  236   1,089   -   1,325   256   1,066   -   1,322 
Closing balance  5,227   6,132   135   11,494   5,172   7,232   259   12,663 
Escrow deposits at 12/31/2015 (Note 20a)  1,741   2,218   -   3,959 
Escrow deposits at 12/31/2016 (Note 20a)  1,541   2,337   -   3,878 
                
(*) Civil provisions include the provision for economic plans amounting to R$ 408.(*) Civil provisions include the provision for economic plans amounting to R$ 408.

(*) Civil provisions include the provision for economic plans amounting to R$ 233.

  01/01 to 12/31/2015 
  Civil  Labor  Other  Total 
Opening balance  4,643   5,598   159   10,400 
(-) Contingencies guaranteed by indemnity clause (Note 2.4.t)  (132)  (1,029)  -   (1,161)
Subtotal  4,511   4,569   159   9,239 
Interest (Note 26)  322   548   -   870 
Changes in the period reflected in results (Note 26)  1,747   1,637   (24)  3,360 
Increase(*)  2,698   1,795   (21)  4,472 
Reversal  (951)  (158)  (3)  (1,112)
Payment  (1,589)  (1,711)  -   (3,300)
Subtotal  4,991   5,043   135   10,169 
(+) Contingencies guaranteed by indemnity clause (Note 2.4.t)  236   1,089   -   1,325 
Closing balance  5,227   6,132   135   11,494 
Escrow deposits at 12/31/2015 (Note 20a)  1,741   2,218   -   3,959 
                 
(*) Civil provisions include the provision for economic plans amounting to R$ 233.

 

  01/01 to 12/31/2014 
  Civil  Labor  Other  Total 
Opening balance  4,473   5,192   223   9,888 
(-) Contingencies guaranteed by indemnity clause (Note 2.4.t)  (134)  (811)  -   (945)
Subtotal  4,339   4,381   223   8,943 
Interest (Note 26)  184   320   -   504 
Changes in the period reflected in results (Note 26)  1,524   1,123   (64)  2,583 
Increase(*)  2,100   1,459   23   3,582 
Reversal  (576)  (336)  (87)  (999)
Payment  (1,536)  (1,255)  -   (2,791)
Subtotal  4,511   4,569   159   9,239 
(+) Contingencies guaranteed by indemnity clause (Note 2.4.t)  132   1,029   -   1,161 
Closing balance  4,643   5,598   159   10,400 
Escrow deposits at 12/31/2014 (Note 20a)  2,073   2,567   -  4,640 
                 

(*)Civil provisions include the provision for economic plans amounting to R$ 210.

  01/01 to 12/31/2013 
  Civil  Labor  Other  Total 
Opening balance  3,732   4,852   192   8,776 
Effect of change in consolidation criteria (Note 2.4a I)  13   14   -   27 
Balance arising from the aquisition of companies (Note 3)  192   99   -   291 
(-) Contingencies guaranteed by indemnity clause (Note 2.4.t)  (118)  (948)  -   (1,066)
Subtotal  3,819   4,017   192   8,028 
Interest (Note 26)  163   236   -   399 
Changes in the period reflected in results (Note 26)  2,111   1,398   31   3,540 
Increase (*)  2,778   1,591   34   4,403 
Reversal  (667)  (193)  (3)  (863)
Payment  (1,754)  (1,270)  -   (3,024)
Subtotal  4,339   4,381   223   8,943 
(+) Contingencies guaranteed by indemnity clause (Note 2.4.t)  134   811   -   945 
Closing balance  4,473   5,192   223   9,888 
Escrow deposits at 12/31/2013  2,169   2,451   -   4,620 

(*) Civil provisions include the provision for economic plans amounting to R$ 247.

-Tax and social security lawsuits

 

ContingenciesITAÚ UNIBANCO HOLDING classify as legal liability the lawsuits filed to discuss the legality and unconstitutionality of the legislation in force, which are equivalentthe subject matter of a provision, regardless of the probability of loss.

Tax contingencies correspond to the principal amount of taxes involved in tax, administrative or judicial disputes,challenges, subject to tax assessment notices, plus interest and, when applicable, fines and charges. The amountA provision is recorded as a provision when it involves a legal liability, regardless ofrecognized whenever the likelihood of loss that is a favorable outcome for the institution is dependent upon the recognition of the unconstitutionality of the applicable laws in force. In other cases, a provision is set up whenever the loss is considered probable.

 

PerformanceF-130F-124

 

Annual Report2015

 

The table below shows the changes in the balances of provisions and respective balance of escrow deposits for tax and social security lawsuits:

 

  01/01 to  01/01 to  01/01 to 
Provision 12/31/2015  12/31/2014  12/31/2013 
Opening balance  6,627   8,974   10,433 
Balance arising from the aquisition of companies (Note 2.4a I)  -   -   32 
(-) Contingencies guaranteed by indemnity clause  (61)  (57)  (61)
Subtotal  6,566   8,917   10,404 
Interest(*)  609   515   402 
Changes in the period reflected in results  588   797   993 
Increase(*)  1,170   1,156   1,231 
Reversal(*)  (582)  (359)  (238)
Payment  (328)  (3,663)  (2,882)
Subtotal  7,435   6,566   8,917 
(+) Contingencies guaranteed by indemnity clause  65   61   57 
Closing balance  7,500   6,627   8,974 

Provision 01/01 to
12/31/2016
  01/01 to
12/31/2015
  01/01 to
12/31/2014
 
Opening balance  7,500   6,627   8,974 
(-) Contingencies guaranteed by indemnity clause  (65)  (61)  (57)
Subtotal  7,435   6,566   8,917 
Interest(*)  737   609   515 
Changes in the period reflected in results  68   588   797 
Increase(*)  287   1,170   1,156 
Reversal(*)  (219)  (582)  (359)
Payment  (63)  (328)  (3,663)
Subtotal  8,177   7,435   6,566 
(+) Contingencies guaranteed by indemnity clause  69   65   61 
Closing balance  8,246   7,500   6,627 

(*) The amounts are included in the headings Tax Expenses, General and Administrative Expenses and Current Income Tax and Social Contribution.

 

  01/01 to  01/01 to  01/01 to 
Escrow deposits 12/31/2015  12/31/2014  12/31/2013 
Opening balance  4,736   5,658   4,557 
Balance arising from the aquisition of companies (Note 2.4a I)  -   -   167 
Appropriation of interest  285   377   265 
Changes in the period  (682)  (1,299)  668 
Deposits made  355   193   1,406 
Withdrawals  (944)  (5)  (21)
Deposits released  (93)  (1,487)  (717)
Closing balance (Note 20a)  4,339   4,736   5,657 
Reclassification of assets pledged as collateral for contingencies (Note 32d)  -   -   1 
Closing balance after reclassification  4,339   4,736   5,658 

Escrow deposits 01/01 to
12/31/2016
  01/01 to
 12/31/2015
  01/01 to
12/31/2014
 
Opening balance  4,339   4,736   5,658 
Appropriation of interest  383   285   377 
Changes in the period  125   (682)  (1,299)
Deposits made  217   355   193 
Withdrawals  (66)  (944)  (5)
Deposits released  (26)  (93)  (1,487)
Closing balance (Note 20a)  4,847   4,339   4,736 

 

PerformanceF-131F-125

 

Annual Report2015

 

Main discussions related to the provisions recognized for Tax and Social Securities Lawsuits are described as follows:

 

·CSLL – Isonomy – R$ 1,098: as1,207: the company is discussing the lack of constitutional support for the increase, establishes by law increasednº 11,727/08, of the CSLL rate for financial and insurance companies from 9% to 15%, we argue that there is no constitutional support for this measure and, due to the principle of isonomy, we believe we should only pay the regular rate of 9%. The corresponding escrowbalance of the deposit balancein court totals R$ 1,084;1,191;

 

·INSS – Accident Prevention Accident Factor (FAP) – R$ 834: it challenges1,004: the company is discussing the legality of FAP and inconsistent procedures appliedcalculations made by the INSS upon its calculation.INSS. The corresponding escrowbalance of the deposit balancein court totals R$ 98;110;

 

·PIS and COFINS – Calculation basis – R$ 613: we are claiming that those contributions650: the company is defending the levy of PIS and COFINS on revenue, which should be applied only to theunderstood as revenue from the sales of assets and services. The corresponding escrowbalance of the deposit balancein court totals R$ 540;571;

 

·IRPJ and CSLL – Taxation of profits earned abroad –Profits abroad– R$ 559: we are challenging599: the company is discussing the calculation basis for these taxes onbases with respect to profits earned abroad and argue thatdefending the inapplicability of the SRF Regulatory Instruction SRF No. 213-02 is not applicable since it goes beyond213/02, which exceeds the textcorresponding legal provision. The balance of the law. The corresponding escrow deposit balancein court totals R$ 215.229.

 

Off-balance sheet contingencies

The estimatedamountsamounts involved in tax and social security lawsuits for which the likelihood of loss is possible are not recognized in a provision. The estimated amounts at risk in the main tax and social security lawsuits with a likelihood of loss deemed possible, which total R$ 16,165,18,106, are described below:

 

·INSS – Non-compensatory amounts – R$ 4,429: we defend4,770: the non-taxationcompany defends the non-levy of this contribution on these amounts, mainlyamong which are profit sharing, stock options, plan, transportation vouchers and sole bonuses;

 

·IRPJ and CSLL – Goodwill – DeductibilityDeduction – R$ 2,867:3,122: the deductibility of goodwill on acquisition of investments with future expected profitability on the acquisition of investments, and R$ 612665 of this amount is guaranteed in company purchase agreements;

 

·IRPJ, CSLL, PIS and COFINS – Requests for offsetting dismissed - R$ 1,365:1,613: cases in which the liquidity and the ability of offset credits are discussed;

 

·IRPJ and CSLL - Interest on capital - R$ 1,301:1,406: the company is defending the deductibility of interest on capital declared to stockholders based on the Brazilian longtermlong term interest rate applied to(TJLP) on the stockholders’ equity for the year and for prior years;

 

·ISS – Banking Institutions – R$ 960:930: these are banking operations, the revenue from which may not be interpreted as prices for services rendered, and/or which arises from activities not listed under Supplementary Law No. 116/03 or Decree Law No. 406/68.

·IRPJ and CSLL – Disallowance of Tax Losses – R$ 606: Discussion on the amount of tax loss carryforwards, which may reduce the calculation basis of such taxes.

·IRPJ/ CSLL – Deductibility of Losses in a Supplementary Law.Credit Operations – R$ 601 – Assessments drawn up to require the payment of IRPJ and CSLL due to the alleged non-observance of the legal criteria for the deduction of losses upon the receipt of credits.

 

c)Receivables - Reimbursement of contingencies

 

The Receivables balance arising from reimbursements of contingencies totals R$ 1,0931,128 (R$ 6761,093 at 12/31/2014)2015) (Note 20a),. This value is derived from basically represented by the guarantee received forin the privatization process of the Banco Banerj S.A. privatization process which occurred 1997, where the State of Rio de Janeiro created a fund to guarantee civil, labor and tax contingencies.

F-126

 

d)Assets pledged as collateral for contingencies

 

Assets pledged as collateral for lawsuits involving contingent liabilities are restricted or deposited as shown below:

 

  12/31/2015  12/31/2014 
Financial assets held for trading and Available-for-sale financial assets (basically financial treasury bills)  793   821 
Escrow deposits (Note 20a)  4,335   4,230 

PerformanceF-132

  12/31/2016  12/31/2015 
Financial  assets  held  for  trading  and  Available-for-sale  financial  assets        
(basically financial treasury bills)  950   793 
Escrow deposits (Note 20a)  4,537   4,335 

 

Annual Report2015

Escrow deposits are generally requiredDeposits related to lawsuits must be made in court and can be withdrawn by the winning party in the lawsuit, with the court in connection with lawsuits in Brazil, and they are heldrespective additions provided for by the respective court until a decision is made. In case of a decision against ITAÚ UNIBANCO HOLDING, the deposited amount is released from escrow and transferredlaw, according to the counterparty to the lawsuit. In the case of a decision in favor of ITAÚ UNIBANCO HOLDING, the deposited amount is released at the full deposited and updated amount.court decision.

 

In general, the provisions related to the lawsuits of ITAÚ UNIBANCO HOLDING are long term, considering the time required for the termination of these lawsuits in the Brazilian judicial system, which is thesystem. For this reason, why no estimate of the specific year in which these lawsuits will be terminated has been disclosed.

 

InAccording to the opinion of theits legal advisors, ITAÚ UNIBANCO HOLDING and its subsidiaries areCONSOLIDATED is not parties toinvolved in any other administrative or judicial proceedings or legal lawsuits that couldmay significantly impact the results of their operations.

 

e)Program for Cash or Installment Payment of Federal Taxes – Law No. 12,865 of October 9, 2013, as amended by Provisional Measure No. 627 of November 11, 2013.

ITAÚ UNIBANCO HOLDING and subsidiaries adhered to the Program for Cash or Installment Payment of Federal Taxes, enacted by Law No. 12,865 of October 9, 2013. The program included the debits administered by the Federal Reserve Service of Brazil and the General Attorney’s Office of the National Treasury past due, and is defined in accordance with the Articles below:

·REFIS – PIS and COFINS (Article 39 of Law No. 12,865)

The debits with the National Treasury related to PIS (social integration program) and COFINS (tax for social security financing), addressed by Chapter I of Law No. 9,718 of November 27, 1998 (legal entities governed by private law), due by financial institutions and insurance companies, past due up to December 31, 2012;

·REFIS – Profits Abroad (Article 40 of Law No. 12,865)

The debits with the National Treasury related to IRPJ (corporate income tax) and CSLL (social contribution on net income), arising from profits earned by subsidiaries or affiliates abroad (Article 74 of Provisional Measure No. 2,158-35, of August 24, 2001), past due up to December 31, 2012;

·REFIS – crisis event (Article 17 of Law No. 12,865)

This program refers to the renegotiation of federal debits administered by the Federal Reserve Service of Brazil and the General Attorney’s Office of the National Treasury past due, either registered or not as overdue tax liabilities, even when a tax foreclosure has been filed.

The net effect in income amounted to R$ 508, recorded under tax expenses, other income and income tax and social contribution.

f)Program for Cash or Installment Payment of Taxes

ITAÚ UNIBANCO HOLDING and its subsidiaries adhered to the Programe) Programs for Cash or Installment Payment of Municipal Taxes

ITAÚ UNIBANCO HOLDING adhere to PPIs – Installment Payment Incentive Programs substantially related to the Federal area,local level, established the following by laws: Law No. 13,097,5,854, of JanuaryApril 27, 2015 - Rio de Janeiro; Law No. 8,927, of October 22, 2015 and Decree-Law No. 26,624, of October 26, 2015 - Salvador; Law No. 18,181, of November 30, 2015 and Decree Law No. 29,275, of November 30, 2015 - Recife; Supplementary Law No. 95, of October 19, 2015 and- Curitiba; Law No. 13,043/2014. The program included debits managed by the Federal Reserve Service3,546, of Brazil and was established in accordance with the main article as follows:December 18, 2015 – Salto; Law No. 12,457, of October 03,2016 – Londrina.

 

·Refis of Capital Gain Earned in the Merger of Shares from Nova Bolsa

Law 13,097/15 article 145 – ArisingThe PPIs promote the regularization of debts mentioned in these laws, arising from capital gain earned until December 31, 2008 duetax and non-tax credits, either recognized or not, including those that are part of the Enforceable Debt, either filed or to the sale of shares resulting from the conversion of equity securities from nonprofit associations.be filed in court.

 

The net effect of the program in the results was R$ 27, and is reflected in Other Operating Income, Income Tax and Social Contribution.

PerformanceF-133

Annual Report2015

g)Programs for Cash or Installment Payment of Municipal Taxes

ITAÚ UNIBANCO HOLDING and its subsidiaries adhered to the Programs for Incentivized Installment Payment substantially related to the municipal level, established by Laws:São Paulo (Law No. 16,097, of 12/29/2014); (Law No. 55,828, of 01/07/2015); Rio de Janeiro (Law No. 5,854, of 04/27/2015). The programs included debts managed by said municipalities and can be defined as follows:

·PPI – Incentivized Installment Payment –the programs promote the regularization of debts mentioned in these laws, arising from tax and non-tax credits, either recognized or not, including those that are part of the Enforceable Debt, either filed or to be filed in court.

The net effect of the programsPPIs in result was R$ 9,14, and it is recorded in Other Operating Income, Income Tax and Social Contribution.Income.

 

PerformanceF-134F-127

 

 

Annual Report2015

Note 33 – Regulatory capital

 

ITAÚ UNIBANCO HOLDING is subject to regulation by the Central Bank of Brazil (BACEN), which issues rules and instructions regarding currency and credit policies for financial institutions operating in Brazil. The Central BankBACEN also determines minimum capital requirements, procedures for verification of information for assessment of the global systemic importance of financial institutions, limits for fixed assets, limits lending limits,for loans, accounting practices and requirements of compulsory deposit requirements, and requiresdeposits, requiring banks to comply with the regulation based on the Basel Accord as regards toon capital adequacy. Furthermore,Additionally, the National Council of Private Insurance (CNSP) and SUSEP issue regulations on capital requirementsrequirement, which affect our insurance, private pension plan and capitalization operations.

 

a) Capital Requirements in Place and In Progress

ITAÚ UNIBANCO HOLDING’s minimum capital requirements comply with the set of BACEN resolutions and circulars which established in Brazil the global capital requirement standards known as Basel III. These are expressed as indices obtained from the ratio between capital - represented by the Referential Equity (PR), or Total Capital, composed by the Tier I Capital (which comprises the Common Equity and Additional Tier I Capital) and Tier II Capital, and the risk-weighted assets (RWA).

The Basel Accord requires banksTotal Capital, Tier 1 Capital and Common Equity Tier I Capital ratios are calculated on a consolidated basis, applied to have a ratioentities that are part of Prudential Conglomerate, which comprises not only financial institutions but also collective financing plans (“consórcios”), payment entities, factoring companies or companies that directly or indirectly assume credit risk, and investment funds in which ITAÚ UNIBANCO HOLDING retains substantially all risks and rewards.

For purposes of calculating these minimum capital requirements, the total RWA is determined as the sum of the risk weighted asset amounts for credit, market, and operational risks. ITAÚ UNIBANCO HOLDING uses the standardized approaches to calculate credit and operational risk-weighted asset amounts.

From September 1, 2016, BACEN authorized ITAÚ UNIBANCO HOLDING to use internal market risk models to determine the total amount of regulatory capital, using for its daily calculation the portion of RWAmint, replacing the portion RWAmpad, as set out in BACEN Circular 3,646.

For units which are not considered significant in calculating regulatory capital for market risk, the standardized approach is used. Therefore, the internal models are not used for Argentina, Chile, Itaú BBAInternational, Itaú BBA Colombia, Paraguay, and Uruguay units.

From January 1, 2016 to December 31, 2016, the minimum Total Capital ratio required is 9.875%. The required minimum Total Capital ratio between October 1, 2013 and December 31, 2015 was 11%, reducing gradually to 8% on January 1, 2019.

In addition to the minimum regulatory capital requirements, BACEN rules calls for Additional Common Equity Tier I Capital (ACP), corresponding to the sum of the components ACPConservation, ACPCountercyclical and ACPSystemic, which, in conjunction with the requirements mentioned, increase capital requirements over time. Under CMN Resolution 4,193, the value of each of the components ACPConservation and ACPCountercyclicalwill increase gradually from 0.625%, as from January 1, 2016, to 2.5%, as from January 1, 2019. However, component ACPCountercyclicalis triggered during the phase of expansion of the credit cycle and, in accordance with BACEN Circular 3,769, the value currently required for component ACPCountercyclical is equal to zero. Also, if this component increases, the new percentage rate will take effect only twelve months after the announcement. In the case of component ACPSystemic, under BACEN Circular 3,768, the current requirement applicable to ITAÚ UNIBANCO HOLDING is 0%, increasing gradually from 0.25%, as from January 2017, to 1%, as from January 1, 2019.

The Basel III regulatory reform also redefined the requirements for the qualification of instruments eligible for Tier I or Tier II Capital, as regulated by CMN Resolution 4,192, including a gradual reduction calendar for instruments already considered in the capital, issued prior to the effective date of the standard, which do not fully meet the new requirements.

The table below shows Basel III implementation calendar for Brazil, as defined by BACEN, in which the figures refer to the percentage of ITAÚ UNIBANCO HOLDING’s risk-weighted assets.

F-128

  From January 1, 
Basel III Implentation Calendar 2015  2016  2017  2018  2019 
Common Equity Tier I                    
Tier I  6.0%  6.0%  6.0%  6.0%  6.0%
Total Capital  11%  9.875%  9.25%  8.625%  8.0%
Additional Common Equity Tier I (ACP)  0.0%  0.625%  1.50%  2.375%  3.5%
Conservation  0%  0.625%  1.25%  1.875%  2.5%
Countercyclical(1)  0%  0%  0%  0%  0%
Systemic  0%  0%  0.25%  0.5%  1.0%
Common Equity Tier I + ACP  4.5%  5.125%  6.0%  6.875%  8.0%
Total Capital + ACP  11.0%  10.5%  10.75%  11.0%  11.5%
Prudential Adjustments Deductions  40%  60%  80%  100%  100%

(1) According to BACEN Circular 3,769, the current requirement for component ACPcountercyclical is equal to zero.

Additionally, in March 2015, Circular BACEN 3,751 came into force, It provides for the calculation of the relevant indicators for assessing the Global Systemically Important Banks (G-SIBs) of financial institutions in Brazil. Information on the values of the G-SIBs indicators, which are not part of its financial statements, can be found at www.itau.com.br/investor-relations, “Corporate Governance” section, “Global Systemically Important Banks”.

The Leverage Ratio is defined as the ratio between the Tier I Capital and Total Exposure, calculated as prescribed by BACEN Circular 3,748. The objective of this ratio is to be a simple, risk-insensitive leverage measure. Therefore, it does not take into consideration risk-weighting or mitigation factors. In line with the instructions set out in BACEN Circular 3,706, since October 2015, ITAÚ UNIBANCO HOLDING has reported its Leverage Ratio to BACEN on a monthly basis. However, according to recommendations in Basel III Accord, a minimum Leverage Ratio should be required in 2018, which will be defined based on the period over which the ratio’s behavior was monitored, since its implementation in 2011 up to 2017.

More information on the composition of the Leverage Ratio, which are not part of its financial statements, is available atwww.itau.com.br/investors-relations, “Governança Corporate Governance section/Risk and Capital Management – Pillar 3.

b) Capital Management

The Board of Directors is the main body in the management of ITAÚ UNIBANCO HOLDING’s capital and it is responsible for approving the institutional capital management policy and guidelines regarding the institution’s capitalization level. The Board is also responsible for fully approving the ICAAP report, a process which is intended to assess the adequacy of ITAÚ UNIBANCO HOLDING’s capital by identifying material risks; defining the need for additional capital for such risks and the internal capital quantification methodologies; preparing a capital plan, both for normal and stress situations; and structuring a capital contingency plan.

At the executive level, corporate bodies are responsible for approving risk exposure assetsassessment and capital calculation methodologies, as well as revising, monitoring and recommending capital-related documents and topics to the Board of Directors. To support the governance of its management bodies, ITAÚ UNIBANCO HOLDING has a dedicated capital management structure, which coordinates and consolidates information and related processes, all of which subject to verification by independent validation, internal control and audit areas.

In order to provide Executives and the Board of Directors with necessary information to support the decision-making process, management reportS are prepared and presented at corporate bodies, keeping them informed of ITAÚ UNIBANCO HOLDING as well as of projections of future capital levels under normal and stress situations.

The “Public Access Report – Capital Management“, which are not part of its financial statements, which provides the guidelines established in the institutional capital management policy can be accessed at www.itau.com.br/investor-relations, under Corporate Governance, Regulations and Policies.

c) Risk appetite

ITAÚ UNIBANCO HOLDING’s risk appetite is a set of guidelines and limits defining acceptable levels of risk for ITAÚ UNIBANCO HOLDING, aligned with the institution’s strategy. Divided into four dimensions consisting of a set of metrics of the key risks involved, risk appetite combines complementary forms of risk measurement, in order to give a comprehensive overview of the institution’s exposure.

The capitalization dimension reflects the level of protection of the bank against significant losses. This dimension establishes the minimum capitalization guidelines of 8%. ITAÚ UNIBANCO HOLDING in relation to its

F-129

risks, according to which management uses ITAÚ UNIBANCO HOLDING’s capital in accordance with acceptable leverage levels and funding costs.

The regulatory capitalliquidity dimension reflects the level of protection against a long period of funding stress, which could lead to a lack of liquidity. This dimension establishes the guidelines regarding the minimum liquidity levels, acceptable levels of mismatch of terms and funding structure.

The business composition dimension, in turn, seeks to ensure, by means of concentration limits, proper portfolio composition, aiming at low volatility and sustainability of the businesses.

Whereas, the franchise dimension addresses risks that may impact the value of the brand and reputation of ITAÚ UNIBANCO HOLDING with stakeholders.

The Board of Directors holds the highest approval authority for risk appetite guidelines and limits, carrying out its responsibilities with the support of its Risk and Capital Management Committee, which submits reports and recommendations on the issue for the Board’s approval. The acceptable risk levels should be in line with the risk appetite limits approved by the Board of Directors.

Executive and operational functions are the responsibility of the Executive Board and the risk commissions, whose members include the Chief Risk Officer (CRO) and the CEO of the institution. In addition to regularly monitoring and supervising the metrics, the risk commissions are also responsible for implementing the risk appetite framework. Also, the Audit Committee monitors the evolution of the risk appetite and helps in its management.

d) Composição do Capital

The Referential Equity (PR) used to monitor compliance with the operational limits imposed by BACEN is basically composedthe sum of two tiers:three items, namely:

 

·-Common Equity Tier I: the sum of Principal Capital, determined in general by capital, certain reserves and retained earnings, less deductions and prudential adjustments, and Supplementary Capital.adjustments.

 

·-Additional Tier II: includes eligibleI Capital: consists of instruments primarily subordinated debt, subject to prudential limitations.of a perpetual nature, which meet eligibility requirements. Together with Common Equity

 

However, the Basel Accord allows the regulatory authorities of each country to establish their own parameters for regulatory capital composition and to determine the portions exposed to risk. Among the main differences arising from the adoption of own parameter pursuant to the Brazilian legislation are the following: (i) the requirement of a ratio of regulatory capital to risk-weighted assets at a minimum of 11%; with timeline to achieve 8% in 2019; (ii) certain risk-weighted factors attributed to certain assets and other exposures. In addition, in accordance with Central Bank rules, banks can calculate compliance with the minimum requirement based on the consolidation of all financial subsidiaries supervised by the Central Bank, including branches and investments abroad.Tier I it makes up Tier I.

 

Management manages capital- Tier II: consists of subordinated debt instruments with the intention todefined maturity dates that meet the minimum capital required by the Central Bank of Brazil. During the period ITAÚ UNIBANCO HOLDING compliedeligibility requirements. Together with all externally imposed capital requirements to which we are subject.Common Equity Tier I and Additional Tier I Capital, makes up Total Capital.

 

The following table summarizesbelow presents the composition of regulatory capital, the minimum capitalreferential equity segregated into Common Equity Tier I, Additional Tier I Capital and Tier II Capital, taking into consideration their respective prudential adjustments, as required and the Basel ratio computed in accordance with the Central Bank of Brazil, on a financial institution consolidation basis.by current regulations.

 

12/31/2015
Consolidated
Prudential(*)
Regulatory Capital
Tier I101,001
Common Equity Tier I100,955
Additional Tier I Capital46
Tier II27,464
Total128,465
Requirement for coverage of risk-weighted assets
Credit679,593
Market14,252
Operational28,623
Risk-weighted assets722,468
Minimum Required Regulatory Capital79,471
Excess capital in relation to Minimum Required Regulatory Capital48,994
Capital to risk-weighted assets ratio - %17.8%

(*) Consolidated financial statements including financial companies and the like: As from the base date January 2015, in accordance with Circular 4,278, this is the basis for the consolidation calculation.

Composition of Referential Equity 12/31/2016  12/31/2015 
Stockholders’ equity Itaú Unibanco Holding S.A. (Consolidated)  115,590   106,462 
Non-controlling Interests  11,568   916 
Changes in Subsidiaries´ Interests in Capital Transactions  2,777   3,683 
Consolidated Stockholders’ Equity (BACEN)  129,935   111,061 
Common Equity Tier I Prudential Adjustments  (14,527)  (10,107)
Common Equity Tier I  115,408   100,955 
Additional Tier I Prudential Adjustments  532   46 
Additional Tier I Capital  532   46 
Tier I (Common Equity Tier I + Additional Tier I Capital)  115,940   101,001 
Instruments Eligible to Comprise Tier II  23,488   27,403 
Tier II Prudential Adjustments  49   61 
Tier II  23,537   27,464 
Referential Equity (Tier I + Tier II)  139,477   128,465 

 

PerformanceF-135F-130

 

 

The table below shows the most significant Prudential Adjustments for ITAÚ UNIBANCO HOLDING. Together, they correspond to more than 90% of the prudential adjustments as at December 31, 2016.

Composition of Prudential Adjustments 12/31/2016  12/31/2015 
Goodwill paid on the acquisition of investments  7,408   2,926 
Intangible assets  3,254   1,078 
Tax credits  3,678   2,389 
Surplus of Common Equity Tier I Capital - Noncontrolling interests  909   152 
Adjustments relating to the fair value of derivatives used as cash flow        
hedge,  for  hedged  items  that  do  not  have  their  mark-to-market  (1,254)  - 
adjustments accounted for        
Other  532   3,562 
Total  14,527   10,107 

During 2016, ITAÚ UNIBANCO HOLDING bought back shares in the amount of R$ 947. These shares are recorded in line item “Treasury Shares”, which totaled R$ (1,882) as at December 31, 2016. Treasury shares reduce the institution´s Equity, causing its capital base to be decreased.

In this period, the amount of dividends and interest on capital paid / accrued that affected the base of the institution’s capital totaled R$ 9,221. Dividends are deducted from the institution´s Equity, thus reducing the base of its capital. Whereas, interest on capital, which is accounted for as an expense directly in profit (loss), reduces the institution´s net income and, consequently, the base of its capital.

For details on capital requirements, which are not part of its financial statements, are available at www.itau.com.br/investors-relations, Corporate Governance section / Risk and Capital Management – Pillar 3.

Annual Report2015F-131

 

The funds obtained through the issuance of subordinated debt securities are considered Tier II capital for the purpose of capital to risk-weighted assets ratio, as follows. According to current legislation, the accounting balance of subordinated debt as of December 2012 was used for the calculation of reference equity as of December 2015,2016, considering instruments approved after the closing date to compose Tier II, totaling R$ 51,134.

 

 Principal amount          
Name of security / currency (original currency)  Issue  Maturity  Return p.a. Account balance  Principal amount
(original currency)
 Issue Maturity Return p.a. Saldo
Contábil
12/31/2016
 
Subordinated CDB - BRL                                  
  466   2006   2016  100% of CDI + 0.7% (*)  1,235   367   2010   2017  IPCA + 7,21% to 7,33%  929 
  2,665   2010   2016  110% to 114% of CDI  5,154   367          Total  929 
  123          IPCA + 7.21% to 7.33%  268 
  367   2010   2017  IPCA + 7.21% to 7.33%  806 
  3,621          Total  7,463 
Subordinated financial bills - BRL                                  
  365   2010   2016  100% of CDI + 1.35% to 1.36%  385 
  1,874          112% to 112.5% of CDI  1,973 
  30          IPCA + 7%  59 
  206   2010   2017  IPCA + 6.95% to 7.2%  312 
  3,224   2011   2017  108% to 112% of CDI  3,493   206   2010   2017  IPCA + 6,95% to 7,2%  337 
  352          IPCA + 6.15% to 7.8%  578   3,224   2011   2017  108% to 112% of CDI  3,565 
  138          IGPM + 6.55% to 7.6%  241   3,650          100% of CDI + 1,29% to 1,52%  3,802 
  3,650          100% of CDI + 1.29% to 1.52%  3,790   352          IPCA + 6,15% to 7,8%  647 
  500   2012   2017  100% of CDI + 1.12%  506   138          IGPM + 6,55% to 7,6%  276 
  42   2011   2018  IGPM + 7%  60   500   2012   2017  100% of CDI + 1,12%  506 
  30          IPCA + 7.53% to 7.7%  44   42   2011   2018  IGPM + 7%  65 
  461   2012   2018  IPCA + 4.4% to 6.58%  690   30          IPCA + 7,53% to 7,7%  48 
  3,782          100% of CDI + 1.01% to 1.32%  3,900   6,373   2012   2018  108% to 113% of CDI  7,250 
  6,373          108% to 113% of CDI  7,027   461          IPCA + 4,4% to 6,58%  760 
  112          9.95% to 11.95%  158   3,782          100% of CDI + 1,01% to 1,32%  3,904 
  2   2011   2019  109% to 109.7% of CDI  3   112          9,95% to 11,95%  174 
  12   2012   2019  11.96%  19   2   2011   2019  109% to 109,7% of CDI  4 
  101          IPCA + 4.7% to 6.3%  148   1   2012   2019  110% of CDI  2 
  1          110% of CDI  2   12          11.96%  21 
  20   2012   2020  IPCA + 6% to 6.17%  33   101          IPCA + 4,7% to 6,3%  163 
  1          111% of CDI  2   1   2012   2020  111% of CDI  2 
  6   2011   2021  109.25% to 110.5% of CDI  10   20          IPCA + 6% to 6,17%  37 
  2,307   2012   2022  IPCA + 5.15% to 5.83%  3,454   6   2011   2021  109,25% to 110,5% of CDI  11 
  20          IGPM + 4.63%  25   2,307   2012   2022  IPCA + 5,15% to 5,83%  3,885 
  23,609          Total  26,912   20          IGPM + 4,63%  27 
                    21,340          Total  25,486 
Subordinated euronotes - USD                                  
  990   2010   2020  6.20%  3,908   990   2010   2020  6.20%  3,264 
  1,000   2010   2021  5.75%  3,890   1,000   2010   2021  5.75%  3,352 
  730   2011   2021  5.75% to 6.20%  2,998   730   2011   2021  5,75% to 6,20%  2,396 
  550   2012   2021  6.20%  2,148   550   2012   2021  6.20%  1,793 
  2,600   2012   2022  5.50% to 5.65%  10,264   2,600   2012   2022  5,50% to 5,65%  8,580 
  1,851   2012   2023  5.13%  7,278   1,851   2012   2023  5.13%  6,075 
  7,721          Total  30,486   7,721          Total  25,460 
                                    
Total                64,861                 51,875 

(*) Subordinated CDBs may be redeemed from November 2011.

 

PerformanceF-132

e) Risk-weighted Assets (RWA)

According to CMN Resolution 4,193, and subsequent amendments, for assessing the minimum capital requirements, the RWA must be calculated by adding the following portions:

RWA = RWACPAD + RWAMINT+ RWAOPAD

RWACPAD = portion related to exposures to credit risk calculated using standardized approach;

RWAMINT = portion related to the market risk capital requirement, using internal approach, according to BACEN Circular 3,646;

RWAOPAD = portion related to the operational risk capital requirement, calculated using standardized approach.

The table below shows the amounts of risk weighted assets for Credit Risk (RWACPAD):

  12/31/2016  12/31/2015 
       
Risk exposures      
Exposure Weighted by Credit Risk (RWACPAD)  669,284   679,593 
a) Per Weighting Factor (FPR):        
FPR at 2%  105   179 
FPR at 20%  8,011   7,000 
FPR at 35%  12,056   11,695 
FPR at 50%  44,251   46,025 
FPR at 75%  142,194   136,104 
FPR at 85%  82,494   129,884 
FPR at 100%  325,890   288,057 
FPR at 250%  33,213   37,858 
FPR at 300%  7,357   10,751 
FPR up to 1250%(*)  1,608   1,990 
Derivatives -  Changes in the Counterparty Credit Quality  6,168   4,924 
Derivatives -  Future Potential Gain  5,937   5,126 
b) Per Type:        
Securities  45,741   51,085 
Loan Operations - Retail  114,481   109,882 
Loan Operations - Non-Retail  247,911   237,365 
Joint Liabilities - Retail  205   242 
Joint Liabilities - Non-Retail  47,108   46,655 
Loan Commitments - Retail  27,504   25,972 
Loan Commitments - Non-Retail  10,234   12,924 
Other Exposures  176,100   195,468 

(*) Taking into consideration the application of the “F” factor required by Article 29 of BACEN Circular 3,644.

F-133

We present below the breakdown of Risk-weighted assets of market risk (RWAMINT), as follows:

  12/31/2016(1)  12/31/2015(2) 
       
Risk-weighted assets of market risk (RWAMINT)  24,130   14,252 
Operations subject to interest rate variations  24,919   11,291 
Fixed rate denominated in Real  4,952   2,127 
Foreign currency coupon  15,497   6,700 
Price index coupon  4,470   2,464 
Operations subject to commodity price variation  353   473 
Operations subject to stock price variation  401   952 
Operations subject to risk exposures in gold, foreign currency and foreign  1,138   1,536 
Capital benefit – Internal models  (2,681)    

(1)

Market risk-weighted assets calculated based on internal models.

(2)Market risk-weighted assets calculated based on standard models.

The capital requirement for the market risk portion is the maximum of the internal model and 90% of the standardized model. As at December 31, 2016, RWAMPAD was R$ 26,811; hence, the regulatory capital for market risk (RWAMINT amounted to R$ 24,130, or 90% of the standardized model.

The table below shows the amounts of risk weighted assets for Operational Risk (RWAOPAD):

  12/31/2016  12/31/2015 
       
Risk-weighted assets of operational risk (RWAOPAD)  37,826   28,623 
         
Retail  10,887   7,470 
Commercial  24,166   16,491 
Corporate finance  2,789   1,380 
Negotiation and sales  (11,026)  (4,927)
Payments and settlement  3,418   3,074 
Financial agent services  3,471   2,873 
Asset management  4,109   2,145 
Retail brokerage  12   118 

f) Capital Adequacy Assessment

In annually assessing its capital adequacy, ITAÚ UNIBANCO HOLDING adopts the following flow:

-Identification of risks to which the institution is exposed and analysis of their materiality;

-Evaluation of capital requirements for material risks;

-Development of methodologies for quantifying additional capital;

-Quantification and internal capital adequacy evaluation;

-Sending the capital adequacy report to BACEN.

Under ICAAP, a fundamental component for ITAÚ UNIBANCO HOLDING's internal capital management, noteworthy is the stress testing, a most significant element. This process provides for assessing capital by way of adverse scenarios, approved on a yearly basis by the Board of Directors, and whose purpose is measuring and assessing whether, even in severe adverse scenarios, the institution would have adequate capital levels that would not generate restrictions to the development of its activities.

The result of the last ICAAP – conducted as of December 2015 – indicated that, in addition to capital to face all material risks, ITAÚ UNIBANCO HOLDING has significant capital surplus, thus assuring the institution’s equity soundness.

F-134

g) Capital Adequacy

ITAÚ UNIBANCO HOLDING, through the ICAAP, assesses the adequacy of its capital to face the incurred risks. For ICAAP,

capital is composed by regulatory capital for credit, market and operational risks and by the necessary capital to face other risks.

In order to ensure the soundness of ITAÚ UNIBANCO HOLDING and the availability of capital to support business growth, ITAÚ UNIBANCO HOLDING maintains PR levels above the minimum level required to face risks, as evidenced by the Common Equity, Tier I Capital and Basel ratios.

Composition of Referential Equity (PR) 12/31/2016  09/30/2016  12/31/2015 
          
Tier I  115,940   115,936   101,001 
Common Equity Tier I  115,408   115,364   100,955 
Additional Tier I Capital  532   572   46 
Tier II  23,537   23,622   27,464 
Referential Equity  139,477   139,557   128,465 
Minimum Referential Equity Required  72,210   72,672   79,471 
Surplus Capital in relation to the Minimum Referential Equity Required  67,267   66,885   48,994 
Additional Common Equity Tier I Required (ACPRequired)  4,570   4,600     
Referential equity calculated for covering the interest rate risk on operations not classified in the trading portfolio (RBAN)  2,264   2,332   1,275 

The table below shows the Basel and Fixed Asset Ratios:

  12/31/2016  09/30/2016  12/31/2015 
          
Basel Ratio  19.1%  19.0%  17.8%
Tier I  15.9%  15.8%  14.0%
Common Equity Tier I  15.8%  15.7%  14.0%
Additional Tier I Capital  0.1%  0.1%  0.0%
Tier II  3.2%  3.2%  3.8%
Fixed Asset Ratio  25.4%  23.6%  27.7%
Surplus Capital in Relation to Fixed Assets  34,298   36,837   28,616 

Considering our current capital base at December 31, 2016, should the Basel III rules established by BACEN be immediately and fully applied, the principal capital ratio would be 14.0% (13.6% at 12/31/2015 considering the use of tax credit), taking into consideration the payment of additional interest on capital expected for March 2017, the merger of Citibank and the use of tax credit.

h) Stress testing

Stress testing is performed by Itaú Unibanco to evaluate the institution’s solvency in hypothetical, however, plausible, situations of systemic crisis and identify areas most susceptible to the impact of the stress that may require risk mitigation.

Since 2010, Itaú Unibanco has performed a process that simulates the impact of extreme economic and market conditions on the results and capital of the institution.

To perform the test, macroeconomic variables for each stress scenario are estimated by the economic research department. The scenarios are defined based on their relevance for the bank´s results and likelihood to occur and are submitted to the Board of Directors for approval.

Projections of macroeconomic variables (GDP, benchmark interest rate and inflation) and of the credit market (fundraising, loans, default rate, spread and fees) for these scenarios are generated based on exogenous shocks or by using models validated by an independent area.

The projections calculated sensitize the budgeted results and balance sheet and, consequently, affect the risk weighted assets and the capital and liquidity ratios.

F-135

This information allows to identify potential factors of risks on businesses, supporting the Board of Directors’ strategic decisions, the budgetary process and discussions on credit granting policies, in addition to being used as input for risk appetite metrics.

F-136

 

 

Annual Report2015

Note 34 – Segment Information

 

ITAÚ UNIBANCO HOLDING is a banking institution that offers its customers a wide range of financial products and services.

As from the first quarter of 2015 and the comparison with 2014, the way of presenting the segments was changed in order to adjust it to the bank’s current organizational structure. The following segments will be reported: Retail Banking, Wholesale Banking, and Activities with the Market + Corporation. The Retail Banking now covers the former segments Commercial Banking, – Retail and Consumer Credit – Retail, with the transfer of operations from Private Banking and Latam to the Wholesale Banking and these are the main changes of this presentation.

 

The current operational and reporting segments of ITAÚ UNIBANCO HOLDING are described below:

 

·Retail Banking

 

The result of the Retail Banking segment arises from the offer of banking products and services to a diversified client base of account holders and non-account holders, individuals and companies. The segment includes retail clients, high net worth clients (Itaú Uniclass and Personnalité), and the corporate segment (very small and small companies). This segment comprises financing and lending activities carried out in units other than the branch network, and offering of credit cards, in addition to operations with Itaú BMG Consignado.

 

·Wholesale Banking

 

The result of the Wholesale Banking segment arises from the products and services offered to middle-market companies, private banking clients, from the activities of Latin America units, and the activities of Itaú BBA, the unit in charge of commercial operations with large companies and performing as an investment banking unit.

 

·Activities with the Market + Corporation

 

This segment records the result arising from capital surplus, subordinated debt surplus and the net balance of tax credits and debits. It also shows the financial margin with the market, the Treasury operating cost, the equity in earnings of companies not associated to each segment and the interest in Porto Seguro.

 

Basis of presentation of segment information

 

Segment information is prepared based on the reports used by top management (Executive Committee) to assess the performance and to make decisions regarding the allocation of funds for investment and other purposes.

 

The top management (Executive Committee) of ITAÚ UNIBANCO HOLDING uses a variety of information for such purposes including financial and non-financial information that is measured on different bases as well as information prepared based on accounting practices adopted in Brazil. The main index used to monitor the business performance is the Recurring Net Income and the Economic Capital allocated to each segment.

 

The segment information has been prepared following accounting practices adopted in Brazil modified for the adjustments described below:

 

·Allocated capital and income tax rate

·  Allocated capital and income tax rate

 

Based on the managerial income statement, the segment information considers the application of the following criteria:

 

Allocated capital:The impacts associated to capital allocation are included in the financial information. Accordingly,information.Accordingly, adjustments were made to the financial statements, based on a proprietary model. The Allocated Economic Capital (AEC) model was adopted for the financial statements by segments, and as from 2015, we changed the calculation methodology. The AEC considers, in addition to Tier Il allocated capital, the effects of the calculation of expected loan losses, supplementary to the requirements of the Central Bank of Brazil, pursuant to CMN Circular No. 2.682/99. Accordingly, the Allocated Capital comprises the following components: Credit risk (including expected loss), operational risk, market risk and insurance underwriting risk. Based on the portion of allocated capital tier I, we calculated the Return on Allocated Economic Allocated Capital, which corresponds to

PerformanceF-137

Annual Report2015

an operational performance indicator consistently adjusted to the capital required to support the risk associated to asset and liability positions assumed, in conformity with our risk appetite.

 

Income tax rate:We consider the total income tax rate, net of the tax effect from the payment of interest on capital,oncapital, for the Retail Banking, Wholesale Bank and Activities with the Market segments. The difference between the income tax amount calculated by segment and the effective income tax amount, as stated in the consolidated financial statements, is allocated to the Activities with the Market + Corporation column.

F-137

 

·Reclassification and application of managerial criteria

 

The managerial statement of income was used to prepare information per segment. These statements were obtained based on the statement of income adjusted by the impact of non-recurring events and the managerial reclassifications in income.

 

From the first quarter of 2013 on, some changes were made in the consolidation criteria for managerial results presented in order to better reflect the way Management monitors the bank’s figures. These adjustments change the order of presentation of the lines only and, therefore, do not affect the net income disclosed. Through these reclassifications, ITAÚ UNIBANCO HOLDING seeks to align the way it presents its results and enables a better comparison and understanding of the bank’s performance assessment.

We describe below the main reclassifications between the accounting and managerial results:

 

Banking product:The banking product considers the opportunity cost for each operation. The financial statementsfinancialstatements were adjusted so that the stockholders' equity was replaced by funding at market price. Subsequently, the financial statements were adjusted to include revenues related to capital allocated to each segment. The cost of subordinated debt and the respective remuneration at market price were proportionally allocated to the segments, based on the economic allocated capital.

 

Hedge tax effects:The tax effects of the hedge of investments abroad were adjusted – adjusted–these were originallywereoriginally recorded in the tax expenses (PIS and COFINS) and Income Tax and Social Contribution on net income lines – and are now reclassified to the margin. The strategy to manage the foreign exchange risk associated to the capital invested abroad aims at preventing the effects of the exchange rates variation on income. In order to achieve this objective, we used derivative instruments to hedge against such foreign currency risk, with investments remunerated in Brazilian Reais. The hedge strategy for foreign investments also considers the impact of all tax effects levied.

 

Insurance:Insurance business revenues and expenses were concentrated in Income related to Insurance,pension plan and capitalization operations. The main reclassifications of revenues refer to the financial margins obtained with the technical provisions of insurance, pension plan and capitalization, in addition to revenue from management of pension plan funds.

 

Other reclassifications:Other Income, Share of Income of Associates, Non-Operating Income, Profit SharingProfitSharing of Management Members and Expenses for Credit Card Reward Program were reclassified to those lines representing the way the institution manages its business, enabling greater understanding for performance analysis. Accordingly, equity in earnings of investment in Banco CSF S.A. (“Banco Carrefour”) was reclassified to the financial margin line. Additionally, for better comparison with the new consolidation criteria, 100% of the results from partnerships were consolidated (they were previously proportionally consolidated), and expenses for provisions associated to securities and derivatives were reclassified (from Non-interest expenses income to Expenses for allowance for loan losses).

 

The adjustments and reclassifications column shows the effects of the differences between the accounting principles followed for the presentation of segment information, which are substantially in line with the accounting practices adopted for financial institutions in Brazil, except as described above, and the policies used in the preparation of these consolidated financial statements according to IFRS. Main adjustments are as follows:

 

·Allowance for Loan Losses, which, under IFRS (IAS 39), should be recognized upon objective evidence that loan operations are impaired (incurred loss), and the Expected Loss concept is adopted according to Brazilian accounting standards;

PerformanceF-138

Annual Report2015

 

·Shares and units classified as permanent investments were stated at fair value under IFRS (IAS 39 and 32), and their gains and losses were directly recorded to Stockholders’ Equity, not passing through income for the period;

 

·Effective interest rates, financial assets and liabilities stated at amortized cost, are recognized by the effective interest rate method, allocating revenues and costs directly attributable to acquisition, issue or disposal for the transaction period of the operation; according to Brazilian standards, fee expenses and income are recognized as these transactions are engaged.

 

·Business combinations are accounted for under the acquisition method in IFRS (IFRS 3), in which the purchase price is allocated among assets and liabilities of the acquired company, and the amount not subject to allocation, if any, is recognized as goodwill. Such amount is not amortized, but is subject to an impairment test.

 

PerformanceF-139F-138

 

Annual Report2015

 

ITAÚ UNIBANCO HOLDING S.A.

From January 1 to December 31, 20152016

(In millions of Reais, except for share information)

 

      Activities with        
 Retail Wholesale the Market + ITAÚ     IFRS 
Consolidated Statement of Income Banking  Banking  Corporation  UNIBANCO  Adjustments  consolidated  Retail
Banking
 Wholesale
Banking
 Activities with
the Market +
 Corporation
 ITAÚ
UNIBANCO
 Adjustments IFRS
consolidated
 
Banking product  70,495   25,774   7,641   103,910   (11,899)  92,011   69,577   28,324   9,412   107,313   11,348   118,661 
Interest margin(1)  40,997   18,047   7,513   66,557   (11,949)  54,608   39,154   19,755   9,264   68,173   11,308   79,481 
Banking service fees  21,159   7,282   59   28,500   952   29,452   22,659   8,072   59   30,790   1,128   31,918 
Income related to insurance, private pension, and capitalization operations before claim and selling expenses  8,339   445   69   8,853   (2,181)  6,672 
Income related to insurance, private pension, and capitalization                        
operations before claim and selling expenses  7,764   497   89   8,350   (2,470)  5,880 
Other income  -   -   -   -   1,279   1,279   -   -   -   -   1,382   1,382 
Losses on loans and claims  (13,893)  (5,931)  98   (19,726)  (1,609)  (21,335)  (14,901)  (8,471)  71   (23,301)  1,179   (22,122)
Expenses for allowance for loan and lease losses  (16,232)  (6,764)  98   (22,898)  (1,619)  (24,517)  (16,717)  (8,914)  71   (25,560)  1,181   (24,379)
Recovery of loans written off as loss  3,886   883   -   4,769   10   4,779   3,242   502   -   3,744   (2)  3,742 
Expenses for claims / recovery of claims under reinsurance  (1,547)  (50)  -   (1,597)  -   (1,597)  (1,426)  (59)  -   (1,485)  -   (1,485)
Operating margin  56,602   19,843   7,739   84,184   (13,508)  70,676   54,676   19,853   9,483   84,012   12,527   96,539 
Other operating income (expenses)  (35,924)  (11,130)  (1,948)  (49,002)  (3,409)  (52,411)  (37,202)  (13,410)  (2,387)  (52,999)  (5,348)  (58,347)
Non-interest expenses(2)  (31,547)  (9,877)  (1,522)  (42,946)  (4,680)  (47,626)  (32,883)  (12,034)  (1,616)  (46,533)  (4,371)  (50,904)
Tax expenses for ISS, PIS and COFINS and Other  (4,377)  (1,253)  (426)  (6,056)  651   (5,405)  (4,319)  (1,376)  (771)  (6,466)  (1,505)  (7,971)
Share of profit or (loss) in associates and joint ventures  -   -   -   -   620   620   -   -   -   -   528   528 
Net income before income tax and social contribution  20,678   8,713   5,791   35,182   (16,917)  18,265   17,474   6,443   7,096   31,013   7,179   38,192 
Income tax and social contribution  (7,263)  (2,691)  (1,040)  (10,994)  18,885   7,891   (6,328)  (1,081)  (1,237)  (8,646)  (5,964)  (14,610)
Non-controlling interest in subsidiaries  (342)  -   (14)  (356)  (60)  (416)  (223)  79   (1)  (145)  (174)  (319)
Net income  13,073   6,022   4,737   23,832   1,908   25,740   10,923   5,441   5,858   22,222   1,041   23,263 

(1) Includes net interest and similar income and expenses of R$ 72,72566,369 dividend income of R$ 98,288, net gain (loss) on investment securities and derivatives of R$ (11.862)7,311 and results from foreign exchange results and exchange variation of transactions abroad of R$ (6,353).5,513.

(2) Refers to general and administrative expenses including depreciation expenses of R$ 1,688,1,702, amortization expenses of R$ 9101,292 and insurance acquisition expenses of R$ 1,138.721.

 

Total assets(1) - 12/31/2015  873,202   547,236   127,716   1,359,172   (82,757)  1,276,415 
Total liabilities - 12/31/2015  840,033   502,887   97,017   1,250,955   (88,599)  1,162,356 
                        
Total assets (1) - 12/31/2016  909,779   585,088   114,956   1,425,639   (72,398)  1,353,241 
Total liabilities - 12/31/2016  877,792   525,390   79,365   1,298,423   (79,996)  1,218,427 
(1) Includes:                                                
Investments in associates and joint ventures  1,064   -   2,436   3,500   899   4,399   1,325   -   3,106   4,431   642   5,073 
Goodwill  232   -   -   232   1,825   2,057   1,398   6,171   -   7,569   2,106   9,675 
Fixed assets, net  5,781   1,274   -   7,055   1,486   8,541   5,635   1,177   -   6,812   1,230   8,042 
Intangible assets, net  6,606   857   -   7,463   (1,168)  6,295   6,559   1,105   -   7,664   (283)  7,381 

 

The consolidated figures do not represent the sum of the segments because there are intercompany transactions that were eliminated only in the consolidated financial statements. Segments are assessed by top management, net of income and expenses between related parties.

 

PerformanceF-140F-139

 

 

ITAÚ UNIBANCO HOLDING S.A.

From January 1 to December 31, 2015

(In millions of Reais except per share information)

Consolidated Statement of Income Retail
Banking
  Wholesale
Banking
  Actitivities with
the Market +
Corporation
  ITAÚ
UNIBANCO
  Adjustments  IFRS
consolidated
 
Banking product  70,495   25,774   7,641   103,910   (11,899)  92,011 
Interest margin(1)  40,997   18,047   7,513   66,557   (11,949)  54,608 
Banking service fees  21,159   7,282   59   28,500   952   29,452 
Income related to insurance, private pension, and capitalization operations before claim and selling expenses  8,339   445   69   8,853   (2,181)  6,672 
Other income  -   -   -   -   1,279   1,279 
Losses on loans and claims  (13,893)  (5,931)  98   (19,726)  (1,609)  (21,335)
Expenses for allowance for loan and lease losses  (16,232)  (6,764)  98   (22,898)  (1,619)  (24,517)
Recovery of loans written off as loss  3,886   883   -   4,769   10   4,779 
Expenses for claims / recovery of claims under reinsurance  (1,547)  (50)  -   (1,597)  -   (1,597)
Operating margin  56,602   19,843   7,739   84,184   (13,508)  70,676 
Other operating income (expenses)  (35,924)  (11,130)  (1,948)  (49,002)  (3,409)  (52,411)
Non-interest expenses(2)  (31,547)  (9,877)  (1,522)  (42,946)  (4,680)  (47,626)
Tax expenses for ISS, PIS and COFINS and Other  (4,377)  (1,253)  (426)  (6,056)  651   (5,405)
Share of profit or (loss) in associates and joint ventures  -   -   -   -   620   620 
Net income before income tax and social contribution  20,678   8,713   5,791   35,182   (16,917)  18,265 
Income tax and social contribution  (7,263)  (2,691)  (1,040)  (10,994)  18,885   7,891 
Non-controlling interest in subsidiaries  (342)  -   (14)  (356)  (60)  (416)
Net income  13,073   6,022   4,737   23,832   1,908   25,740 

(1) Includes net interest and similar income and expenses of R$ 72,725, dividend income of R$ 98, net gain (loss) on investment securities and derivatives of R$ (11,862) and foreign exchange results and exchange variation on transactions of abroad R$ (6,353).

(2) Refers to general and administrative expenses including depreciation expenses of R$ 1,688, amortization expenses of R$ 910 and insurance acquisition expenses of R$ 1,138.

Total assets(1) - 12/31/2015  873,202   547,236   127,716   1,359,172   (82,757)  1,276,415 
Total liabilities - 12/31/2015  840,033   502,887   97,017   1,250,955   (88,599)  1,162,356 
(1) Includes:                        
Investments in associates and joint ventures  1,064   -   2,436   3,500   899   4,399 
Goodwill  232   -   -   232   1,825   2,057 
Fixed assets, net  5,781   1,274   -   7,055   1,486   8,541 
Intangible assets, net  6,606   857   -   7,463   (1,168)  6,295 

The Consolidated figures do not represent the sum of the segments because there are intercompany transactions that were eliminated only in the consolidated financial statements. Segments are assessed by top management, net of income and expenses between related parties.

Annual Report2015F-140

 

ITAÚ UNIBANCO HOLDING S.A.

From January 1 to December 31, 2014

(In millions of Reais except per share information)

        Actitivities with          
  Retail  Wholesale  the Market +  ITAÚ     IFRS 
Consolidated Statement of Income Banking  Banking  Corporation  UNIBANCO  Adjustments  consolidated 
Banking product  65,516   20,408   3,916   89,840   1,817   91,657 
Interest margin(1)  37,880   13,685   3,590   55,155   1,118   56,273 
Banking service fees  19,234   6,321   222   25,777   565   26,342 
Income related to insurance, private pension, and capitalization operations before claim and selling expenses  8,402   402   104   8,908   (2,020)  6,888 
Other income  -   -   -   -   2,154   2,154 
Losses on loans and claims  (11,840)  (3,202)  (3)  (15,045)  (756)  (15,801)
Expenses for allowance for loan and lease losses  (14,503)  (3,565)  (3)  (18,071)  (761)  (18,832)
Recovery of loans written off as loss  4,642   407   -   5,049   5   5,054 
Expenses for claims / recovery of claims under reinsurance  (1,979)  (44)  -   (2,023)  -   (2,023)
Operating margin  53,676   17,206   3,913   74,795   1,061   75,856 
Other operating income (expenses)  (34,200)  (9,150)  (1,089)  (44,439)  (2,609)  (47,048)
Non-interest expenses(2)  (30,243)  (8,158)  (1,182)  (39,583)  (2,967)  (42,550)
Tax expenses for ISS, PIS and COFINS and Other  (3,957)  (992)  93   (4,856)  (207)  (5,063)
Share of profit or (loss) in associates and joint ventures  -   -   -   -   565   565 
Net income before income tax and social contribution  19,476   8,056   2,824   30,356   (1,548)  28,808 
Income tax and social contribution  (6,761)  (2,591)  (74)  (9,426)  2,479   (6,947)
Non-controlling interest in subsidiaries  (305)  -   (6)  (311)  5   (306)
Net income  12,410   5,465   2,744   20,619   936   21,555 

Consolidated Statement of Income Retail
Banking
  Wholesale
Banking
  Actitivities with
the Market +
Corporation
  ITAÚ
UNIBANCO
  Adjustments  IFRS
consolidated
 
Banking product  65,516   20,408   3,916   89,840   1,817   91,657 
Interest margin(1)  37,880   13,685   3,590   55,155   1,118   56,273 
Banking service fees  19,234   6,321   222   25,777   565   26,342 
Income related to insurance, private pension, and capitalization operations before claim and selling expenses  8,402   402   104   8,908   (2,020)  6,888 
Other income  -   -   -   -   2,154   2,154 
Losses on loans and claims  (11,840)  (3,202)  (3)  (15,045)  (756)  (15,801)
Expenses for allowance for loan and lease losses  (14,503)  (3,565)  (3)  (18,071)  (761)  (18,832)
Recovery of loans written off as loss  4,642   407   -   5,049   5   5,054 
Expenses for claims / recovery of claims under reinsurance  (1,979)  (44)  -   (2,023)  -   (2,023)
Operating margin  53,676   17,206   3,913   74,795   1,061   75,856 
Other operating income (expenses)  (34,200)  (9,150)  (1,089)  (44,439)  (2,609)  (47,048)
Non-interest expenses(2)  (30,243)  (8,158)  (1,182)  (39,583)  (2,967)  (42,550)
Tax expenses for ISS, PIS and COFINS and Other  (3,957)  (992)  93   (4,856)  (207)  (5,063)
Share of profit or (loss) in associates and joint ventures  -   -   -   -   565   565 
Net income before income tax and social contribution  19,476   8,056   2,824   30,356   (1,548)  28,808 
Income tax and social contribution  (6,761)  (2,591)  (74)  (9,426)  2,479   (6,947)
Non-controlling interest in subsidiaries  (305)  -   (6)  (311)  5   (306)
Net income  12,410   5,465   2,744   20,619   936   21,555 

(1) Includes net interest and similar income and expenses of R$ 47,138, dividend income of R$ 215, net gain (loss) on investment securities and derivatives of R$ (724) and foreign exchange results and exchange variation on transactions of abroad R$ 9,644.

 

(2) Refers to general and administrative expenses including depreciation expenses of R$ 1,641, amortization expenses of R$ 827 and insurance acquisition expenses of R$ 1,214.

Total assets(1) - 12/31/2014  811,185   436,872   107,174   1,208,702   (81,499)  1,127,203 
Total liabilities - 12/31/2014  770,528   399,544   86,897   1,110,439   (83,853)  1,026,586 
(1) Includes:                        
Investments in associates and joint ventures  982   -   2,117   3,099   991   4,090 
Goodwill  204   -   -   204   1,757   1,961 
Fixed assets, net  6,693   868   -   7,561   1,150   8,711 
Intangible assets, net  7,841   791   -   8,632   (2,498)  6,134 

 

The Consolidated figures do not represent the sum of the segments because there are intercompany transactions that were eliminated only in the consolidated financial statements. Segments are assessed by top management, net of income and expenses between related parties.

 

PerformanceF-141

 

Annual Report2015

ITAÚ UNIBANCO HOLDING S.A.

From January 1 to December 31, 2013

(In millions of Reais except per share information)

        Actitivities with          
  Retail  Wholesale  the Market +  ITAÚ     IFRS 
Consolidated Statement of Income Banking  Banking  Corporation  UNIBANCO  Adjustments  consolidated 
Banking product  57,504   17,032   3,940   78,476   911   79,387 
Interest margin(1)  32,932   11,097   3,608   47,637   1,004   48,641 
Banking service fees  16,437   5,495   216   22,148   564   22,712 
Income related to insurance, private pension, and capitalization operations before claim and selling expenses  8,135   440   116   8,691   (2,052)  6,639 
Other income  -   -   -   -   1,395   1,395 
Losses on loans and claims  (13,471)  (1,807)  (332)  (15,610)  740   (14,870)
Expenses for allowance for loan and lease losses  (16,270)  (2,008)  (302)  (18,580)  724   (17,856)
Recovery of loans written off as loss  4,837   248   (40)  5,045   16   5,061 
Expenses for claims / Recovery of claims under reinsurance  (2,038)  (47)  10   (2,075)  -   (2,075)
Operating margin  44,033   15,225   3,608   62,866   1,651   64,517 
Other operating income (expenses)  (31,288)  (8,700)  (282)  (40,270)  (3,382)  (43,652)
Non-interest expenses(2)  (27,698)  (7,839)  (450)  (35,987)  (3,927)  (39,914)
Tax expenses for ISS, PIS and COFINS and Other  (3,590)  (861)  168   (4,283)  (58)  (4,341)
Share of profit or (loss) in associates and joint ventures  -   -   -   -   603   603 
Income before income tax and social contribution  12,745   6,525   3,326   22,596   (1,731)  20,865 
Income tax and social contribution  (4,189)  (2,215)  (219)  (6,623)  2,280   (4,343)
Non-controlling interest in subsidiaries  (125)  -   (12)  (137)  39   (98)
Net income  8,431   4,310   3,095   15,836   588   16,424 

(1) Includes net interest and similar income and expenses of R$ 47,766 dividend income of R$ 205, net gain (loss) on investment securities and derivatives of R$ (5,924) and foreign exchange results and exchange variation on transactions of abroad R$ 6,594.

(2) Refers to general and administrative expenses including depreciation expenses of R$ 1,522, amortization expenses of R$ 808 and insurance acquisition expenses of R$ 1,147.

Total assents(1)- 12/31/2013  798,550   355,632   116,625   1,105,721   (78,424)  1,027,297 
Total liabilities - 12/31/2013  772,996   328,704   86,179   1,022,793   (79,688)  943,105 
                         
(1) Includes:                        
Investments in associates and joint ventures  773   93   2,124   2,990   941   3,931 
Goodwill  1,732   189   -   1,921   (16)  1,905 
Fixed assets, net  5,846   664   -   6,510   54   6,564 
Intangible assets, net  4,906   813   -   5,719   78   5,797 

The Consolidated figures do not represent the sum of the segments because there are intercompany transactions that were eliminated only in the consolidated financial statements. Segments are assessed by top management, net of income and expenses between related parties.

PerformanceF-142

Annual Report2015

 

Information on the result of main services and products and noncurrent assets by geographic area are as follows:

 

  01/01 to 12/31/2015  01/01 to 12/31/2014  01/01 to 12/31/2013 
  Brazil  Abroad  Total  Brazil  Abroad  Total  Brazil  Abroad  Total 
Income related to financial operations(1) (2)  117,140   12,532   129,672   118,946   10,304   129,250   86,481   8,521   95,002 
Income related to insurance, private pension and capitalization operations before claim and selling expenses  6,570   102   6,672   6,834   54   6,888   6,568   71   6,639 
Banking service fees  27,072   2,380   29,452   24,550   1,792   26,342   21,140   1,572   22,712 
Non-current assets(3)  13,841   995   14,836   14,038   807   14,845   11,537   824   12,361 

  01/01 to 12/31/2016  01/01 to 12/31/2015  01/01 to 12/31/2014 
  Brazil  Abroad  Total  Brazil  Abroad  Total  Brazil  Abroad  Total 
Income related to financial operations(1) (2)  154,653   19,954   174,607   117,140   12,532   129,672   118,946   10,304   129,250 
Income related to insurance, private pension and capitalization operations before claim and selling expenses  5,748   132   5,880   6,570   102   6,672   6,834   54   6,888 
Banking service fees  29,061   2,857   31,918   27,072   2,380   29,452   24,550   1,792   26,342 
Non-current assets  13,299   2,124   15,423   13,841   995   14,836   14,038   807   14,845 

(1)Includes interest and similar income, dividend income, net gain (loss) on investment securities and derivatives, foreign exchange results, and exchange variation on transactions.

(1) Includes interest and similar income, dividend income, net gain (loss) on investment securities and derivatives, foreign exchange results, and exchange variation on transactions.

(2)ITAÚ UNIBANCO HOLDING does not have clients representing 10% or higher of its revenues.

(2) ITAÚ UNIBANCO HOLDING does not have clients representing 10% or higher of its revenues.

F-142

(3) The amounts for comparative purposes refer to the 12/31/2014 and 12/31/2013.

Note 35 – Related parties

 

a)Transactions between related parties are carried out at amounts, terms and average rates in accordance with normal market practices during the period, as well as under reciprocal conditions.

 

Transactions between companies included in consolidation (Note 2.4a) were eliminated from the consolidated financial statements and the absence of risk is taken into consideration.

 

The unconsolidated related parties are as follows:

 

·Itaú Unibanco Participações S.A. (IUPAR), Companhia E. Johnston de Participações S.A. (shareholder of IUPAR) and ITAÚSA, direct and indirect shareholders of ITAÚ UNIBANCO HOLDING;

 

·The non-financial subsidiaries of ITAÚSA, especially: Itautec S.A., Duratex S.A., Elekeiroz S.A., ITH Zux Cayman Company Ltd and Itaúsa Empreendimentos S.A.;

 

·Fundação Itaú Unibanco - Previdência Complementar and FUNBEP – Fundo de Pensão Multipatrocinado, Fundação Bemgeprev, UBB Prev - Previdência Complementar, and Fundação Banorte Manuel Baptista da Silva de Seguridade Social, closed-end supplementary pension entities, that administer retirement plans sponsored by ITAÚ UNIBANCO HOLDING and / or its subsidiaries;

 

·Fundação Itaú Social, Instituto Itaú Cultural, Instituto Unibanco, Instituto Assistencial Pedro Di Perna, Instituto Unibanco de Cinema, and Associação Itaú Viver Mais and Associação Cubo Coworking Itaú, entities sponsored by ITAÚ UNIBANCO HOLDING and subsidiaries to act in their respective areas of interest; and

 

·Investments in Porto Seguro Itaú Unibanco Participações S.A. and BSF Holding S.A.

 

The transactions with these related parties are mainly as follows:

 

PerformanceF-143

 

 

Annual Report2015

 ITAÚ UNIBANCO HOLDING CONSOLIDATED
   Assets / (liabilities)  Revenue / (expenses)  ITAÚ UNIBANCO HOLDING CONSOLIDATED 
        01/01 to 01/01 to 01/01 to    Assets / (liabilities)  Revenue / (expenses)    
 Annual rate 12/31/2015  12/31/2014  12/31/2015  12/31/2014  12/31/2013  Annual rate 12/31/2016 12/31/2015 01/01 to
12/31/2016
 01/01 to
12/31/2015
 01/01 a
31/12/2014
 
Securities sold under repurchase agreements    (249)  (142)  (20)  (13)  (14)    (77)  (249)  (19)  (20)  (13)
Duratex S.A. 99% to 101.5% of CDI  (41)  (100)  (9)  (10)  (10) 97.5% to 100% CDI  (18)  (41)  (4)  (9)  (10)
Elekeiroz S.A. 99% to 100% of CDI  (8)  (6)  (1)  (2)  (2) 97.5% to 100% CDI  (3)  (8)  (1)  (1)  (2)
Itautec S.A. 100% of CDI  (110)  (2)  -   -   (2) 96.5% to 100.1% CDI  (1)  (110)  (3)  -   - 
Itaúsa Empreendimentos S.A. 99.5% to 100.5% of CDI  (64)  (26)  (7)  -   -   -   (64)  (7)  (7)  - 
Olimpia Promoção e Serviços S.A. 100% of SELIC  (11)  -   (1)  -   -   (14)  (11)  (2)  (1)  - 
Conectcar Soluções de Mobilidade Eletrônica S.A.  (24)  -   -   -   - 
Other    (15)  (8)  (2)  (1)  -   (17)  (15)  (2)  (2)  (1)
Amounts receivable from (payable to) related companies / Banking service fees(expenses)    (116)  (109)  20   8   41 
Itaúsa Investimentos Itaú S.A.    -   -   2   -   1 
Itaúsa Empreendimentos S.A.    -   -   -   -   - 
Amounts receivable from (payable to) related companies / Banking service fees (expenses)   (129)  (116)  28   20   8 
Olimpia Promoção e Serviços S.A.    (2)  -   (28)  -   -   (2)  (2)  (25)  (28)  - 
Fundação Itaú Unibanco - Previdência Complementar    (114)  (13)  39   35   33   (127)  (114)  44   39   35 
FUNBEP - Fundo de Pensão Multipatrocinado    -   -   5   5   5   -   -   6   5   5 
Fundação Banorte Manuel Baptista da Silva de Seguridade Social    -   (93)  -   -   - 
Other    -   (3)  2   (32)  2   -   -   -   2   (32)
Rental revenues (expenses)    -   -   (56)  (51)  (48)   -   -   (59)  (56)  (51)
Itaúsa Investimentos Itaú S.A.    -   -   (2)  -   (1)  -   -   (2)  (2)  - 
Fundação Itaú Unibanco - Previdência Complementar    -   -   (42)  (38)  (37)  -   -   (44)  (42)  (38)
FUNBEP - Fundo de Pensão Multipatrocinado    -   -   (12)  (13)  (10)  -   -   (13)  (12)  (13)
Other    -   -   -   -   - 
Donation expenses    -   -   (84)  (78)  (73)   -   -   (88)  (84)  (78)
Instituto Itaú Cultural  -   -   (87)  (83)  (77)
Associação Itaú Viver Mais    -   -   (1)  (1)  (1)  -   -   (1)  (1)  (1)
Instituto Itaú Cultural    -   -   (83)  (77)  (72)
Data processing expenses    -   -   -   (285)  (267)
Itautec S.A.    -   -   -   (285)  (267)

 

In addition to the aforementioned operations, ITAÚ UNIBANCO HOLDING and non-consolidated related parties, as an integral part of ITAÚ UNIBANCO HOLDING Agreement for Apportionment of Common Costs, recorded in General and Administrative Expenses - Other, the amount of R$ (4) (R$ (5) from 01/01 to 12/31/2014 and (5) from 01/01 to 12/31/2013) due to the use of the common structure.

Pursuant to the current rules, financial institutions cannot grant loans or advances to the following:

a) any individuals or companies that control the Institution or any entity under common control with the institution, or any executive officer, director, member of the fiscal council, or the immediate family members of these individuals;

b) any entity controlled by the institution; or

b)any entity controlled by the institution; or

c) any entity in which the bank directly or indirectly holds more than 10% of the capital stock.

c)any entity in which the bank directly or indirectly holds more than 10% of the capital stock.

 

Therefore, no loans or advances were granted to any subsidiary, executive officer, director or family members.

 

b)Compensation of the key management personnel

 

Compensation for the period paid to key management members of ITAÚ UNIBANCO HOLDING consisted of:

 

  01/01 to  01/01 to  01/01 to 
  12/31/2015  12/31/2014  12/31/2013 
Compensation  459   343   278 
Board of directors  27   14   13 
Executives  432   329   265 
Profit sharing  239   261   259 
Board of directors  1   12   8 
Executives  238   249   251 
Contributions to pension plans - executives  9   7   3 
Stock option plan – executives  200   234   166 
Total  907   845   706 

  01/01 to  01/01 to  01/01 to 
  12/31/2016  12/31/2015  12/31/2014 
Compensation  360   459   343 
Board of directors  32   27   14 
Executives  328   432   329 
Profit sharing  251   239   261 
Board of directors  2   1   12 
Executives  249   238   249 
Contributions to pension plans - executives  12   9   7 
Stock option plan – executives  263   200   234 
Total  885   907   845 

 

PerformanceF-144

 

 

Annual Report2015

Note 36 – Management of financial risks

 

Credit risk

 

1.Credit risk measurement

1. Credit risk measurement

 

CreditITAÚ UNIBANCO HOLDING understands credit risk is the possibility of losses arising from the breach by the borrower, issuer or counterparty of the respective agreed-upon financial obligations, the devaluation of loan agreement due to downgrading of the borrower’s, the issuer’s, the counterparty’s risk rating, the reduction in gains or compensation, the advantages given upon posterior renegotiation and the recovery costs.

 

The credit risk management of ITAÚ UNIBANCO HOLDING’s is the primary responsibility of all business units and aims to keep the quality of loan portfolios in levels consistent with the institution’s risk appetite for each market segment in which it operates.

 

ITAÚ UNIBANCO HOLDING establishes its credit policiespolicy based on internal factors, such as the client rating criteria, performance of and changes in portfolio, default levels, return rates, and the allocated economic capital; among others, and external factors, related to the economic environment,such as interest rates, market default indicators, inflation, changes in consumption.consumption, among others. The assessment process of policies and products enables ITAÚ UNIBANCO HOLDING to identify potential risks, so as to make sure that credit decisions make sense from an economic and risk perspective.

 

ITAÚ UNIBANCO HOLDING has a structured process to keep a diversified portfolio deemed as adequate by the institution. The ongoing monitoring on the concentration level of portfolios, by assessing the economic activity sectors and major debtors, enables it to take preventive measures, to prevent that defined limits beare breached.

The process for analyzing the policy and products enables ITAÚ UNIBANCO HOLDING to identify potential risks, so as to make sure that credit decisions make sense from an economic and risk perspective.

The centralized process for approval of credit policies and validation of models of ITAÚ UNIBANCO HOLDING assures the synchrony of credit actions.

 

The table below shows the correspondence between risk levels attributed by all segments of ITAÚ UNIBANCO HOLDING internal models (lower risk, satisfactory, higher risk and impaired) and the probability of default associated with each of these levels, and the risk levels assigned by the respective market models.

 

  External rating
Internal rating PD Moody's S&P Fitch
Lower risk Lower or equal than 4.44% Aaa to B2 AAA to B AAA to B-
Satisfactory From 4.44% up to 25.95% B3 to Caa3 B- to CCC- CCC+ to CCC-
Higher risk Higher than 25.95% Ca1 to D CC+ to D CC+ to D
ImpairedImpairment Corporate operations with a PD higher than 31.84%
Operations past due for over 90 days Renegotiated operations past due for over 60 days Ca1 to D CC+ to D CC+ to D
Renegotiated operations past due for over 60 days 

 

TheFor individual, small and middle-market companies, credit rating is attributed based on application statistical models (in the early phases of ITAÚ UNIBANCO HOLDING’s relationship with the client) and behavior score (used for clients with which ITAÚ UNIBANCO HOLDING already has a relationship). Decisions are made based on these models, which are continuously monitored by an independent framework. Exceptionally, there can be an individual analysis of specific cases, in corporate transactionswhich credit approval is submitted to proper levels.

For large companies, the rating is based on information such as economic and financial condition of the counterparty, itstheir cash-generating capabilities,capability, the economic group to which it belongs,they belong, and the current and prospective situation of the economic sector in which it operates.they operate. The credit proposals are analyzed on a case by case basis, through an approval-level mechanism subordinated to the Superior Credit Committee.

Regarding retail (individuals, small and middle-market companies), the rating is assigned based on application and behavior score statistical models. Decisions are made based on scoring models that are continuously followed up by an independent structure. Exceptionally, there may also be individualized analysis of specific cases where approval is subject to competent credit approval levels.mechanism.

 

Government securities and other debt instruments are classified by ITAÚ UNIBANCO HOLDING according to their credit quality aiming at managing their exposures.

 

In line with the principles of CMN Resolution N° 3,721, of April 30, 2009, ITAÚ UNIBANCO HOLDING has structure and corporate guidelines on credit risk management, approved by its Board of Directors, applicable to companies and subsidiaries in Brazil and abroad.

 

PerformanceF-145

 

 

Annual Report2015

2.Credit risk management

The centralized control over credit risk is carried out by the independent executive area responsible for controlling risks and segregated from the business units, as required by regulation in force.

 

ITAÚ UNIBANCO HOLDING strictly controls the credit exposure of clients and counterparties, taking action to address situations in which the actual exposure exceeds the desired one. For thatthis purpose, contractually provided actions can be taken, such as early paymentsettlement or requirement of additional collateral.

 

3.Collateral and policies for mitigating credit risk

 

ITAÚ UNIBANCO HOLDING uses guarantees to increase its recovery capacity in transactions involving credit risk. The guarantees used may be personal guarantees, collateral, legal structures with mitigation power and offset agreements.

 

For management purposes, for collaterals to be considered instruments that mitigate credit risk, they must comply with the requirements and standards of the rules that regulate them be them domestic or not, and they must be legally valid (effective), enforceable and assessed on a regular basis.

 

ITAÚ UNIBANCO HOLDING also uses credit derivatives, such as single name CDS, to mitigate credit risk of its portfolios of loans and securities. These instruments are priced based on models that use the fair value of market inputs, such as credit spreads, recovery rates, correlations and interest rates.

The credit limits are continually monitored and changed according to customer behavior. Thus, the potential loss values represent a fraction of the amount available.

 

4.Policy on the provision

 

The policies on the provision adopted by ITAÚ UNIBANCO HOLDING are aligned with the guidelines of IFRS and the Basel Accord. As a result, an allowance for loan losses is recognized when there are indications of the impairment of the portfolio and takes into account a horizon of loss appropriate for each type of transaction. We consider asimpaired loans overdue for more than 90 days, renegotiated loans overdue by more than 60 days and Corporate loans below a specific internal rating. Loans are written-down 360 days after such loans become past due or 540 days of being past due in the case of loans with original maturities over 36 months.

 

5.Credit risk exposure

 

  12/31/2015  12/31/2014 
  Brazil  Abroad  Total  Brazil  Abroad  Total 
Interbank deposits  7,502   23,023   30,525   7,875   15,206   23,081 
Securities purchased under agreements to resell  252,295   2,109   254,404   208,751   167   208,918 
Financial assets held for trading  157,206   7,105   164,311   124,391   8,553   132,944 
Financial assets designated at fair value through profit or loss  -   642   642   -   733   733 
Derivatives  15,858   10,897   26,755   7,385   6,771   14,156 
Available-for-sale financial assets  52,221   33,824   86,045   55,686   22,674   78,360 
Held-to-maturity financial assets  27,378   14,807   42,185   24,102   10,332   34,434 
Loan operations and lease operations  326,241   121,163   447,404   324,021   106,018   430,039 
Other financial assets  47,665   5,841   53,506   44,072   9,577   53,649 
Off balance sheet  272,274   30,246   302,520   280,640   25,708   306,348 
Endorsements and sureties  68,897   5,347   74,244   68,416   5,343   73,759 
Letters of credit to be released  6,936   -   6,936   11,091   -   11,091 
Commitments to be released  196,441   24,899   221,340   201,133   20,365   221,498 
Mortgage loans  6,812   -   6,812   9,087   -   9,087 
Overdraft accounts  81,151   -   81,151   78,461   -   78,461 
Credit cards  102,721   1,211   103,932   103,092   873   103,965 
Other pre-approved limits  5,757   23,688   29,445   10,493   19,492   29,985 
Total  1,158,640   249,657   1,408,297   1,076,923   205,739   1,282,662 

  12/31/2016  12/31/2015 
  Brazil  Abroad  Total  Brazil  Abroad  Total 
Interbank deposits  6,044   16,648   22,692   7,502   23,023   30,525 
Securities purchased under agreements to resell  264,080   971   265,051   252,295   2,109   254,404 
Financial assets held for trading  193,903   10,745   204,648   157,206   7,105   164,311 
Financial assets designated at fair value through profit or loss  -   1,191   1,191   -   642   642 
                         
Derivatives  13,593   10,638   24,231   15,858   10,897   26,755 
Available-for-sale financial assets  53,529   34,748   88,277   52,221   33,824   86,045 
Held-to-maturity financial assets  27,436   13,059   40,495   27,378   14,807   42,185 
Loan operations and lease operations  305,394   158,000   463,394   326,241   121,163   447,404 
Other financial assets  47,914   6,003   53,917   47,665   5,841   53,506 
Off balance sheet  259,854   39,973   299,827   272,274   30,246   302,520 
Endorsements and sureties  62,172   8,621   70,793   68,897   5,347   74,244 
Letters of credit to be released  6,660   -   6,660   6,936   -   6,936 
Commitments to be released  191,022   31,352   222,374   196,441   24,899   221,340 
Mortgage loans  4,389   -   4,389   6,812   -   6,812 
Overdraft accounts  87,239   -   87,239   81,151   -   81,151 
Credit cards  96,497   1,273   97,770   102,721   1,211   103,932 
Other pre-approved limits  2,897   30,079   32,976   5,757   23,688   29,445 
Total  1,171,747   291,976   1,463,723   1,158,640   249,657   1,408,297 

 

PerformanceF-146

 

Annual Report2015

 

The table above presents the maximum exposure at December 31, 20152016 and December 31, 2014,2015, without considering any collateral received or other additional credit improvements.

 

For assets recognized in the balance sheet, the exposures presented are based on net carrying amounts. This analysis includes only financial assets subject to credit risk and excludes non-financial assets.

 

The contractual amounts of endorsements and sureties and letters of credit represent the maximum potential of credit risk in the event the counterparty does not meet the terms of the agreement. The vast majority of commitments (real estate loans, overdraft accounts and other pre-approved limits) mature without being drawn, since they are renewed monthly and we have the power to cancel them at any time. As a result, the total contractual amount does not represent our effective future exposure to credit risk or the liquidity needs arising from such commitments.

 

As shown in the table, the most significant exposures correspond to loan operations, financial assets held for trading, and securities purchased under agreements to resell, in addition to sureties, endorsements and other commitments.

 

The maximum exposure to the quality of the financial assets presented highlights that:

 

·87.7%88.8% of loan operations and other financial assets exposure (Table 6.1 and 6.1.2) are categorized as low probability of default in accordance with our internal rating;

 

·only 3.6%4.0% of the total loans exposure (Table 6.1) is represented by overdue credits not impaired;

 

·5.7%6.2% of the total loans exposure (Table 6.1) corresponds to overdue loans impaired.

 

5.1 Maximum exposure of financial assets segregated by business sector

5.1Maximum exposure of financial assets segregated by business sector

 

a)Loan operations and lease operations portfolio

 

  12/31/2015  %  12/31/2014  % 
Public sector  3,182   0.7   4,389   1.0 
Industry and commerce  125,386   26.5   116,506   25.7 
Services  104,226   22.0   99,855   22.1 
Natural resources  25,306   5.3   23,345   5.2 
Other sectors  2,526   0.5   2,242   0.5 
Individuals  213,622   45.0   206,094   45.5 
Total  474,248   100.0   452,431   100.0 

  12/31/2016  %  12/31/2015  % 
Public sector  3,051   0.6   3,182   0.7 
Industry and commerce  112,067   22.8   125,386   26.5 
Services  118,102   24.1   104,226   22.0 
Natural resources  24,362   5.0   25,306   5.3 
Other sectors  2,839   0.6   2,526   0.5 
Individuals  229,945   46.9   213,622   45.0 
Total  490,366   100.0   474,248   100.0 

 

b)Other financial assets(*)

 

  12/31/2015  %  12/31/2014  % 
Natural resources  4,313   0.7   2,444   0.5 
Public sector  197,871   32.7   152,770   31.0 
Industry and commerce  11,856   2.0   12,722   2.6 
Services  89,932   14.9   90,630   18.4 
Other sectors  15,420   2.5   1,665   0.3 
Individuals  546   0.1   396   0.1 
Financial  284,929   47.1   231,999   47.1 
Total  604,867   100.0   492,626   100.0 

  12/31/2016  %  12/31/2015  % 
Natural resources  2,466   0.4   4,313   0.7 
Public sector  249,745   38.7   197,871   32.7 
Industry and commerce  10,435   1.6   11,856   2.0 
Services  2,741   0.4   89,932   14.9 
Other sectors  93,165   14.4   15,420   2.5 
Individuals  290   0.0   546   0.1 
Financial  287,743   44.5   284,929   47.1 
Total  646,585   100.0   604,867   100.0 

(*) Includes financial assets held for trading, derivatives, assets designated at fair value through profit or loss, available-for- saleavailable-for-sale financial assets, held-to-maturity financial assets, interbank deposits and securities purchased under agreements to resell.

 

c)The credit risks of off balance sheet items (endorsements and sureties, letters of credit and commitments to be released) are not categorized or managed by business sector.

 

PerformanceF-147

 

 

Annual Report2015

6.Credit quality of financial assets

 

6.1 The following table shows the breakdown of loans operations and lease operations portfolio considering: loans not overdue and loans overdue either impaired or not impaired:

6.1The following table shows the breakdown of loans operations and lease operations portfolio considering: loans not overdue and loans overdue either impaired or not impaired:

 

 12/31/2015  12/31/2014 
    Loans           Loans    
 Loans not overdue Loans     Loans not Loans overdue    
 overdue and not overdue and   overdue and overdue and and    12/31/2016 12/31/2015 
Internal rating not impaired  impaired  impaired  Total loans  not impaired  not impaired  impaired  Total loans  Loans not
overdue and
not impaired
  Loans
overdue
not
impaired
  Loans
overdue and
impaired
  Total loans  Loans not
overdue and
not impaired
  Loans
overdue and
not impaired
  Loans
overdue
and
impaired
  Total loans 
                 
Lower risk  340,368   3,838   -   344,206   324,908   4,042   -   328,950   363,954   5,543   -   369,497   340,368   3,838   -   344,206 
Satisfactory  76,940   6,489   -   83,429   81,994   6,989   -   88,983   62,883   6,904   -   69,787   76,940   6,489   -   83,429 
Higher risk  12,609   6,847   -   19,456   11,439   5,853   -   17,292   13,767   6,998   -   20,765   12,609   6,847   -   19,456 
Impaired  -   -   27,157   27,157   -   -   17,206   17,206 
Impairment  -   -   30,317   30,317   -   -   27,157   27,157 
Total  429,917   17,174   27,157   474,248   418,341   16,884   17,206   452,431   440,604   19,445   30,317   490,366   429,917   17,174   27,157   474,248 
%  90.7%  3.6%  5.7%  100.0%  92.5%  3.7%  3.8%  100.0%  89.8%  4.0%  6.2%  100.0%  90.7%  3.6%  5.7%  100.0%

 

The following table shows the breakdown of loans operations and lease operations by portfolios of areas and classes, based on indicators of credit quality:

 

  12/31/2015  12/31/2014 
  Lower risk  Satisfactory  Higher risk  Impaired  Total  Lower risk  Satisfactory  Higher risk  Impaired  Total 
Individuals  102,479   60,132   13,030   11,579   187,220   102,184   62,020   12,022   9,727   185,953 
Credit cards  40,297   11,887   2,286   4,072   58,542   39,417   14,234   2,338   3,332   59,321 
Personal  6,234   8,014   9,099   5,049   28,396   7,253   8,932   7,882   3,886   27,953 
Payroll loans  9,582   33,766   844   1,242   45,434   8,113   31,090   696   626   40,525 
Vehicles  14,149   4,292   737   880   20,058   20,570   5,791   1,053   1,633   29,047 
Mortgage loans  32,217   2,173   64   336   34,790   26,831   1,973   53   250   29,107 
                                         
Corporate  122,518   6,132   -   11,339   139,989   123,988   8,191   -   3,749   135,928 
                                         
Small and medium businesses  56,463   13,350   5,199   3,564   78,576   56,917   15,171   4,599   3,225   79,912 
                                         
Foreign loans - Latin America  62,746   3,815   1,227   675   68,463   45,861   3,601   671   505   50,638 
Total  344,206   83,429   19,456   27,157   474,248   328,950   88,983   17,292   17,206   452,431 
%  72.6%  17.6%  4.1%  5.7%  100.0%  72.7%  19.7%  3.8%  3.8%  100.0%

  12/31/2016 12/31/2015
  Lower risk  Satisfactory  Higher risk  Impaired  Total  Lower risk  Satisfactory  Higher risk  Impaired  Total 
Individuals  122,112   38,910   11,362   10,763   183,147   102,479   60,132   13,030   11,579   187,220 
Credit cards  42,432   11,212   1,866   3,512   59,022   40,297   11,887   2,286   4,072   58,542 
Personal  6,414   6,298   8,264   4,837   25,813   6,234   8,014   9,099   5,049   28,396 
Payroll loans  26,624   15,972   609   1,431   44,636   9,582   33,766   844   1,242   45,434 
Vehicles  11,378   2,911   554   591   15,434   14,149   4,292   737   880   20,058 
Mortgage loans  35,264   2,517   69   392   38,242   32,217   2,173   64   336   34,790 
                                         
Corporate  102,162   5,447   7   14,138   121,754   133,779   6,915   206   11,627   152,527 
                                         
Small and medium businesses  40,534   10,084   4,671   3,646   58,935   45,202   12,567   4,993   3,276   66,038 
                                         
Foreign loans - Latin America  104,689   15,346   4,725   1,770   126,530   62,746   3,815   1,227   675   68,463 
Total  369,497   69,787   20,765   30,317   490,366   344,206   83,429   19,456   27,157   474,248 
%  75.4%  14.2%  4.2%  6.2%  100.0%  72.6%  17.6%  4.1%  5.7%  100.0%

 

PerformanceF-148

 

Annual Report2015

 

The table below shows the breakdown of loans operations and lease operations portfolio not overdue and not impaired, by portfolio of segments and classes, based on indicators of credit quality.

 

  12/31/2015  12/31/2014 
  Lower risk  Satisfactory  Higher risk  Total  Lower risk  Satisfactory  Higher risk  Total 
I – Individually evaluated                                
Corporate                                
                                 
Large companies  122,097   5,998   -   128,095   123,249   8,093   -   131,342 
                                 
II- Collectively-evaluated                                
                                 
Individuals  100,819   55,625   8,269   164,713   100,252   56,890   7,746   164,888 
Credit card  39,945   11,086   1,492   52,523   39,097   13,385   1,632   54,114 
Personal  6,166   7,527   6,030   19,723   7,186   8,447   5,469   21,102 
Payroll loans  9,501   33,116   642   43,259   8,000   30,445   523   38,968 
Vehicles  13,584   2,918   84   16,586   19,616   3,509   104   23,229 
Mortgage loans  31,623   978   21   32,622   26,353   1,104   18   27,475 
                                 
Small and medium businesses  55,736   11,904   3,570   71,210   56,221   13,885   3,277   73,383 
                                 
Foreign loans and Latin America  61,716   3,413   770   65,899   45,186   3,126   416   48,728 
                                 
Total  340,368   76,940   12,609   429,917   324,908   81,994   11,439   418,341 

  12/31/2016  12/31/2015 
  Lower risk  Satisfactory  Higher risk  Total  Lower risk  Satisfactory  Higher risk  Total 
I – Individually evaluated Corporate                                
                                
Large companies  101,612   5,076   7   106,695   133,251   6,721   114   140,086 
                                 
II- Collectively-evaluated                                
                                 
Individuals  120,221   34,851   7,155   162,227   100,819   55,625   8,269   164,713 
Credit card  42,158   10,445   1,083   53,686   39,945   11,086   1,492   52,523 
Personal  6,317   5,864   5,538   17,719   6,166   7,527   6,030   19,723 
Payroll loans  26,383   15,606   447   42,436   9,501   33,116   642   43,259 
Vehicles  10,821   1,947   68   12,836   13,584   2,918   84   16,586 
Mortgage loans  34,542   989   19   35,550   31,623   978   21   32,622 
                                 
Small and medium businesses  39,983   9,011   3,235   52,229   44,582   11,181   3,456   59,219 
                                 
Foreign loans and Latin America  102,138   13,945   3,370   119,453   61,716   3,413   770   65,899 
                                 
Total  363,954   62,883   13,767   440,604   340,368   76,940   12,609   429,917 

 

6.1.1 Loan operations and lease operations by portfolios of areas and classes, are classified by maturity as follows (loans overdue not impaired):

 

  12/31/2015  12/31/2014 
  Overdue by  Overdue from  Overdue from     Overdue by  Overdue from  Overdue from    
  up to 30 days  31 to 60 days  61 to 90 days  Total  up to 30 days  31 to 60 days  61 to 90 days  Total 
Individuals  6,306   2,973   1,650   10,929   7,105   2,818   1,414   11,337 
Credit card  978   417   551   1,946   990   461   423   1,874 
Personal  1,992   1,127   505   3,624   1,837   756   371   2,964 
Payroll loans  532   248   153   933   631   176   126   933 
Vehicles  1,706   642   245   2,593   2,781   1,051   353   4,185 
Mortgage loans  1,098   539   196   1,833   866   374   141   1,381 
                                 
Corporate  411   120   23   554   748   89   1   838 
                                 
Small and medium businesses  2,288   1,035   479   3,802   2,137   767   400   3,304 
                                 
Foreign loans - Latin America  1,506   274   109   1,889   984   325   96   1,405 
Total  10,511   4,402   2,261   17,174   10,974   3,999   1,911   16,884 

  12/31/2016  12/31/2015 
  Overdue by
up to 30 days
  Overdue from
31 to 60 days
  Overdue from
61 to 90 days
  Total  Overdue by
up to 30 days
  Overdue from
31 to 60 days
  Overdue from
61 to 90 days
  Total 
Individuals  5,976   2,772   1,410   10,158   6,306   2,973   1,650   10,929 
Credit card  937   442   446   1,825   978   417   551   1,946 
Personal  1,850   993   414   3,257   1,992   1,127   505   3,624 
Payroll loans  439   168   161   768   532   248   153   933 
Vehicles  1,382   448   177   2,007   1,706   642   245   2,593 
Mortgage loans  1,368   721   212   2,301   1,098   539   196   1,833 
                                 
Corporate  790   72   58   920   571   168   73   812 
                                 
Small and medium businesses  1,928   816   316   3,060   2,128   987   429   3,544 
                                 
Foreign loans - Latin America  3,965   899   443   5,307   1,506   274   109   1,889 
Total  12,659   4,559   2,227   19,445   10,511   4,402   2,261   17,174 

 

PerformanceF-149

 

Annual Report2015

 

6.1.2 The table below shows other financial assets, individually evaluated, classified by rating:

 

12/31/2015
 Interbank deposits     Financial assets       Held-to-    
 and securities   designated at fair   Available-for- maturity    
 purchased under Held-for-trading value through profit Derivatives sale financial financial    
12/31/201612/31/2016
Internal rating agreements to resell  financial assets  or loss  assets  assets  assets  Total  Interbank deposits
and securities
purchased under
agreements to resell
  Held-for-trading
financial assets
  Financial assets
designated at fair
value through profit
or loss
  Derivatives
assets
  Available-for-
sale financial
assets
  Held-to-
maturity
financial
assets
  Total 
Lower risk  284,929   164,283   642   26,251   84,284   41,843   602,232   287,743   204,621   1,191   23,943   83,974   39,008   640,480 
Satisfactory  -   26   -   130   889   342   1,387   -   19   -   87   980   294   1,380 
Higher risk  -   2   -   374   308   -   684   -   8   -   201   1,227   -   1,436 
Impairment  -   -   -   -   564   -   564   -   -   -   -   2,096   1,193   3,289 
Total  284,929   164,311   642   26,755   86,045   42,185   604,867   287,743   204,648   1,191   24,231   88,277   40,495   646,585 
%  47.1   27.2   0.1   4.4   14.2   7.0   100.0   44.4   31.7   0.2   3.7   13.7   6.3   100.0 

 

12/31/2014
 Interbank deposits     Financial assets       Held-to-    
 and securities   designated at fair   Available-for- maturity    
 purchased under Held-for-trading value through profit Derivatives sale financial financial    
12/31/201512/31/2015
Internal rating agreements to resell  financial assets  or loss  assets  assets  assets  Total  Interbank deposits
and securities
purchased under
agreements to resell
 Held-for-trading
financial assets
 Financial assets
designated at fair
value through profit
or loss
 Derivatives
assets
 Available-for-
sale financial
assets
 Held-to-
maturity
financial
assets
 Total 
Lower risk  231,999   132,934   733   14,106   78,213   34,434   492,419   284,929   164,283   642   26,251   84,284   41,843   602,232 
Satisfactory  -   7   -   46   68   -   121   -   26   -   130   889   342   1,387 
Higher Risk  -   3   -   4   65   -   72   -   2   -   374   308   -   684 
Impairment  -   -   -   -   14   -   14   -   -   -   -   564   -   564 
Total  231,999   132,944   733   14,156   78,360   34,434   492,626   284,929   164,311   642   26,755   86,045   42,185   604,867 
%  47.1   27.0   0.1   2.9   15.9   7.0   100.0   47.1   27.2   0.1   4.4   14.2   7.0   100.0 

 

PerformanceF-150

 

Annual Report2015

 

6.1.3 Collateral held for loan and lease operations portfolio

 

 12/31/2015  12/31/2014 
      (II) Under-collateralized          
 (I) Over-collateralized assets  assets  (I) Over-collateralized assets  (II) Under-collateralized assets 
 Carrying     Carrying     Carrying     Carrying     12/31/2016 12/31/2015 
 value of the Fair value of value of the Fair value of value of the Fair value of value of the Fair value of  (l) Over-collateralized assets  (II) Under-collateralized
assets
  (l) Over-collateralized assets  (II) Under-collateralized assets 
Financial effect of collateral assets  collateral  assets  collateral  assets  collateral  assets  collateral  Carrying
value of the
assets
  Fair value of
collateral
  Carrying
value of the
assets
  Fair value of
collateral
  Carrying
value of the
assets
  Fair value of
collateral
  Carrying
value of the
assets
  Fair value of
collateral
 
Individuals  54,640   135,202   639   572   57,340   137,641   720   627   51,587   128,555   790   743   54,640   135,202   639   572 
Personal  495   1,204   448   419   561   1,160   214   182   443   1,297   682   652   495   1,204   448   419 
Vehicles  19,390   50,662   189   152   27,869   66,366   458   403   13,039   35,995   107   90   19,390   50,662   189   152 
Mortgage loans  34,755   83,336   2   1   28,910   70,115   48   42   38,105   91,263   1   1   34,755   83,336   2   1 
                                                                
Small, medium businesses and corporate  169,560   481,916   7,968   2,932   166,376   447,109   6,416   3,035   122,353   368,937   12,324   6,729   169,560   481,916   7,968   2,932 
                                                                
Foreign loans - Latin America  57,680   89,531   7,715   6,042   42,089   61,349   4,165   3,311   97,374   155,923   9,420   4,803   57,680   89,531   7,715   6,042 
                                                                
Total  281,880   706,649   16,322   9,546   265,805   646,099   11,301   6,973   271,314   653,415   22,534   12,275   281,880   706,649   16,322   9,546 

 

The difference between the total loan portfolio and collateralized loan portfolio is generated by non-collateralized loans amounting to R$ 176,046196,518 (R$ 175,325176,046 at 12/31/2014)2015).

 

ITAÚ UNIBANCO HOLDING uses collateral to reduce the occurrence of losses in operations with credit risk and manages and regularly reviews its collateral with the objective that collateral held is sufficient, legally exercisable (effective) and feasible. Thus, collateral is used to maximize the recoverability potential of impaired loans and not to reduce the exposure value of customers and counterparties.

 

Individuals

Personal– This category of credit products usually requires collateral, focusing on endorsements and sureties.

Vehicles– For this type of operation, clients' assets serve as collateral, which are also the leased assets in leasing operations.

Mortgage loans– Regards buildings themselves given in guarantee.

 

Small, Medium Businesses and Corporate –For these operations, any collateral can be used within the credit policy of ITAÚ UNIBANCO HOLDING (chattel mortgage, assignment trust,assignmenttrust, surety / joint debtor, Mortgage and others).

 

Foreign loans – Latin America–For these operations, any collateral can be used within the credit policy of ITAÚ UNIBANCO HOLDING (chattel mortgage, assignment trust, surety/joint debtor,jointdebtor, Mortgage and others).

 

PerformanceF-151

 

 

7.Repossessed assets

Annual Report2015

7.Repossessed assets

 

Repossessed assets are recognized as assets when possession is effectively obtained.

 

Assets received from the foreclosure of loans, including real estate, are initially recorded at the lower of: (i) the fair value of the asset less the estimated selling expenses, or (ii) the carrying amount of the loan.

 

Further impairment of assets is recorded as a provision, with a corresponding charge to income. The maintenance costs of these assets are expensed as incurred.

 

The policy for sales of these assets (assets not for use) includes periodic auctions that are announced in advance and considers that the assets cannot be held for more than one year as stipulated by the BACEN. This period may be extended at the discretion of BACEN.

 

The amounts below represent total assets repossessed in the period:

 

 01/01 to 01/01 to 01/01 to  01/01 to 01/01 to 
 12/31/2015  12/31/2014  12/31/2013  12/31/2016 12/31/2015 
Real estate not for own use  133   52   2   13   133 
Residential properties - mortgage loans  256   86   93   411   256 
Vehicles - linked to loan operations  18   6   1   14   18 
Other (Vehicles / Furniture / Equipments) - Dation  37   22   12 
Other (vehicles / furniture / equipments) - dation  172   37 
Total  444   166   108   610   444 

 

PerformanceF-152

 

Annual Report2015

 

Market risk

 

Market risk is the possibility of incurring financial losses arising from the changes in the market value of positions held by a financial institution, including the risks of transactions subject to foreign exchange variation, interest rates, share prices, price indexes and commodity prices, among other indices related to risk factors.

 

Market risk management is the process through which the ITAÚ UNIBANCO HOLDING monitors and controls the risks of variations in financial instruments market values due market changes, aimed at optimizing the risk-return ratio, by using an appropriate structure of limits, alerts, models and adequate management tools.

 

The policy of risk management the ITAÚ UNIBANCO HOLDING is in line with the principles of CMN Resolution No. 3,464 of June 26, 2007, and posterior amendments, comprising a set of principles that drive the institution’s strategy of control and management of market risks in all business units and legal entities of ITAÚ UNIBANCO HOLDING.

 

The document set forth by the corporate guidelines on market risk management, that is not part of the financial statements, may be viewed on the websitewww.itau.com.br/relacoes-com-investidores, in the section Corporate Governance / Rules and Policies/Policies / Public Access Report - Market Risk.

 

The risk management strategy of ITAÚ UNIBANCO HOLDING tries to achieve a balance between business objectives, considering among others:

 

·Political, economic and market context;

 

·Portfolio profile of ITAÚ UNIBANCO HOLDING;

 

·Capacity to operate in specific markets.

 

The process for managing the market risk of ITAÚ UNIBANCO HOLDING is conducted within the governance and hierarchy of committees and a framework of limits and warnings approved specifically for this purpose, covering different levels and classes of market risk (such as interest rate, and exchange variation risk, among others). This framework of limits and warnings covers from the monitoring of risk aggregate indicators (portfolio level) to granular limits (individual desk level). The framework of market risk ranges from the risk factor level, with specific limits aiming at improving the risk monitoring and understanding process, and at avoiding risk concentration. These limits are quantified by assessing the forecasted results of the balance sheet, size of stockholders’ equity, liquidity, markets complexity and volatility and the institution’s appetite for risk. Limits are monitored daily and excesses and potential violations are reported and discussed for each established limit:

 

·Within one business day, for management of business units in charge and executives of the risk control area and business areas; and

 

·Within one month, for proper committees.

 

Daily risk reports, used by the business and control areas,departments, are issued to the topfor senior management. Additionally, the risk control and management process is submitted to periodic reviews.reviews for the purpose of keeping it in line with the best market practices and adherent to the ongoing improvement processes at ITAÚ UNIBANCO HOLDING.

 

The structure of limits and alerts follows the Board of Directors' guidelines and is approved by panels. The process to definite limit levels and violation reports follow the governance to approve the internal policies of ITAÚ UNIBANCO HOLDING. The information flow established aims at disseminating information to the several levels of executives of the institution, including the members of the Executive Board, by means of the Committees in charge of risk management. This limit and warning framework increases effectiveness and the control coverage is reviewed at least on an annual basis.

 

The purpose of market risk of ITAÚ UNIBANCO HOLDING structure is:

 

·Providing visibility and assurance to all executive levels that the assumption of market risks is in line with ITAÚ UNIBANCO HOLDING and the risk-return objective;

 

·Promoting disciplined and educated discussion on the global risk profile and its evolution over time;

 

·Increasing transparency on the way the business seeks to optimize results;

 

·Providing early warning mechanisms in order to make the effective risk management easier, without jeopardizing the business purposes; and

 

F-153

·Monitoring and avoiding risk concentration.

The market risk control and management process is periodically reviewed with the purpose of keeping the process aligned with best market practices and complies with continuous improvement processes at ITAÚ UNIBANCO HOLDING.

PerformanceF-153

Annual Report2015

 

The market risk is controlled by an area independent from the business areas, which is responsible for the daily activities of: (i) risk measurement and assessment, (ii) monitoring of stress scenarios, limits and warnings, (iii) application, analysis and tests of stress scenarios, (iv) risk reporting for individuals responsible within the business areas, in compliance with governance of ITAÚ UNIBANCO HOLDING, (v) monitoring of actions required for adjustment of positions and/or risk levels to make them feasible, and (vi) support to the launch of new financial products with security. For that purpose, ITAÚ UNIBANCO HOLDING has a structured reporting and information process and an information flow that provides input for the follow-up by committees and complies with the requirements of Brazilian and foreign regulatory agencies.

 

ITAÚ UNIBANCO HOLDING hedges transactions with clients and proprietary positions, including foreign investments, aiming at mitigating risks arising from fluctuations in market factors and maintaining the classification the transactions into the current exposure limits. Derivatives are the most frequently used instruments for these hedges. When these transactions are designed for as hedge accounting, specific supporting documentation is prepared, including continuous review of the hedge effectiveness (retrospective and prospective) and other changes in the accounting process. Accounting and managerial hedge are governed by corporate guidelines of ITAÚ UNIBANCO HOLDING.

 

For a detailed vision of the accounting hedge topic, see Note 9 – Hedge accounting is treated in detail in the financial statement notes.accounting.

 

The market risk structure categorizes transactions as part of either the banking portfolio or the trading portfolio, in accordance with general criteria established by the National Monetary Council Resolution No. 3,464 and BACEN Circular No. 3,354.3,354 of July 27, 2007.

 

The trading portfolio consists of all transactions involving financial instruments and goods, including derivatives, which are carried out with the intention of trading.

 

The banking portfolio is basically characterized by transactions from the banking business and transactions related to the management of the balance sheet of the institution. It has the no-intention of resale and medium and longtermlong term time horizons as general guidelines.

 

Exposures to market risks inherent in the many different financial instruments, including derivatives, are broken down into a number of risk factors, primary market components for pricing. The main risk factors measured by ITAÚ UNIBANCO HOLDING are:

 

·Interest rates risk:rates: the risk of financial losses on operationsfrom transactions subject to interest rates variations;rate variations, foreign-currency coupons and price-index coupons;

·Foreign exchange-linked:Currencies: the risk of losses arising from positions in transactions which are subject to a foreign exchange-linked interest rate;exchange rate variation;

·Foreign exchange rates:Shares: the risk of losses in operationsfrom transactions subject to foreign exchange variation;share price variations;

·Price index-linked: risk of financial losses on operations subject to changes in price index coupon rates;

·Variable income:Commodities: the risk of losses in operationsfrom transactions subject to variation in goods prices and commodities.commodity price variations.

 

The CMN has regulations that establish the segregation of exposure to market risk at least in the following categories: interest rate, exchange rate, shares and commodities. Inflation rates are addressed as a group of risk factors and received the same treatment as the other risk factors, such as interest rates, exchange rates, etc., and follow the structure of risk and limits governance adopted by ITAÚ UNIBANCO HOLDING to manage market risk.

 

Market risk is analyzed based on the following metrics:

 

·Value at risk (VaR): statistical metric that estimates the expected maximum potential economic loss under normal market conditions, taking into consideration a certain time horizon and confidence level;

 

·Losses in stress scenarios (Stress test): simulation technique to assess the behavior of assets, liabilities and derivatives of a portfolio when several risk factors are taken to extreme market situations (based on prospective and historical scenarios) in the portfolio;

 

·Stop loss: metrics which purpose is to review positions, should losses accumulated in a certain period reach a certain amount;

 

·Concentration: cumulative exposure of a certain financial instruments or risk factor calculated at market value (“MtM – Mark to Market”); and

 

·Stressed VaR: statistical metric resulting from the VaR calculation, with the purpose of capturing the highest risk in simulations for the current portfolio, considering the returns that can be observed in historic scenarios of extreme volatility.

 

PerformanceF-154

 

Annual Report2015

 

In addition to the risk measures, sensitivity and loss control measures are also analyzed. They comprise:

 

·Gap analysis: accumulated exposure, by risk factor, of cash flows expressed at market value, allocated at the maturity dates;

 

·Sensitivity (DV01 – Delta Variation): the impact on the cash flows market value when submitted to an one annual basis point increase in the current interest rates or index rate;

 

·Sensitivity to the Several Risk Factors (Greeks): partial derivatives of an options portfolio in relation to the underlying assets price, implicit volatility, interest rate and timing.

 

ITAÚ UNIBANCO HOLDING uses proprietary systems to measure the consolidated market risk. The processing of these systems principally takes place in São Paulo,occur, in an access-controlled environment, being highly available, which has data safekeeping and recovery processes, and counts on such an infrastructure to ensure the continuity of business in contingency (disaster recovery) situations.

 

VaR - Consolidated ITAÚ UNIBANCO HOLDING

 

The Consolidated VaR of ITAÚ UNIBANCO HOLDING is calculated bythrough the Historical Simulation method. This methodology, performs a full revaluationwhich fully reflects all its positions based on the historical series of all positions throughasset prices. In the actual historical distributionfirst quarter of assets.2016, o ITAÚ UNIBANCO HOLDING opted for including the exposures of each foreign unit in the calculation of ITAÚ UNIBANCO HOLDING’s Consolidated VaR, so as to take into account the risk factors of these units, thus improving the methodology used.

 

The Consolidated Total VaR table provides an analysis of the exposure to market risk of ITAÚ UNIBANCO HOLDING portfolios, and to its foreign subsidiaries by showing where the largest concentrations of market risk are found. (foreign subsidiaries: Itau BBA International plc, Banco Itaú Argentina S.A., Banco Itaú Chile S.A., Banco Itaú Uruguai S.A., Banco Itaú Paraguai S.A. and Itaú BBA Colombia S.A. – Corporación Financiera).portfolios.

 

ITAÚ UNIBANCO HOLDING maintaining its conservative management and portfolio diversification, continued with its policy of operating within low limits in relation to its capital in the period. In this quarter, the Total Average VaR remained lower than 1% of ITAÚ UNIBANCO HOLDING`s stockholders` equity, in line with that recorded in the previous quarter.

 

From January 1st to December 31, 2015,2016, the average total VaR in Historical Simulation was R$ 207.0 million,236.6, or 0.18% of total stockholders’ equity (throughout 20142015 it was R$ 131.9 million207.0 or 0.13%0.18% of total stockholders’ equity).

 

  (in R$ million) 
  VaR Total - Historical Simulation 
  12/31/2015  12/31/2014 
  Average  Minimum  Maximum  Var Total  Average  Minimum  Maximum  Var Total 
                         
Risk factor group                                
Brazilian interest rate  131.9   78.2   236.4   121.2   92.4   37.0   161.8   124.8 
Other interest rate  93.6   75.1   139.2   108.6   60.4   21.1   93.2   83.6 
FX rate  47.2   11.3   118.6   13.1   36.1   3.6   141.2   26.5 
Brazilian inflation indexes  134.1   103.9   294.9   108.9   99.1   45.9   162.9   115.7 
Equities and commodities  28.5   17.2   70.4   59.3   22.8   10.4   60.7   22.5 
                                 
Foreign units(1)                                
Itaú BBA International(4)  3.2   1.0   10.1   3.0   1.1   0.4   2.3   1.6 
Itaú Argentina(2)  8.5   1.9   118.1   7.8   4.0   0.9   18.8   1.9 
Itaú Chile(2)  7.5   4.5   14.0   4.7   3.3   1.3   5.5   5.3 
Itaú Uruguai(3)  2.0   0.9   4.1   2.6   1.6   0.8   2.6   2.1 
Itaú Paraguai(4)  3.8   1.3   7.8   7.6   1.3   0.6   3.6   3.5 
Itaú BBA Colombia(2)  1.2   0.3   1.7   0.4   0.4   0.1   1.2   0.5 
                                 
Effect of diversification              (233.3)              (194.9)
Total risk  207.0   152.3   340.7   204.0   131.9   59.0   227.7   193.1 

(1) Determined in local currency and converted into Reais at the daily quotation

(2) VaR calculated using historical simulation as from the 1st quarter of 2015.

(3) VaR calculated using historical simulation as from the third quarter of 2015.

(4) VaR calculated using historical simulation as from this quarter.

  (in R$ million) 
  VaR Total - Historical Simulation 
  12/31/2016(1)  12/31/2015(2) 
  Average  Minimum  Maximum  Var Total  Average  Minimum  Maximum  Var Total 
Risk factor group                                
Interest rates  482.5   323.7   607.4   607.4   363.5   314.2   606.4   347.1 
Currencies  18.4   6.8   33.2   17.0   47.1   11.3   118.6   12.3 
Shares  45.2   34.0   63.3   44.3   16.9   6.9   57.2   46.9 
Commodities  1.7   0.7   4.0   0.8   1.8   0.8   8.5   2.1 
Effect of diversification              (339.7)              (204.4)
Total risk  236.6   155.1   341.5   329.8   207.0   152.3   340.7   204.0 
(1)VaR by Risk factor group includes information from foreign units.
(2)VaR by Risk factor group does not include information from foreign units.

 

PerformanceF-155

 

Annual Report2015

 

Interest rate

 

The table on the position of accounts subject to interest rate risk group them by products, book value of accounts distributed by maturity. This table is not used directly to manage interest rate risks; it is mostly used to enable the assessment of mismatching between accounts and products associated thereto and to identify possible risk concentration.

 

The following table sets forth our interest-earning assets and interest-bearing liabilities and therefore does not reflect interest rate gap positions that may exist as of any given date. In addition, variations in interest rate sensitivity may exist within the repricing periods presented due to differing repricing dates within the period.

 

Position of accounts subject to interest rate risk(1)

 

  12/31/2015  12/31/2014 
  0-30  31-180  181-365  1-5  Over 5     0-30  31-180  181-365  1-5  Over 5    
  days  days  days  years  years  Total  days  days  days  years  years  Total 
Interest-bearing assets  376,617   203,639   97,021   277,995   186,609   1,141,881   305,708   226,073   97,686   257,420   117,884   1,004,771 
Interbank deposits  23,454   3,436   2,879   753   3   30,525   15,879   2,259   3,997   946   -   23,081 
Securities purchased under agreements to resell  196,402   57,997   5   -   -   254,404   146,898   62,020   -   -   -   208,918 
Central Bank compulsory deposits  62,766   -   -   -   -   62,766   59,714   -   -   -   -   59,714 
Held-for-trading financial assets  12,872   9,413   13,649   57,700   70,677   164,311   10,142   25,770   17,539   57,074   22,419   132,944 
Financial assets held for trading and designated at fair value through profit or loss  -   -   -   642   -   642   -   322   171   240   -   733 
Available-for-sale financial assets  3,903   7,106   11,914   35,098   28,024   86,045   5,251   9,679   7,290   29,743   26,397   78,360 
Held-to-maturity financial assets  342   -   319   14,500   27,024   42,185   44   264   672   13,609   19,845   34,434 
Derivatives  6,040   7,152   2,653   8,116   2,794   26,755   2,408   4,073   2,238   3,682   1,755   14,156 
Loan and lease operations portfolio  70,838   118,535   65,602   161,186   58,087   474,248   65,372   121,686   65,779   152,126   47,468   452,431 
Interest-bearing liabilities  290,908   98,129   74,635   316,852   72,968   853,492   270,976   85,050   60,179   277,952   57,274   751,431 
Savings deposits  111,319   -   -   -   -   111,319   118,449   -   -   -   -   118,449 
Time deposits  13,465   19,252   13,277   57,694   1,562   105,250   11,705   23,656   7,775   61,794   3,536   108,466 
Interbank deposits  4,475   8,727   1,012   735   -   14,949   4,687   13,173   762   503   -   19,125 
Deposits received under repurchase agreements  144,750   15,186   21,262   134,708   20,737   336,643   125,663   11,280   15,150   120,639   15,951   288,683 
Interbank market  8,056   42,525   29,966   62,654   13,685   156,886   8,043   31,076   29,699   44,367   9,401   122,586 
Institutional market  4,988   5,123   5,748   42,938   35,121   93,918   624   2,520   3,910   39,516   26,672   73,242 
Derivatives  3,850   7,309   3,348   14,715   1,849   31,071   1,728   3,205   2,880   8,001   1,536   17,350 
Financial liabilities held for trading  5   7   22   364   14   412   77   140   3   122   178   520 
Liabilities for capitalization plans  -   -   -   3,044   -   3,044   -   -   -   3,010   -   3,010 
Difference asset / liability(2)  85,709   105,510   22,386   (38,857)  113,641   288,389   34,732   141,023   37,507   (20,532)  60,610   253,340 
Cumulative difference  85,709   191,219   213,605   174,748   288,389       34,732   175,755   213,262   192,730   253,340     
Ratio of cumulative difference to total interest-bearing assets  7.5%  16.7%  18.7%  15.3%  25.3%      3.5%  17.5%  21.2%  19.2%  25.2%    

(1) Remaining contractual terms.

(2) The difference arises from the mismatch between the maturities of all remunerated assets and liabilities, at the respective period-end date, considering the contractually agreed terms.

  12/31/2016  12/31/2015 
  0-30
days
  31-180
days
  181-365
days
  1-5
years
  Over 5
years
  Total  0-30
days
  31-180
days
  181-365
days
  1-5
years
  Over 5
years
  Total 
                                     
Interest-bearing assets  389,843   219,332   95,331   347,743   167,400   1,219,649   376,617   203,639   97,021   277,995   186,609   1,141,881 
Interbank deposits  13,286   4,676   3,541   1,189   -   22,692   23,454   3,436   2,879   753   3   30,525 
Securities purchased under agreements to resell  201,525   63,180   35   281   30   265,051   196,402   57,997   5   -   -   254,404 
Central Bank compulsory deposits  82,698   -   -   -   -   82,698   62,766   -   -   -   -   62,766 
Held-for-trading financial assets  6,971   14,194   13,041   118,050   52,392   204,648   12,872   9,413   13,649   57,700   70,677   164,311 
Financial assets held for trading and designated at fair value through profit or loss  -   -   1,191   -   -   1,191   -   -   -   642   -   642 
Available-for-sale financial assets  5,994   10,539   7,103   38,969   25,672   88,277   3,903   7,106   11,914   35,098   28,024   86,045 
Held-to-maturity financial assets  1,370   528   600   19,376   18,621   40,495   342   -   319   14,500   27,024   42,185 
Derivatives  5,815   5,470   2,826   6,940   3,180   24,231   6,040   7,152   2,653   8,116   2,794   26,755 
Loan and lease operations portfolio  72,184   120,745   66,994   162,938   67,505   490,366   70,838   118,535   65,602   161,186   58,087   474,248 
Interest-bearing liabilities  325,241   90,652   111,907   287,433   62,298   877,531   290,908   98,129   74,635   316,852   72,968   853,492 
Savings deposits  108,250   -   -   -   -   108,250   111,319   -   -   -   -   111,319 
Time deposits  30,555   28,248   17,110   78,032   2,329   156,274   13,465   19,252   13,277   57,694   1,562   105,250 
Interbank deposits  1,176   1,918   625   36   2   3,757   4,475   8,727   1,012   735   -   14,949 
Deposits received under repurchase agreements  172,411   6,844   55,314   97,056   17,539   349,164   144,750   15,186   21,262   134,708   20,737   336,643 
Interbank market  6,535   38,590   30,227   50,590   9,541   135,483   8,056   42,525   29,966   62,654   13,685   156,886 
Institutional market  951   11,490   6,612   46,883   30,303   96,239   4,988   5,123   5,748   42,938   35,121   93,918 
Derivatives  5,294   3,555   1,961   11,394   2,494   24,698   3,850   7,309   3,348   14,715   1,849   31,071 
Financial liabilities held for trading  69   7   58   295   90   519   5   7   22   364   14   412 
Liabilities for capitalization plans  -   -   -   3,147   -   3,147   -   -   -   3,044   -   3,044 
Difference asset / liability(2)  64,602   128,680   (16,576)  60,310   105,102   342,118   85,709   105,510   22,386   (38,857)  113,641   288,389 
Cumulative difference  64,602   193,282   176,706   237,016   342,118       85,709   191,219   213,605   174,748   288,389     
Ratio of cumulative difference to total interest-bearing assets  5.3%  15.8%  14.5%  19.4%  28.1%      7.5%  16.7%  18.7%  15.3%  25.3%    
(1)Remaining contractual terms.
(2)The difference arises from the mismatch between the maturities of all remunerated assets and liabilities, at the respective period-end date, considering the contractually agreed terms.

 

PerformanceF-156

 

Annual Report2015

 

Position of accounts subject to currency risk

 

 12/31/2015 
   Chilean      12/31/2016 
Assets Dollar  Peso  Other  Total  Dollar  Chilean
Peso
  Other  Total 
Cash and deposits on demand  6,060   779   4,611   11,450   6,719   1,581   3,164   11,464 
Central Bank compulsory deposits  234   503   6,435   7,172   81   -   5,288   5,369 
Interbank deposits  16,281   2,093   4,649   23,023   8,860   1,007   6,781   16,648 
Securities purchased under agreements to resell  1,966   56   87   2,109   199   112   660   971 
Financial assets held for trading  6,125   73   907   7,105   6,833   305   3,607   10,745 
Financial assets designated at fair value through profit or loss  642   -   -   642   1,191   -   -   1,191 
Derivatives  9,581   1,279   37   10,897   5,313   4,873   452   10,638 
Available-for-sale financial assets  28,833   3,063   1,928   33,824   22,513   8,337   3,898   34,748 
Held-to-maturity financial assets  14,807   -   -   14,807   12,519   -   540   13,059 
Loan operations and lease operations portfolio, net  63,456   36,776   20,931   121,163   43,641   73,325   41,034   158,000 
Total assets  147,985   44,622   39,585   232,192   107,869   89,540   65,424   262,833 

 

 12/31/2015  12/31/2016 
Liabilities Dollar  

Chilean

Peso

  Other  Total  Dollar  Chilean
Peso
  Other  Total 
Deposits  55,539   25,811   30,657   112,007   37,824   51,330   47,331   136,485 
Securities sold under repurchase agreements  23,405   240   142   23,787   18,353   27   2,558   20,938 
Financial liabilities held for trading  412   -   -   412   519   -   -   519 
Derivatives  9,179   1,396   429   11,004   4,783   4,105   282   9,170 
Interbank market debt  59,203   3,796   821   63,820   34,659   5,932   2,451   43,042 
Institutional market debt  44,901   8,112   334   53,347   37,077   23,643   3,284   64,004 
Total liabilities  192,639   39,355   32,383   264,377   133,215   85,037   55,906   274,158 
                                
Net position  (44,654)  5,267   7,202   (32,185)  (25,346)  4,503   9,518   (11,325)

 

 12/31/2014  12/31/2015 
Assets Dollar  

Chilean

Peso

  Other  Total  Dollar  Chilean
Peso
  Other  Total 
Cash and deposits on demand  6,607   656   2,872   10,135   6,060   779   4,611   11,450 
Central Bank compulsory deposits  292   303   4,035   4,630   234   503   6,435   7,172 
Interbank deposits  12,274   1,055   1,877   15,206   16,281   2,093   4,649   23,023 
Securities purchased under agreements to resell  166   1   -   167   1,966   56   87   2,109 
Financial assets held for trading  7,469   144   940   8,553   6,125   73   907   7,105 
Financial assets designated at fair value through profit or loss  733   -   -   733   642   -   -   642 
Derivatives  5,632   1,030   109   6,771   9,581   1,279   37   10,897 
Available-for-sale financial assets  18,897   2,435   1,342   22,674   28,833   3,063   1,928   33,824 
Held-to-maturity financial assets  10,332   -   -   10,332   14,807   -   -   14,807 
Loan operations and lease operations portfolio, net  63,371   26,490   16,157   106,018   63,456   36,776   20,931   121,163 
Total assets  125,773   32,114   27,332   185,219   147,985   44,622   39,585   232,192 

 

 12/31/2014  12/31/2015 
Liabilities Dollar  

Chilean

Peso

  Other  Total  Dollar  Chilean
Peso
  Other  Total 
Deposits  57,875   19,929   28,813   106,617   55,539   25,811   30,657   112,007 
Securities sold under securities repurchase agreements  14,913   181   250   15,344   23,405   240   142   23,787 
Financial liabilities held for trading  520   -   -   520   412   -   -   412 
Derivatives  5,402   1,088   28   6,518   9,179   1,396   429   11,004 
Interbank market debt  39,935   2,823   540   43,298   59,203   3,796   821   63,820 
Institutional market debt  31,519   4,425   286   36,230   44,901   8,112   334   53,347 
Total liabilities  150,164   28,446   29,917   208,527   192,639   39,355   32,383   264,377 
                                
Net position  (24,391)  3,668   (2,585)  (23,308)  (44,654)  5,267   7,202   (32,185)

 

The exposure to share price risk is disclosed in Note 7 related to financial assets held for trading and Note 10, related to available-for-sale financial assets.

 

PerformanceF-157

 

Annual Report2015

 

Liquidity risk

 

Liquidity risk is defined as the existence of imbalances between marketable assets and liabilities due – mismatching between payments and receipts - which may affect payment capacity of ITAÚ UNIBANCO HOLDING, taking into consideration the different currencies and payment terms and their respective rights and obligations.

 

Policies and procedures

 

The management of liquidity risks seeks to guarantee liquidity sufficient to support possible outflows in market stress situations, as well as the compatibility between funding and the terms and liquidity of assets.

 

ITAÚ UNIBANCO HOLDING has a structure dedicated to improve the monitoring, control and analysis, through models of projections of the variables that affect cash flows and the level of reserves in local and foreign currencies.

 

The document that details the guidelines established by the internal policy on liquidity risk management, that is not part of the financial statements, may be viewed on the websitewww.itau.com.br/relacoes-com-investidores,, in the section Corporate Governance/Rules and Policies / Public Access Report – Liquidity Risk.

 

The liquidity risk measurement process makes use of corporate and own in-house developed application systems. ITAÚ UNIBANCO HOLDING manages proprietary IT systems to support the liquidity risk measurement process.

 

Additionally, ITAÚ UNIBANCO HOLDING establishes guidelines and limits. Compliance with these guidelines and limits is periodically analyzed in technical committees, and their purpose is to provide an additional safety margin to the minimum projected needs. The liquidity management policies and the respective limits are established based on prospective scenarios periodically reviewed and on the definitions of the top management.

 

These scenarios may be reviewed in view of cash requirements resulting from atypical market situations or arising from strategic decisions of ITAÚ UNIBANCO HOLDING.

 

In compliance with the requirements of CMN Resolution No. 4,090 of May 24, 2012 and BACEN Circular N° 3,749 of March 5, 2015 , the Statement of Liquidity Risk (DRL) is sent to BACEN on a monthly basis, and the following items for monitoring and supporting decisions are periodically prepared and submitted to top management:

 

·Different scenarios projected for changes in liquidity;
·Contingency plans for crisis situations;
·Reports and charts that describe the risk positions;
·Assessment of funding costs and alternative sources of funding;
·Monitoring of changes in funding through a constant control over sources of funding, considering the type of investor and maturities, among other factors;

 

In compliance with Circular nº 3.724 of BACEN, banks holding total assets over R$ 100 billion are required, since October 2015, to report a standardized Liquidity Coverage Ratio (LCR) ratio to the Central Bank of Brazil. This ratio is calculated based on a methodology defined by the Central Bank of Brazil itself, and is in line with international of Basileia.

The summarized calculation of the indicator is as follows. In 2016, the minimum indicator requirement is 70%. For more detail on the short-term liquidity indicator, that is not part of the financial statements, visitinvestor- relations,sectionCorporate Governance / Risk and Capital Management – Pillar 3.

F-158

Information on the Liquidity Coverage Ratio (LCR)4th quarter 2016
Total Adjusted Amount(1)
Total high-quality liquid assets (2)180,957
Total potential cash outflows (3)85,018
Liquidity Coverage Ratio (%)212.8%

(1) Corresponds to the amount calculated after the application of weighting factors and limits established by BACEN Circular No. 3,749.

(2) HQLA - High quality liquid assets: balance in the stock, which in certain cases weighted by a discount factor, of assets that remain liquid in the markets during a stress period, which can be easily converted into cash and that pose low risk.

(3) Potential cash outflows calculated in standardized stress, determined by Circular No. 3.749 (outflows), subtracted from (i) potential cash inflows calculated under standardized stress, set forth by Circular No. 3,749 and (ii) 75% x Outflows, whichever is lower.

Primary sources of funding

 

ITAÚ UNIBANCO HOLDING has different sources of funding, of which a significant portion is from the retail segment. Total funding from clients reached R$ 586.2612.7 billion (R$ 538.1586.2 billion at 12/31/2014)2015), particularly funding from time deposits. A considerable portion of these funds – 34.5%34.0% of total, or R$ 202.1207.4 billion – is available on demand to the client. However, the historical behavior of the accumulated balance of the two largest items in this group – demand and savings deposits - is relatively consistent with the balances increasing over time and inflows exceeding outflows for monthly average amounts.

 

PerformanceF-158

Annual Report2015

 12/31/2015  12/31/2014  12/31/2016 12/31/2015 
Funding from clients 0-30 days  Total  %  0-30 days  Total  %  0-30 days  Total  %  0-30 days  Total  % 
Deposits  190,352   292,610       183,574   294,773       201,113   329,414       190,352   292,610     
Demand deposits  61,092   61,092   10.4   48,733   48,733   9.1   61,133   61,133   10.0   61,092   61,092   10.4 
Savings deposits  111,319   111,319   19.0   118,449   118,449   22.0   108,250   108,250   17.7   111,319   111,319   19.0 
Time deposits  13,465   105,250   18.0   11,705   108,466   20.2   30,554   156,274   25.5   13,465   105,250   18.0 
Other  4,476   14,949   2.6   4,687   19,125   3.5   1,176   3,757   0.6   4,476   14,949   2.6 
Funds from acceptances and issuance of securities(1)  4,128   75,590   12.9   3,959   47,750   8.9   3,091   93,711   15.3   4,128   75,590   12.9 
Funds from own issue(2)  2,863   152,215   25.9   2,840   139,910   26.0   2,561   132,149   21.6   2,863   152,215   25.9 
Subordinated debt  4,722   65,785   11.2   174   55,617   10.3   628   57,420   9.4   4,722   65,785   11.2 
Total  202,065   586,200   100.0   190,547   538,050       207,393   612,694   100.0   202,065   586,200   100 

(1) Includes mortgage notes, real estate credit bills, agribusiness, financial and structured operations certificates recorded in interbank market and debts and liabilities for issuance of debentures and foreign borrowing and securities recorded in funds from institutional markets.

(2) Refer to deposits received under securities repurchase agreements with securities from own issue.

 

Control over liquidity

 

ITAÚ UNIBANCO HOLDING manages its liquidity reserves based on estimates of funds that will be available for investment, considering the continuity of business in normal conditions.

 

During the period of 2015,2016, ITAÚ UNIBANCO HOLDING maintained appropriate levels of liquidity in Brazil and abroad. Liquid assets (cash and deposits on demand, securities purchased under agreements to resell - funded position and government securities – available, detailed in the table Undiscounted future flows – Financial assets) totaled R$ 156.6177.5 billion and accounted for 77.5%84.2% of the short term redeemable obligations, 26.7%28.5% of total funding, and 18.1%19.0% of total assets.

 

The table below shows the indicators used by ITAÚ UNIBANCO HOLDING in the management of liquidity risk:

 

Liquidity indicators 12/31/2016
%
  12/31/2015
%
 
Net assets (1) / funds within 30 days (2)  84.2   77.5 
Net assets (1) / total funds (3)  28.5   26.7 
Net assets (1) / total assets (4)  19.0   18.1 

  12/31/2015  12/31/2014 
Liquidity indicators %  % 
Net assets(1) / funds within 30 days(2)  77.5   72.1 
Net assets(1) / total funds(3)  26.7   25.5 
Net assets(1) / total assets(4)  18.1   17.0 

(1) Net assets: Cash and deposits on demand, Securities purchased under agreements to resell – Funded position and Government securities - available. Detailed in the table Undiscounted future flows – Financial assets.

(2) Table Funding from clients (Total Funding from clients 0-30 days).

(3) Table funding from clients (Total funding from clients).

(4) Detailed in the table Undiscounted future flows – Financial assets, total present value regards R$ 863,180918,080 (R$ 809,448863,180 at 12/31/2014)2015).

 

PerformanceF-159

 

Annual Report2015

 

The following table presents assets and liabilities according to their remaining contractual maturities, considering their undiscounted flows.

 

Undiscounted future flows except for derivatives 12/31/2015  12/31/2014  12/31/2016  12/31/2015 
Financial assets(1) 

0 - 30

days

 

31 - 365

days

 

366 - 720

days

 

Over 720

days

  Total  

0 - 30

days

 

31 - 365

days

 

366 - 720

days

 

Over 720

days

  Total  0 - 30
days
 31 - 365
days
 366 - 720
days
 Over 720
days
 Total 0 - 30
days
 31 - 365
days
 366 - 720
days
 Over 720
days
 Total 
Cash and deposits on demand  18,544   -   -   -   18,544   17,527   -   -   -   17,527   18,542   -   -   -   18,542   18,544   -   -   -   18,544 
                                                                                
Interbank investments  229,295   40,016   696   239   270,246   170,482   51,967   1,097   32   223,578   219,066   58,275   1,171   292   278,804   229,295   40,016   696   239   270,246 
Securities purchased under agreements to resell – Funded position(2)  72,091   -   -   -   72,091   74,275   -   -   -   74,275   77,452   -   -   -   77,452   72,091   -   -   -   72,091 
Securities purchased under agreements to resell – Financed position  133,315   33,742   -   -   167,057   80,085   45,512   -   -   125,597   128,303   49,749   -   -   178,052   133,315   33,742   -   -   167,057 
Interbank deposits  23,889   6,274   696   239   31,098   16,122   6,455   1,097   32   23,706   13,311   8,526   1,171   292   23,300   23,889   6,274   696   239   31,098 
                                                                                
Securities  71,124   15,485   11,017   78,774   176,400   55,315   19,009   15,470   106,023   195,817   82,163   16,757   12,415   74,479   185,814   71,124   15,485   11,017   78,774   176,400 
Government securities - available  65,965   -   -   -   65,965   45,587   -   -   -   45,587   75,310   20   40   6,088   81,458   65,965   -   -   -   65,965 
Government securities – subject to repurchase commitments  68   2,675   712   6,866   10,321   3,440   5,491   5,473   41,548   55,952   556   4,732   5,990   14,808   26,086   68   2,675   712   6,866   10,321 
Private securities - available  5,091   12,681   10,305   71,908   99,985   6,102   10,520   8,750   57,179   82,551   6,297   11,728   5,424   47,866   71,315   5,091   12,681   10,305   71,908   99,985 
Private securities – subject to repurchase commitments  -   129   -   -   129   186   2,998   1,247   7,296   11,727   -   277   961   5,717   6,955   -   129   -   -   129 
                                                                                
Derivative financial instruments  5,955   7,685   3,430   6,289   23,359   2,408   5,342   1,167   3,719   12,636   5,815   8,296   3,159   6,961   24,231   5,955   7,685   3,430   6,289   23,359 
                                        
Gross position  -   1   -   20   21   -   -   -   19   19   -   -   -   -   -   -   1   -   20   21 
Cross Currency Swap Deliverable - Asset position  -   852   -   975   1,827   -   -   -   560   560   -   -   -   -   -   -   852   -   975   1,827 
Cross Currency Swap Deliverable - Liability position  -   (851)  -   (955)  (1,806)  -   -   -   (541)  (541)  -   -   -   -   -   -   (851)  -   (955)  (1,806)
                                        
Net position  5,955   7,684   3,430   6,269   23,338   2,408   5,342   1,167   3,700   12,617   5,815   8,296   3,159   6,961   24,231   5,955   7,684   3,430   6,269   23,338 
Swaps  666   2,140   1,935   4,406   9,147   448   812   643   2,913   4,816   828   1,967   1,497   6,250   10,542   666   2,140   1,935   4,406   9,147 
Option  2,413   2,000   692   478   5,583   481   1,720   308   363   2,872   354   2,881   1,397   160   4,792   2,413   2,000   692   478   5,583 
Forward (onshore)  1,204   1,961   1   -   3,166   846   1,548   -   -   2,394   3,947   1,024   -   -   4,971   1,204   1,961   1   -   3,166 
Other derivative financial instruments  1,672   1,583   802   1,385   5,442   633   1,262   216   424   2,535   686   2,424   265   551   3,926   1,672   1,583   802   1,385   5,442 
                                        
Loan and lease operations portfolio(3)  63,263   171,813   86,118   187,619   508,813   56,652   169,230   90,854   180,050   496,786   61,602   176,002   81,224   211,908   530,736   63,263   171,813   86,118   187,619   508,813 
                                        
Total financial assets  388,181   234,999   101,261   272,921   997,362   302,384   245,548   108,588   289,824   946,344   387,188   259,330   97,969   293,640   1,038,127   388,181   234,999   101,261   272,921   997,362 

(1) The assets portfolio does not take into consideration the balance of compulsory deposits in Central Bank, amounting to R$ 66,55685,700 (R$ 63,10666,556 at 12/31/2014)2015), which release of funds is linked to the maturity of the liability portfolios. The amounts of PGBL and VGBL are not considered in the assets portfolio because they are covered in Note 30.

(2) Net of R$ 9,4614,329 (R$ 5,9459,461 at 12/31/2014)2015) which securities are restricted to guarantee transactions at BM&FBOVESPA S.A. and the Central Bank of Brazil.

(3) Net of payment to merchants of R$ 38,97843,837 (R$ 39,38638,978 at 12/31/2014)2015) and the amount of liabilities from transactions related to credit assignments R$ 5,4955,711 (R$ 4,3365,495 at 12/31/2014)2015) .

 

PerformanceF-160

 

 

Annual Report2015

Undiscounted future flows except for derivatives 12/31/2015  12/31/2014  12/31/2016  12/31/2015 
Financial liabilities 

0 – 30

days

 

31 – 365

days

 

366 – 720

days

 

Over 720

days

  Total  

0 – 30

days

 

31 – 365

days

 

366 – 720

days

 

Over 720

days

  Total  0 – 30
days
  31 – 365
days
  366 – 720
days
  Over 720
days
  Total  0 – 30
days
  31 – 365
days
  366 – 720
days
  Over 720
days
  Total 
                     
Deposits  190,890   45,133   8,331   64,843   309,197   182,849   47,531   14,851   58,881   304,112   201,167   44,545   13,106   107,055   365,873   190,890   45,133   8,331   64,843   309,197 
Demand deposits  61,092   -   -   -   61,092   48,733   -   -   -   48,733   61,133   -   -   -   61,133   61,092   -   -   -   61,092 
Savings deposits  111,319   -   -   -   111,319   118,449   -   -   -   118,449   108,250   -   -   -   108,250   111,319   -   -   -   111,319 
Time deposit  13,873   34,660   8,326   64,819   121,678   10,867   33,601   14,521   58,564   117,553   30,295   41,971   13,088   107,033   192,387   13,873   34,660   8,326   64,819   121,678 
Interbank deposits  4,606   10,473   5   24   15,108   4,800   13,930   330   317   19,376   1,489   2,574   18   22   4,103   4,606   10,473   5   24   15,108 
                                                                                
Compulsory deposits  (40,807)  (9,021)  (2,043)  (14,685)  (66,556)  (42,811)  (6,455)  (2,190)  (11,650)  (63,106)  (42,314)  (13,885)  (3,985)  (25,516)  (85,700)  (40,807)  (9,021)  (2,043)  (14,685)  (66,556)
Demand deposits  (10,224)  -   -   -   (10,224)  (7,404)  -   -   -   (7,404)  (8,092)  -   -   -   (8,092)  (10,224)  -   -   -   (10,224)
Savings deposits  (26,838)  -   -   -   (26,838)  (33,084)  -   -   -   (33,084)  (24,791)  -   -   -   (24,791)  (26,838)  -   -   -   (26,838)
Time deposit  (3,745)  (9,021)  (2,043)  (14,685)  (29,494)  (2,323)  (6,455)  (2,190)  (11,650)  (22,618)  (9,431)  (13,885)  (3,985)  (25,516)  (52,817)  (3,745)  (9,021)  (2,043)  (14,685)  (29,494)
                                                                                
Securities sold under repurchase agreements(1)  167,363   39,464   63,773   111,189   381,789   164,309   28,544   57,449   108,099   358,402   209,521   59,771   42,410   87,069   398,771   167,363   39,464   63,773   111,189   381,789 
Government securities  139,530   5,315   2,588   29,937   177,370   143,717   2,161   3,888   20,227   169,992   168,301   5,600   5,764   33,812   213,477   139,530   5,315   2,588   29,937   177,370 
Private securities  8,043   30,146   61,185   81,252   180,626   6,383   25,924   53,561   87,324   173,192   13,753   54,171   36,646   53,257   157,827   8,043   30,146   61,185   81,252   180,626 
Foreign  19,790   4,003   -   -   23,793   14,210   460   -   548   15,218   27,467   -   -   -   27,467   19,790   4,003   -   -   23,793 
                                                                                
Funds from acceptances and issuance of securities (2)  4,188   24,186   19,178   40,612   88,164   4,054   24,017   10,777   14,319   53,167   3,003   35,659   28,974   36,858   104,494   4,188   24,186   19,178   40,612   88,164 
                                                                                
Borrowing and onlending(3)  5,902   58,159   24,116   25,672   113,849   4,290   37,668   19,414   31,890   93,262   5,077   46,527   11,000   20,943   83,547   5,902   58,159   24,116   25,672   113,849 
                                                                                
Subordinated debt(4)  4,775   10,115   13,764   56,006   84,660   191   6,537   12,979   56,349   76,056   271   13,501   16,621   41,043   71,436   4,775   10,115   13,764   56,006   84,660 
                                                                                
Derivative financial instruments  3,765   8,537   4,104   11,269   27,675   1,728   5,116   1,318   7,668   15,830   5,294   5,516   3,726   10,162   24,698   3,765   8,537   4,104   11,269   27,675 
Gross position  1   11   -   4   16   -   31   -   -   31   -   -   -   -   -   1   11   -   4   16 
Cross Currency Swap Deliverable - Asset position  (85)  (1,269)  -   (236)  (1,590)  -   (969)  (10)  -   (979)  -   -   -   -   -   (85)  (1,269)  -   (236)  (1,590)
Cross Currency Swap Deliverable - Liability position  86   1,280   -   240   1,606   -   1,000   10   -   1,010   -   -   -   -   -   86   1,280   -   240   1,606 
Net position  3,764   8,526   4,104   11,265   27,659   1,728   5,085   1,318   7,668   15,799   5,294   5,516   3,726   10,162   24,698   3,764   8,526   4,104   11,265   27,659 
Swaps  783   3,368   2,618   9,562   16,331   241   1,761   778   6,754   9,534   461   1,702   2,352   8,706   13,221   783   3,368   2,618   9,562   16,331 
Option  1,460   3,025   805   493   5,783   431   1,853   353   420   3,057   837   1,888   1,116   711   4,552   1,460   3,025   805   493   5,783 
Forward (onshore)  828   5   -   -   833   681   1   -   -   682   3,530   -   -   -   3,530   828   5   -   -   833 
Other derivative financial instruments  693   2,128   681   1,210   4,712   375   1,470   187   494   2,526   466   1,926   258   745   3,395   693   2,128   681   1,210   4,712 
                                                                                
Total financial liabilities  336,076   176,573   131,223   294,906   938,778   314,610   142,958   114,599   265,556   837,723   382,019   191,634   111,852   277,614   963,119   336,076   176,573   131,223   294,906   938,778 

(1) Includes own and third parties’ portfolios.

(2) Includes mortgage notes, real estate credit bills, agribusiness, financial bills and structured operations certificates recorded in interbank market funds and liabilities for issuance of debentures and foreign securities recorded in funds from institutional markets.

(3) Recorded in funds from interbank markets.

(4) Recorded in funds from institutional markets.

 

PerformanceF-161

 

 

Annual Report2015

 12/31/2015  12/31/2014  12/31/2016 12/31/2015 
Off balance sheet 

0 – 30

days

 

31 – 365

days

 

366 – 720

days

 

Over 720

days

  Total  

0 – 30

days

 

31 – 365

days

 

366 – 720

days

 

Over 720

days

  Total  0 – 30
days
  31 – 365
days
  366 – 720
days
  Over 720
days
  Total  0 – 30
days
  31 – 365
days
  366 – 720
days
  Over 720
days
  Total 
Endorsements and sureties  2,018   13,819   5,477   52,930   74,244   2,003   14,721   4,207   52,828   73,759   1,645   16,203   5,603   47,342   70,793   2,018   13,819   5,477   52,930   74,244 
Commitments to be released  84,641   28,808   28,404   79,487   221,340   73,356   60,785   17,980   69,377   221,498   90,279   42,522   11,657   77,916   222,374   84,641   28,808   28,404   79,487   221,340 
Letters of credit to be released  6,936   -   -   -   6,936   11,091   -   -   -   11,091   6,660   -   -   -   6,660   6,936   -   -   -   6,936 
Contractual commitments - Fixed assets and Intangible (Notes 15 and 16)  -   340   -   -   340   -   267   308   -   575   -   310   -   -   310   -   340   -   -   340 
Total  93,595   42,967   33,881   132,417   302,860   86,450   75,773   22,495   122,205   306,923   98,584   59,035   17,260   125,258   300,137   93,595   42,967   33,881   132,417   302,860 

 

PerformanceF-162

 

 

Annual Report2015

Note 37 – Supplementary Informationinformation

 

Itaú Chile Holdings -On July 17, 2015, after approval of proper regulatory authorities, the subsidiary Itaú ChileHoldings (ICH) was dissolved. Therefore, the investments held by ICH were transferred to ITAÚ UNIBANCO HOLDING. The transaction had an accounting effect of R$ (251) million.Citibank’s retail operations

 

Nota 38 - Subsequents events

CIB- In January 21,On October 8, 2016, the ITAÚ UNIBANCO HOLDING throughS.A. entered, by means of its subsidiary Itaú Unibanco S.A., sidnedda Memorandum of Understandingsubsidiaries, into a share purchase and sale agreement with Banco Bradesco S.A. Banco do Brasil S.A., Banco SantanderCitibank S.A. and Caixa Econômica Federalwith other companies of its conglomerate (Citibank) for the acquisition of the retail activities carried out by Citibank in order to create aBrazil, including loans, deposits, credit intelligence bureau (“CIB”) wich will enable greater efficiency in thecards, branches, assets under management and granting of credit lines at long and medium terms.

CIB will be structured as a corporation and the Parties, each of them holding a 20% equity ownership, will share its control.

CIB’s incorporation is subject to the execution of definitive documents among the Parties,insurance brokerage, as well as the satisfactionequity investments held by Citibank in TECBAN – Tecnologia Bancária S.A. (representing 5.64% of certain conditions precedent, including the approval by applicable regulatory authorities.

Acquisition of CorpBanca- On January 29, 2014, ITAÚ UNIBANCO HOLDING, through its subsidiary BancoItaú Chile S.A. (BIC), entered into a Transaction Agreement with CorpBanca and its controlling stockholders (Corp Group), establishing the terms and conditions of the merger of operations of BIC and CorpBanca in Chilecapital) and in the other jurisdictions in which CorpBanca operates.

CorpBanca is a commercial bank headquartered in Chile, which also operates in Colombia and Panama. Focused on individuals and large and middle-market companies, it offers global banking products. In 2015, an accordance with the Chilean SuperintendenceCibrasec – Companhia Brasileira de Securitização (representing 3.60% of Banks, it was one of the largest private banks in Chile, in terms of overall size of loan portfolio, with a market share of 7.1%.its capital), for R$ 710 million.

 

This agreement represents an important step in ITAÚ UNIBANCO HOLDING’s internationalization process and in its aim to become a leading bank in Latin America. As a resultoperation will involve the corporate restructuring of some companies of the merger, ITAÚ UNIBANCO HOLDING rose fromCitibank conglomerate so that the seventh (7th)retail business in Brazil is spun off and transferred to the fourth (4th) place incompanies that will be the rankingsubject matter of the largest banks in Chile.acquisition.

 

The merger was approved byeffective acquisitions and financial settlements will take place after compliance with some contractual conditions and the stockholdersobtainments of CorpBanca and BIC and by all properthe necessary regulatory authorities in Chile, Brazil, Colombia and Panama. As set forth in the amendment to the Transaction Agreement, entered into on June 2, 2015, the parties closed the operation on April 1, 2016, when they had full conditions for the corporate reorganization process.authorizations.

 

The operation was consummated by means of:

i.              Increase in BIC’ capital in the amount of R$ 2,309 million concluded on March 22, 2016;

ii.             Merger of BIC into CorpBanca, with the cancellation of BIC’s shares and issue of new shares by CorpBanca, at the rate of 80,240 shares of CorpBanca for one share of BIC, so that interests resulting from the merger, named Itaú CorpBanca, are 33.58% for ITAÚ UNIBANCO HOLDING CONSOLIDATED and 33.13% for Corp Group.

iii.             The following corporate structure resulted from the transaction:

Ownership interest
ITAÚ UNIBANCO HOLDING33.58%
Corp Group33.13%
Other non-controlling stockholders33.29%

Itaú CorpBanca will be controlled from April 1, 2016 by ITAÚ UNIBANCO HOLDING, which entered into a Shareholders’ Agreement with Corp Group upon the closing of the operation. This Shareholders’ Agreement entitled ITAÚ UNIBANCO HOLDING to appoint members for the Board of Directors of Itaú CorpBanca.

The amounts of Itaú CorpBanca’s assets, liabilities, income and expenses were not included in the Consolidated Financial Statements of ITAÚ UNIBANCO HOLDING for the period ended December 31, 2015. The management of Itaú Unibanco Holding is assessing possible impacts in the allocation of goodwill of said operation and will disclose further details in the next financial statements. Said operationacquisition will not have significant accounting effectimpacts on the results of ITAÚ UNIBANCO HOLDING.HOLDING's results.

 

PerformanceF-163

 

 

Attachments

 

Selected statistical information

 

Annual Report2015

Attachments

Selected Statistical Information

The following information is included for analytical purposes and should be read in together with our section Performance, item Financial Performance, Significant Accounting Policies, Assets and Liabilities and Item Consolidated Financial Statements (IFRS).

 

The data included or referenced in this section are presented in accordance with IFRS, unless otherwise indicated.

 

Average Balance Sheetbalance sheet and Interest Rate Datainterest rate data

The following table presents the average balances of our interest-earning assets and interest-bearing liabilities, other assets and liabilities accounts, the related interest income and expense amounts and the average real yield/rate for each period.

 

We calculated the average balances using monthly book balances as we believe such balances are representative of our operations and it would be too costly to produce average balances using daily book balances in IFRS.

 

The majority of our business is comprised by operations with individuals and corporates, which have grown organically and without significant fluctuations over short periods. Non-accrual loans and leases are disclosed as a non-interest earning asset for the periods indicated in the table below:following table:

 

  (In millions of R$, except percentages) 
          
  2015  2014  2013 
  Average     Average  Average     Average  Average     Average 
Assets balance  Interest  yield/rate  balance  Interest  yield/rate  balance  Interest  yield/rate 
Interest-earning assets(1)  1,070,450   147,789   13.8   955,416   120,115   12.6   882,472   94,127   10.7 
Interbank deposits  29,489   1,628   5.5   24,019   1,286   5.4   19,880   583   2.9 
Securities purchased under agreements to resell  204,362   27,572   13.5   170,327   17,929   10.5   162,865   12,630   7.8 
Central Bank compulsory deposits  63,418   5,748   9.1   69,882   5,904   8.4   62,492   4,314   6.9 
Financial assets held for trading  152,687   19,826   13.0   134,695   15,128   11.2   138,667   10,860   7.8 
Available-for-sale financial assets  82,744   8,979   10.9   78,559   7,272   9.3   86,571   5,067   5.9 
Held-to-maturity financial assets  38,295   3,758   9.8   24,317   2,347   9.7   4,473   486   10.9 
Loan operations and lease operations (accrual)  445,583   79,392   17.8   403,447   69,248   17.2   362,330   59,546   16.4 
Other financial assets  53,871   886   1.6   50,170   1,001   2.0   45,193   641   1.4 
Non-interest-earning assets  115,596           97,526           83,025         
Cash and deposits on demand  19,159           17,038           13,806         
Central Bank compulsory deposits  3,797           4,025           3,850         
Derivatives  24,276           12,647           11,224         
Non-accrual loans  18,559           17,040           19,216         
Allowance for loan and lease losses  (24,526)          (21,655)          (24,103)        
Fixed assets, net  8,618           7,145           5,958         
Investments in unconsolidated companies  4,219           3,964           3,233         
Goodwill  2,011           1,798           147         
Intangible assets, net  6,225           6,019           5,110         
Tax assets  43,212           35,000           33,155         
Assets held for sale  341           137           119         
Other assets  9,706           14,369           11,311         
Total  1,186,046           1,052,942           965,497         

  2016  2015  2014 
Assets Average
balance
  Interest  Average
yield/rate
  Average
balance
  Interest  Average
yield/rate
  Average
balance
  Interest  Average
yield/rate
 
  (In millions of R$, except percentages) 
Interest-earning assets(1)  1,151,430   161,495   14.0   1,070,450   147,789   13.8   955,416   120,115   12.6 
Interbank deposits  26,914   678   2.5   29,489   1,628   5.5   24,019   1,286   5.4 
Securities purchased under agreements to resell  252,737   34,162   13.5   204,362   27,572   13.5   170,327   17,929   10.5 
Central Bank compulsory deposits  72,031   6,920   9.6   63,418   5,748   9.1   69,882   5,904   8.4 
Financial assets held for trading  179,035   23,669   13.2   152,687   19,826   13.0   134,695   15,128   11.2 
Available-for-sale financial assets  87,678   11,160   12.7   82,744   8,979   10.9   78,559   7,272   9.3 
Held-to-maturity financial assets  41,384   3,788   9.2   38,295   3,758   9.8   24,317   2,347   9.7 
Loan operations and lease operations (accrual)  438,081   80,118   18.3   445,583   79,392   17.8   403,447   69,248   17.2 
Other Financial Assets  53,570   1,000   1.9   53,871   886   1.6   50,170   1,001   2.0 
Non-interest-earning assets  159,779           115,596           97,526         
Cash and deposits on demand  21,204           19,159           17,038         
Central Bank compulsory deposits  3,782           3,797           4,025         
Derivatives  28,904           24,276           12,647         
Non-accrual loans  21,487           18,559           17,040         
Allowance for loan and lease losses  (28,902)          (24,526)          (21,655)        
Fixed assets, net  8,176           8,618           7,145         
Investments in unconsolidated companies  4,790           4,219           3,964         
Goodwill  6,286           2,011           1,798         
Intangible assets, net  8,336           6,225           6,019         
Tax assets  47,265           43,212           35,000         
Assets held for sale  570           341           137         
Other assets  37,881           9,706           14,369         
Total  1,311,209           1,186,046           1,052,942         

(1) For the net yield on total average interest-earning assets, see "Net Interest Margin and Spread".

AttachmentsA-160

Annual Report2015

 (In millions of R$, except percentages) 
       
 2015 2014 2013 
 Average     Average Average     Average Average     Average  2016  2015  2014 
Liabilities balance  Interest  yield/rate  balance  Interest  yield/rate  balance  Interest  yield/rate  Average
balance
  Interest  Average
yield/rate
  Average
balance
  Interest  Average
yield/rate
  Average
balance
  Interest  Average
yield/rate
 
 (In millions of R$, except percentages) 
Interest-bearing liabilities  875,904   75,064   8.6   793,069   72,977   9.2   738,535   46,361   6.3   969,461   95,125   9.8   875,904   75,064   8.6   793,069   72,977   9.2 
Interest-bearing deposits  236,315   13,587   5.7   233,999   12,064   5.2   209,347   9,802   4.7   244,121   14,701   6.0   236,315   13,587   5.7   233,999   12,064   5.2 
Savings deposits  114,500   7,720   6.7   111,473   6,905   6.2   92,964   5,014   5.4   106,838   7,501   7.0   114,500   7,720   6.7   111,473   6,905   6.2 
Interbank deposits  19,633   1,062   5.4   6,131   692   11.3   7,446   300   4.0 
Time deposits  102,182   4,804   4.7   116,395   4,467   3.8   108,937   4,488   4.1 
Deposits from banks and time deposits  137,283   7,200   5.2   121,815   5,867   4.8   122,527   5,159   4.2 
Securities sold under repurchase agreements  297,509   32,879   11.1   266,527   26,771   10.0   256,025   16,865   6.6   339,416   45,932   13.5   297,509   32,879   11.1   266,527   26,771   10.0 
Interbank market debt and Institutional market debt  219,463   15,999   7.3   183,981   25,099   13.6   174,834   16,216   9.3   240,563   16,596   6.9   219,463   15,999   7.3   183,981   25,099   13.6 
Interbank market debt  134,637   7,970   5.9   113,522   14,404   12.7   104,002   6,245   6.0   144,968   8,347   5.8   134,637   7,970   5.9   113,522   14,404   12.7 
Institutional market debt  84,826   8,030   9.5   70,459   10,695   15.2   70,832   9,971   14.1   95,595   8,249   8.6   84,826   8,030   9.5   70,459   10,695   15.2 
Reserves for insurance and private pension and liabilities for capitalization plans  121,856   12,557   10.3   107,880   8,987   8.3   97,818   3,436   3.5 
Reserves for insurance and private pension and Liabilities for capitalization plans  144,387   17,790   12.3   121,856   12,557   10.3   107,880   8,987   8.3 
Other interest-bearing liabilities  761   42   5.5   682   56   8.2   511   42   8.2   974   106   10.9   761   42   5.5   682   56   8.2 
Non-interest bearing liabilities  203,376           169,247           148,215           214,024           203,376           169,247         
Non-interest bearing deposits  54,148           43,840           36,726           61,895           54,148           43,840         
Derivatives  29,488           13,107           10,355           29,752           29,488           13,107         
Other non-interest-bearing liabilities  119,740           112,300           101,134           122,377           119,740           112,300         
Total stockholders’ equity attributed to the owners of the parent company  105,034           89,458           78,747           117,844           105,034           89,458         
Non-controlling interests  1,732           1,168           878           9,880           1,732           1,168         
Total  1,186,046           1,052,942           965,497           1,311,209           1,186,046           1,052,942         

 

Changes in Interest Incomeinterest income and ExpensesexpensesVolumevolume and Rate Analysisrate analysis

The following table sets forth the allocation of the changes in our interest income and expense in terms of average volume and changes in the average yields/rates for the periods indicated below. Volume balance and rate variations have been

A-165 

calculated based on variations of average balances over the period and changes in average interest yield/rates on interest earning assets and interest-bearing liabilities from one period to the other.

 

 (In millions of R$, except percentages) 
   
 Increase/(decrease) due to changes in:  Increase/(decrease) due to changes in: 
 2015-2014 2014-2013 2013-2012  2016-2015  2015-2014  2014-2013 
    Yield Net     Yield Net     Yield Net  Volume(1)  Yield/rate(2)  Net change
(3)
  Volume(1)  Yield/rate(2)  Net change
(3)
  Volume(1)  Yield/rate(2)  Net change
(3)
 
 Volume(1)  rate(2)  change(3)  Volume(1)  rate(2)  change(3)  Volume(1)  rate(2)  change(3)  (In millions of R$, except percentages) 
Interest-earning assets  15,027   12,647   27,674   9,533   16,455   25,988   12,673   (14,910)  (2,237)  10,158   3,547   13,706   15,027   12,647   27,674   9,533   16,455   25,988 
Interbank deposits  301   41   342   142   561   703   (184)  (275)  (459)  (131)  (819)  (950)  301   41   342   142   561   703 
Securities purchased under agreements to resell  4,001   5,641   9,642   602   4,697   5,299   3,084   (550)  2,534   6,539   52   6,591   4,001   5,641   9,642   602   4,697   5,299 
Central Bank compulsory deposits  (733)  578   (156)  550   1,041   1,590   (570)  (449)  (1,020)  813   358   1,171   (733)  578   (156)  550   1,041   1,590 
Financial assets held for trading  2,166   2,532   4,698   (302)  4,570   4,268   1,533   (3,997)  (2,464)  3,477   366   3,843   2,166   2,532   4,698   (302)  4,570   4,268 
Available-for-sale financial assets  403   1,303   1,707   (417)  2,623   2,206   1,404   (108)  1,296   559   1,622   2,181   403   1,303   1,707   (417)  2,623   2,206 
Held-to-maturity financial assets  1,371   40   1,411   1,909   (48)  1,861   41   (26)  15   181   (151)  30   1,371   40   1,411   1,909   (48)  1,861 
Loan and lease operations (accrual)  7,434   2,710   10,144   6,973   2,729   9,702   7,182   (8,775)  (1,593)  (1,275)  2,000   726   7,434   2,710   10,144   6,973   2,729   9,702 
Other financial assets  83   (198)  (115)  77   282   359   183   (729)  (545)
Other Financial Assets  (5)  119   114   83   (198)  (115)  77   282   359 
Interest-bearing liabilities  11,420   (9,333)  2,087   2,717   23,898   26,615   (4,577)  2,872   (1,706)  9,342   10,719   20,060   11,420   (9,333)  2,087   2,717   23,898   26,615 
Interest-bearing deposits  276   1,247   1,523   1,030   1,231   2,261   306   (1,047)  (741)  446   669   1,114   276   1,247   1,523   1,030   1,231   2,261 
Saving deposits  191   624   815   1,083   807   1,890   1,052   (107)  945   (572)  354   (219)  191   624   815   1,083   807   1,890 
Interbank deposits  485   (115)  370   (43)  435   392   (25)  39   14   (138)  659   521   485   (115)  370   (43)  435   392 
Time deposits  (400)  738   338   (11)  (11)  (21)  (721)  (979)  (1,700)  1,156   (344)  812   (400)  738   338   (11)  (11)  (21)
Securities sold under repurchase agreements  3,279   2,829   6,109   718   9,188   9,906   (8,392)  7,717   (675)  5,032   8,020   13,053   3,279   2,829   6,109   718   9,188   9,906 
Interbank market debt and Institutional market debt  6,595   (15,695)  (9,100)  568   8,315   8,883   1,998   778   2,776   1,308   (711)  596   6,595   (15,695)  (9,100)  568   8,315   8,883 
Interbank market debt  3,444   (9,878)  (6,434)  620   7,539   8,159   566   (68)  498   586   (208)  377   3,444   (9,878)  (6,434)  620   7,539   8,159 
Institutional market debt  3,151   (5,816)  (2,666)  (52)  777   724   1,431   846   2,277   722   (503)  219   3,151   (5,816)  (2,666)  (52)  777   724 
Reserves for insurance and private pension and Liabilities for capitalization  1,262   2,307   3,569   387   5,163   5,551   1,497   (4,574)  (3,077)  2,542   2,691   5,233   1,262   2,307   3,569   387   5,163   5,551 
Other Interest-bearing liabilities  8   (22)  (14)  14   -   14   13   (2)  11   14   50   64   8   (22)  (14)  14   -   14 

(1) Volume change has been computed as the change in the average interest-earning assets or interest-bearing liabilities from one period to the other multiplied by the average yield/rate in the earlier period.

(2) Yield/rate change has been computed as the change in the yield/rate in the period multiplied by the average interest-earning assets or interest-bearing liabilities in the earlier period.

(3) We allocated the net change from the combined effects of volume and yield/rate proportionately to volume change and yield/rate change, in absolute terms, without considering positive and negative effects.

 

AttachmentsA-161

Net interest margin and spread

 

Annual Report 2015

Net Interest Margin and Spread

The following table sets forth our average interest-earning assets, total average interest bearing liabilities, net interest income and the comparative net interest margin and net interest spread for the periods indicated below.

 

  (In millions of R$, except percentages) 
  2015  2014  2013 
Total average interest-earning assets  1,070,450   955,416   882,472 
Total average interest-bearing liabilities  875,904   793,069   738,535 
Net interest income(1)  72,725   47,139   47,766 
Average yield on average interest-earning assets (%)(2)  13.8   12.6   10.7 
Average rate on average interest-bearing liabilities (%)(3)  8.6   9.2   6.3 
Net interest spread (%)(4)  5.2   3.4   4.4 
Net interest margin (%)(5)  6.8   4.9   5.4 
  2016  2015  2014 
  (In millions of R$, except percentages) 
Total average interest-earning assets  1,151,430   1,070,450   955,416 
Total average interest-bearing liabilities  969,461   875,904   793,069 
Net interest income (1)  66,370   72,725   47,139 
Average yield on average interest-earning assets (2)  14.0%  13.8%  12.6%
Average rate on average interest-bearing liabilities (3)  9.8%  8.6%  9.2%
Net interest spread (4)  4.2%  5.2%  3.4%
Net interest margin (5)  5.8%  6.8%  4.9%

(1) Is the sum of total interest income less total interest expense.

(1)Is the sum of total interest income less total interest expense.
(2)Total interest income divided by total average interest-earning assets.
(3)Total interest expense divided by total average interest-bearing liabilities.
(4)Difference between the average yield on interest-earning assets and the average rate on interest-bearing liabilities.
(5)Net interest income divided by total average interest-earning assets.

(2) Total interest income divided by total average interest-earning assets.

(3) Total interest expense divided by total average interest-bearing liabilities.

(4) Difference between the average yield on interest-earning assets and the average rate on interest-bearing liabilities.

(5) Net interest income divided by total average interest-earning assets.

 

Return on Equityequity and Assetsassets

The following table sets forth certain data with respect to return on equity and assets for the periods indicated below.

 

  (In millions of R$, except percentages) 
  2015  2014  2013 
Net income attributable to owners of the parent company  25,740   21,555   16,424 
Average total assets  1,186,046   1,052,942   965,497 
Average stockholders’ equity  105,034   89,458   78,747 
Net income as a percentage of average total assets (%)(1)  2.2   2.0   1.7 
Net income as a percentage of average stockholder’s equity (%)(1)  24.8   24.3   21.1 
Average stockholder’s equity as a percentage of average total assets (%)  8.9   8.5   8.2 
Dividend payout ratio per share (%)(2)  28.9   31.1   34.5 
  2016  2015  2014 
  (In millions of R$, except percentages) 
Net income attributable to owners of the parent company  23,263   25,740   21,555 
Average total assets  1,311,210   1,186,046   1,052,942 
Average stockholders' equity  117,844   105,034   89,458 
Net income as a percentage of average total assets (1)  1.8%  2.2%  2.0%
Net income as a percentage of average stockholder's equity (1)  20.1%  24.8%  24.3%
Average stockholder's equity as a percentage of average total assets  9.0%  8.9%  8.5%
Dividend payout ratio per share (2)  44.6%  28.9%  31.1%

(1) Attributable to owners of the parent company.

(1)Attributable to owners of the parent company.
(2)Dividend and interest on stockholders’ equity per share divided by basic earnings per share. Please refer to section Our profile, item In numbers, Selected Financial Data for additional information on the computation of both dividend and interest on shareholders’ equity and basic earnings per share.

(2) Dividend and interest on stockholders’ equity per share divided by basic earnings per share. Please refer to section Our profile, item In numbers, Selected Financial Data for additional information on the computation of both dividend and interest on shareholders’ equity and basic earnings per share.

 

Exchange Ratesrates

 

Currently, the Brazilian foreign exchange system allows the purchase and sale of foreign currency and the performance of international transfers inreais by any individual or legal entity, subject to certain regulatory procedures.

A-166 

 

The Brazilian government may impose temporary restrictions on the conversion of Brazilian currency into foreign currencies and on the remittance to foreign investors of proceeds from their investments in Brazil. Brazilian law allows the government to impose these restrictions whenever there is a serious imbalance in Brazil’s balance of payments or there are reasons to foresee a serious imbalance. We cannot predict whether the Brazilian government will impose remittance restrictions in the future. Thereal may depreciate or appreciate substantially against the U.S. dollar in the future.

 

Please refer to section Our Risk Management,risk management, item Risk Factors,factors, Macroeconomic Risks,risks, item Instability of foreign exchange rates may negatively affect us, for further details.

 

As of April 27, 2016,18, 2017, the U.S. dollar-real exchange rate (PTAX) was R$3.52953.0958 to U$1.00.

 

The following table sets forth information on the selling rate for U.S. dollars and euro as reported by the Central Bank for the periods and dates indicated.

 

  Exchange Rate of Brazilian Currency per US$1.00  Exchange Rate of Brazilian Currency per €1.00 
Year Low  High  Average(1)  Year-End  Low  High  Average(1)  Year-End 
2011  1.5345   1.9016   1.6709   1.8758   2.1801   2.5565   2.3354   2.4342 
2012  1.7024   2.1121   1.9588   2.0435   2.2465   2.7633   2.5277   2.6954 
2013  1.9528   2.4457   2.1741   2.3426   2.5347   3.2682   2.8947   3.2265 
2014  2.1974   2.7403   2.3599   2.6562   2.8900   3.4320   3.1113   3.2270 
2015  2.5754   4.1949   3.3876   3.9048   2.9080   4.7209   3.7358   4.2504 
2016 (through April 27, 2016)  3.5126   4.1558   3.8279   3.5295   3.9566   4.5032   4.2453   3.9965 

  Exchange Rate of Brazilian Currency per US$1.00  Exchange Rate of Brazilian Currency per €1.00 
Year Low  High  Average(1)  Year-End  Low  High  Average(1)  Year-End 
2012  1.7024   2.1121   1.9588   2.0435   2.2465   2.7633   2.5277   2.6954 
2013  1.9528   2.4457   2.1741   2.3426   2.5347   3.2682   2.8947   3.2265 
2014  2.1974   2.7403   2.3599   2.6562   2.8900   3.4320   3.1113   3.2270 
2015  2.5754   4.1949   3.3876   3.9048   2.9080   4.7209   3.7358   4.2504 
2016  3.1193   4.1558   3.4500   3.2591   3.3879   4.5032   3.8043   3.4384 
2017 (through April 18, 2017)  3.0510   3.2729   3.1226   3.0958   3.2455   3.4424   3.3388   3.3144 

Source:  Economatica System.

(1) Represents the average of the exchange rates on the last day of each month during the relevant period.

(1)Represents the average of the exchange rates on the last day of each month during the relevant period.

                  

  Exchange Rate of Brazilian Currency per US$1.00  Exchange Rate of Brazilian Currency per €1.00 
Month Low  High  Average(1)  Month-End  Low  High  Average(1)  Month-End 
October 2015  3.7386   4.0010   3.8801   3.8589   4.2485   4.5115   4.3571   4.2660 
November 2015  3.7010   3.8506   3.7765   3.8506   3.9454   4.1714   4.0449   4.0735 
December 2015  3.7476   3.9831   3.8711   3.9048   4.0553   4.3624   4.2158   4.2504 
January 2016  3.9863   4.1558   4.0524   4.0428   4.3082   4.5032   4.4010   4.3824 
February 2016  3.8653   4.0492   3.9737   3.9796   4.3234   4.4962   4.4034   4.3234 
March 2016  3.5589   3.9913   3.7039   3.5589   4.0254   4.3350   4.1213   4.0539 
April 2016 (through April 27, 2016)  3.5126   3.6921   3.5759   3.5295   3.9566   4.2046   4.0572   3.9965 
  Exchange Rate of Brazilian Currency per US$1.00  Exchange Rate of Brazilian Currency per €1.00 
Month Low  High  Average(1)  Month-End  Low  High  Average(1)  Month-End 
October 2016  3.1193   3.2359   3.1858   3.1811   3.3879   3.6251   3.5106   3.4811 
November 2016  3.2024   3.4446   3.3420   3.3967   3.5326   3.7392   3.6000   3.6002 
December 2016  3.2591   3.4650   3.3523   3.2591   3.4042   3.7127   3.5333   3.4384 
January 2017  3.1270   3.2729   3.1966   3.1270   3.3383   3.4424   3.3944   3.3759 
February 2017  3.0510   3.1479   3.1042   3.0993   3.2455   3.3846   3.3060   3.2753 
March 2017  3.0765   3.1735   3.1279   3.1684   3.2723   3.4013   3.3447   3.3896 
April 2017 (through April 18, 2017)  3.0923   3.1463   3.1213   3.0958   3.2967   3.3392   3.3222   3.3144 

Source:  Economatica System.

(1)
(1)Represents the average of the closing exchange rates of each day during the relevant period.

  

AttachmentsA-162


Annual Report2015

Considerations for ADS holders

 

Risks related to our ADSs

Before investing in our shares and ADSs, it is important for the investor to know that, in addition to the risks related to our business, which may impact the value of our securities and our ability to perform certain obligations, including the payment of dividends and interest on capital,in equity, the investor will be exposed to additional risks, as described below. Additional risks and uncertainties that we are unaware of, or that we currently deem to be immaterial, may also become important factors that affect us and/or ADS holders.

 

The relative price volatility and limited liquidity of the Brazilian capital markets may significantly limit the ability of our investors to sell the preferred shares underlying our ADSs, at the price and time they desire

 

The investment in securities traded in emerging markets frequently involves a risk higher than an investment in securities of issuers from the U.S.United States or other developed countries, and these investments are generally considered more speculative. The Brazilian securities market is smaller, less liquid, more concentrated and can be more volatile than markets in the U.S.United States and other countries. Thus, an investor’s ability to sell preferred shares underlying ADSs at the price and time the investor desires may be substantially limited.

 

The preferred shares underlying our ADSs do not have voting rights, except in specific circumstances.

 

Pursuant to our Bylaws, the holders of preferred shares and therefore of our ADSs are not entitled to vote in our general stockholders’ meetings, except in specific circumstances. Even in such circumstances, ADS holders may be subject to practical restrictions on their ability to exercise their voting rights due to additional operational steps involved in communicating with these stockholders, as mentioned below.

 

According to the provisions of the ADSs deposit agreement, in the event of a general stockholders’ meeting, we will provide notice to the depositary bank, which will, to the extent practicable, send such notice to ADS holders and instructions on how such holders can participate in such general stockholders’ meeting, and ADS holders should instruct the depositary bank on how to vote in order to exercise their voting rights. This additional step of instructing the ADS depositary bank may make the process for exercising voting rights longer for ADS holders.

 

A-167 

Holders of ADSs may be unable to exercise preemptive rights with respect to our preferred shares

 

We may not be able to offer the U.S. holders of our ADSs preemptive rights granted to holders of our preferred shares in the event of an increase of our share capital by issuing preferred shares unless a registration statement relating to such preemptive rights and our preferred shares is effective or an exemption from such registration requirements of the Securities Act is available. As we are not obligated to file a registration statement relating to preemptive rights with respect to our preferred shares, we cannot assure that preemptive rights will be offered to you.

In the event such registration statement is not filed or if the exemption from registration is not available, The Bank of New York Mellon, as depositary bank, will attempt to sell such preemptive rights within the exercise period, and, in case such a sale is effective, our ADS holders will be entitled to receive the proceeds from such sale. However, the U.S. holders of our ADSs willmay not receive any value from the granting of such preemptive rights if the depositary bank is unable to sell the preemptive rights during the exercise period.rights.

 

The surrender of ADSs may cause the loss of the ability to remit foreign currency abroad and of certain Brazilian tax advantages

 

While ADS holders benefit from the electronic certificate of foreign capital registration obtained in Brazil by the custodian for our preferred shares underlying the ADSs, which permits the depositary bank to convert dividends and other distributions with respect to the preferred shares underlying the ADSs into foreign currency and remit the proceeds abroad, the availability and requirements of such electronic certificate may be adversely affected by future legislative changes.

 

If an ADS holder surrenders the ADSs and, consequently, receives preferred shares underlying the ADSs, such holder will have to register its investment in the preferred shares with the Central Bank of Brazil either as (i) a Foreign Direct Investment, subject to Law No. 4131/62, which will require an electronic certificate of foreign capital registration, the Electronic Declaratory Registration of Foreign Direct Investment (RDE-IED), or (ii) as a Foreign Investment in Portfolio, subject to Resolution CMN No. 4373/14, which among other requirements, requires the appointment of a financial institution in Brazil as the custodian of the preferred shares and legal representative of the foreign investor in the Electronic Declaratory Registration of Portfolio (RDE – Portfolio). The failure to register the investment in the preferred shares as foreign investment under one of the regimes mentioned above (Eg. RDE – IED or RDE – Portfolio) will impact the ability of the holder to dispose of the preferred shares and to receive dividends. Moreover, upon receipt of the preferred shares underlying the ADSs, Brazilian regulations require the investor to enter into corresponding exchange rate transactions and pay taxes on these exchange rate transactions, as applicable.

The tax treatment for the remittance of dividends and distributions on, and the proceeds from any sale of, our preferred shares is less favorable in case a holder of preferred shares obtains the RDE-IED instead of the RDE-Portfolio. In addition, if a holder of preferred shares attempts

AttachmentsA-163

Annual Report 2015

to obtain an electronic certificate of foreign capital registration, such holder may incur expenses or suffer delays in the application process, which could impact the investor’s ability to receive dividends or distributions relating to our preferred shares or the return of capital on a timely manner.

 

The holders of ADSs have rights that differ from those of stockholders of companies organized under the laws of the U.S.United States or other countries

 

Our corporate affairs are governed by our Bylaws and Brazilian Corporate Law, which may have legal principles that differ from those that would apply if we were incorporated in the U.S.United States or in another country. Under Brazilian Corporate Law, the holders of ADSs and the holders of our preferred shares may have different rights with respect to the protection of investor interests, including remedies available to investors in relation to any actions taken by our Board of Directors or the holders of our common shares, which may be different from what is provided in U.S. law or the law of another country.

 

Taxation for the ADS holders

This summary is based upon tax laws of Brazil and the United States in effect as of the date hereof, and contains a description of the main Brazilian and U.S. federal income tax considerations regarding the acquisition, ownership and disposition of our preferred shares or ADSs, but it does not purport to be a comprehensive description of all the tax considerations that may be relevant to these matters, considering that laws are subject to change and to differing interpretations (possibly with retroactive effect). Although there is no income tax treaty between Brazil and the United States in place, the tax authorities of the two countries have agreed in applicable provisions of reciprocal tax treatment as to compensation of tax withheld at the source country in the residence country. No assurance can be given, however, as to whether or when a treaty will enter into force or how it will affect a U.S. Holder (as defined below) of our preferred shares or ADSs.

 

Prospective purchasers of our preferred shares or ADSs should consult their own tax advisors as to the tax consequences of the acquisition, ownership and disposition of our preferred shares and ADSs, including, in particular, the effect of any non-U.S., non-resident, state or local tax laws.

 

Brazilian Tax Considerationstax considerations

The following discussion summarizes the main Brazilian tax consequences related to the acquisition, ownership and disposition by Non-Resident Holders of our ADSs.

 

Non-Resident Holders ResidentNon-resident holders resident or Domicileddomiciled in Tax Haven Jurisdictionstax haven jurisdictions

 

In accordance with Brazilian law, as regulated by Article 1 of Normative InstructionRulling No. 1,037 of June 4th, 2010, as amended, a “tax haven” is defined as a country or locationlocation: (a) that does not impose any income tax or where the maximum income tax rate is 20% , or below17% as further detailed below; or (b) where the local legislation imposes restrictions on disclosure regarding

A-168 

shareholder composition or investment ownership. A list of current tax haven jurisdictions has been published per such Normative Instruction.Rulling. Non-Resident Holders resident or domiciled in tax haven jurisdictions may be subject to withholding tax in Brazil at higher rates than Non-Resident Holders not resident or domiciled in tax havens, as described below.

 

Additionally, on June 24, 2008, Law No. 11,727 introduced the concept of “privileged tax regime,” which is defined as a tax regime that (i) does not tax income or taxes it at a maximum rate lower than 20%; (ii) grants tax benefits to non-resident entities or individuals (a) without the requirement to carry out substantial economic activity in the country or dependency or (b) contingent to the non-exercise of substantial economic activity in the country or dependency; (iii) does not tax or that taxes income generated abroad at a maximum rate of lower than 20%; or (iv) does not provide access to information related to shareholding composition, ownership of assets and rights or economic transactions carried out.

On November 28, 2014, the Brazilian tax authorities issued Ordinance No. 488, which decreased these minimum thresholds from 20% to 17% in certain cases. Under Ordinance No. 488, the 17% threshold applies only to countries and regimes aligned with international standards of fiscal transparency, in accordance with rules to be established by the Brazilian tax authorities.

Notwithstanding the above, we recommend that you consult your own tax advisors regarding the consequences of the implementation of Law No. 11,727, Normative Ruling No. 1,037 and of any related Brazilian tax law or regulation concerning tax havens and privileged tax regimes.

Taxation of Dividendsdividends

 

Payment of dividends derived from profits generated after January 1,st, 1996, including dividends paid in kind, are not subject to withholding tax in Brazil. Payment of dividends derived from profits generated before January 1st, 1996 may be subject to Brazilian withholding tax at varying rates, according to the year when the profits have been generated.

 

Taxation of Interestinterest on Net Equitynet equity

 

Law No. 9,249, dated December 26, 1995, as amended, allows a Brazilian corporation, such as ourselves, to also make payments of interest on net equity in addition to dividend distributions. Please refer tosection Our Risk Management,risk management, itemRegulatory Environment,environment, Taxationfor further information. Currently, payments of interest on net equity are subject towithholding tax at a general rate of 15%, or 25% in the case of a Non-Resident Holder that is resident or domiciled in a tax haven jurisdiction.

 

Taxation of Gainsgains

 

(a)Sales or Other Dispositions of ADSs

Gains(a) Sales or other dispositions of ADSs

Arguably, gains realized outside Brazil by a Non-Resident Holder from the sale or other disposition of ADSs to another Non-Resident Holder are not subject to Brazilian taxation. However, according to Law No. 10,833, dated December 29, 2003, as amended, the disposition of assets located in Brazil by a Non-Resident Holder may be subject to Brazilian withholding tax at a general15% flat rate or progressive rate may vary from 15% to 22.5% depending on the kind of 15% (ainvestment made into Brazil and the location where the Non-Resident Holder is resident or domiciled (also, a 25% rate may apply if the foreign beneficiary is resident or domiciled in a jurisdiction deemed to be a tax haven for Brazilian tax purposes).

Although the referred Law is not completely clear with respect to what is considered to be an asset located in Brazil, ADSs generally should not be considered to be assets located in Brazil for purposes of such Law because they represent securities issued and negotiated in an offshore exchange market. It is important to note that even if ADSs were considered to be assets located in Brazil, Non-Resident Holders not resident or domiciled in tax haven jurisdictions may still apply for exemption from capital gains tax according to Article 81 of Law No. 8,981, dated January 20, 1995, as amended.

 

AttachmentsA-164

Annual Report 2015

(b)

Conversion of Our Preferred Shares(b) Conversion of our preferred shares into ADSs

The deposit by a Non-Resident Holder of our preferred shares with the depositary for conversion into ADSs may be subject to Brazilian capital gains tax, if such Non-Resident Holder is resident or domiciled in a tax haven jurisdiction or if such preferred shares have not been registered under the Central Bank according to CMN Resolution No. 4.373, dated September 29, 2014, effective as of March 30, 2015 (former CMN Resolution No. 2,689, dated January 26, 2000, and CMN Resolution No. 1,927, dated May 18, 1992), as amended. In those cases, the difference between the acquisition cost of such preferred shares or the amount otherwise previously registered under the Central Bank and the average price of such preferred shares, according to the mentioned CMN Resolution No. 4.373/14), may be considered taxable capital gain, and may be subject to income tax at a general rate of 15%. Please refer to section Our Risk Management, item Regulatory Environment, Funds of foreign investors, for further details.

 

The deposit by a Non-Resident Holder of our preferred shares with the depositary for conversion into ADSs may be subject to Brazilian capital gains tax, if such Non-Resident Holder is resident or domiciled in a tax haven jurisdiction or if such preferred shares have not been registered under the Central Bank according to CMN Resolution No. 4.373, dated September 29, 2014, effective as of March 30, 2015 (former CMN Resolution No. 2,689, dated January 26, 2000, and CMN Resolution No. 1,927, dated May 18, 1992), as amended. In those cases, the difference between the acquisition cost of such preferred shares or the amount otherwise previously registered under the Central Bank and the average price of such preferred shares, according to the mentioned CMN Resolution No. 4,373/14), may be considered taxable capital gain, and may be subject to income tax. Please refer to section Our risk management, item Regulatory environment, Funds of foreign investors, for further details. Non-Resident Holders that are resident or domiciled in tax haven jurisdictions may be subject to capital gain tax at a 25% rate on sale or transfer of shares out of the financial markets upon such a conversion.

On the other hand, when Non-Resident Holders that are not resident or domiciled in tax haven jurisdictions deposit preferred shares registered according to CMN Resolution No. 4.373/4,373/14 in exchange for ADSs, such deposit should not be subject to capital gain tax.

 

(c) Sales or other dispositions of our preferred shares

A-169 (c)

Sales or Other Dispositions of Our Preferred Shares

Non-Resident Holders not resident or domiciled in tax haven jurisdictions that register their portfolio according to CMN Resolution No. 4.373/14 benefit from a special tax treatment according to which any capital gain arising from the sale of securities within Brazilian stock exchanges is exempt from income tax. On the other hand, sale of shares not registered according to CMN Resolution No. 4.373/

Non-Resident Holders not resident or domiciled in tax haven jurisdictions that register their portfolio according to CMN Resolution No. 4,373/14 benefit from a special tax treatment according to which any capital gain arising from the sale of securities within Brazilian stock exchanges is exempt from income tax. On the other hand, sale of shares not registered according to CMN Resolution No. 4,373/14 or made outside of Brazilian stock exchanges is generally subject to 15% capital gain tax.

 

Such special treatment is not applicable to Non-Resident Holders resident or domiciled in tax haven jurisdictions, who are subject to general taxation rules applicable to Brazilian residents on the sale of their investments in the financial markets, including stock exchanges and over-the-counter markets. The taxation rate is then generally of 15%. If such Non-Resident Holders sell shares outside of the financial markets, the income taxation rate will instead be of 25%. Any exercise of preemptive rights related to our preferred shares (and in connection with the ADS program) will not be subject to Brazilian taxation. The gains from the sale or assignment of preemptive rights will be subject to the Brazilian income tax according to rates that vary depending on the locationsame rules applicable to disposition of the Non-Resident Holder and the market in which such rights have been sold. If the Non-Resident Holder is not residentshares or domiciled in a tax haven jurisdiction, the sale of preemptive rights is exempt from tax if made within the Brazilian stock exchange markets or is subject to 15% income tax if made outside such stock exchange markets. If the Non-Resident Holder is resident or domiciled in a tax haven, the sale of preemptive rights is generally subject to 15% income tax if made within Brazilian financial markets or 25% tax if the rights have been sold outside such markets.ADSs.

 

Tax on Financial Transactions

financial transactions IOF/Exchange (IOF/FX) and IOF/Securities

 

According to the Decree No. 6,306/2007, and further amendments, Tax on Financial Transactions may levy some foreign exchange transactions. Please refer tosection Our Risk Management,risk management, item Regulatory Environment,environment, Taxation, for further details about Tax on Financial Transactions.financial transactions.

 

The acquisition of ADSs is not subject to IOF tax. As of December 24, 2013, pursuant to Decree No. 8,165, the IOF/Securities tax levied on the assignment of shares traded in the Brazilian stock exchange market in order to permit the issuance of depositary receipts to be negotiated overseas has been reduced to 0% rate.

 

Other Brazilian Taxestaxes

 

There are no Brazilian inheritance, gift or succession taxes applicable to the transfer of ownership or title (ownership without beneficial interest) of our preferred shares or ADSs or the vesting of free beneficial interest of such shares or ADSs outside Brazil by a Non-Resident Holder, except for gift, inheritance and legacy taxes that are levied by some states of Brazil if bestowed in such states of Brazil or abroad when the receiver is resident or domiciled in these states of Brazil. There are no Brazilian stamp, issue, registration, or similar taxes or duties payable to Non-Resident Holders of our preferred shares or ADSs.

 

INVESTORS ARE STRONGLY ADVISED TO CONSULT THEIR OWN TAX ADVISORS AS TO BRAZILIAN. FEDERAL, STATE AND LOCAL TAX CONSIDERATIONS RELATING TO THE PURCHASE, OWNERSHIP AND DISPOSITION OF OUR PREFERRED SHARES OR ADSs IN LIGHT OF THEIR PARTICULAR CIRCUMSTANCES, AS WELL AS THE EFFECT OF ANY NON-BRAZILIAN TAX LAWS.

U.S. Federal Income Tax Considerationsfederal income tax considerations

The following is a general discussion of certain U.S. federal income tax considerations relating to the purchase, ownership and disposition of our preferred shares or ADSs by U.S. Holders (as defined below) who hold such preferred shares or ADSs as capital assets within the meaning of section 1221 of the U.S. Internal Revenue Code of 1986, as amended (the “Code”). This discussion does not address all of the U.S. federal income tax considerations that may be relevant to specific U.S. Holders in light of their particular circumstances or to U.S. Holders subject to special treatment under U.S. federal income tax law, such as banks, insurance companies, retirement plans, regulated investment companies, real estate investment trusts, dealers in securities, brokers,

AttachmentsA-165

Annual Report2015

tax-exempt entities, certain former citizens or residents of the United States, U.S. Holders that hold our preferred shares or ADSs as part of a “straddle,” “hedging,” “conversion” or other integrated transaction, U.S. Holders that mark their securities to market for U.S. federal income tax purposes, U.S. Holders that have a functional currency other than the U.S. dollar, U.S. Holders that own (or are deemed to own) 10% or more (by voting power) of our shares or U.S. Holders that receive our preferred shares or ADSs as compensation. In addition, this discussion does not address the effect of any U.S. state, local or non-U.S. tax considerations or any U.S. estate, gift or alternative minimum tax considerations.

This discussion is based on the Code, U.S. Treasury regulations promulgated or proposed thereunder and administrative and judicial interpretations thereof, all as in effect on the date hereof, and all of which are subject to change, possibly with retroactive effect, or subject to differing interpretations. This discussion also assumes that each obligation in the deposit agreement and any related agreement will be performed in accordance with its terms.

 

For purposes of this discussion, the term “U.S. Holder” means a beneficial owner of our preferred shares or ADSs that is, for U.S. federal income tax purposes, (i) an individual who is a citizen or resident of the United States, (ii) a corporation created or organized in or under the laws of the United States, any state thereof, or the District of Columbia, (iii) an estate the income of which is subject to U.S. federal income tax regardless of its source, or (iv) a trust (x) with respect to which a court within the United States is able to exercise primary supervision over its administration and one or more U.S. persons have the authority to control all of its substantial decisions or (y) that has in effect a valid election under applicable U.S. Treasury regulations to be treated as a U.S. person.

 

A-170 

If an entity treated as a partnership for U.S. federal income tax purposes invests in our preferred shares or ADSs, the U.S. federal income tax considerations relating to such investment will depend in part upon the status and activities of such entity and the particular partner. Any such entity should consult its own tax advisor regarding the U.S. federal income tax considerations applicable to it and its partners relating to the purchase, ownership and disposition of such preferred shares or ADSs.

 

INVESTORS ARE STRONGLY ADVISED TO CONSULT THEIR OWN TAX ADVISORS AS TO THE U.S. FEDERAL, STATE AND LOCAL TAX CONSIDERATIONS RELATING TO THE PURCHASE, OWNERSHIP AND DISPOSITION OF OUR PREFERRED SHARES OR ADSs IN LIGHT OF THEIR PARTICULAR CIRCUMSTANCES, AS WELL AS THE EFFECT OF ANY NON-U.S. TAX LAWS.

 

Except where specifically described below, this discussion assumes that we are not and will not be a passive foreign investment company (a “PFIC”)PFIC), for U.S. federal income tax purposes. Please see the discussion under “Passive Foreign Investment Company Considerations” below.

 

Treatment of ADSs

 

A U.S. Holder of ADSs generally will be treated for U.S. federal income tax purposes as the owner of such U.S. Holder’s proportionate interest in our preferred shares held by the depositary (or its custodian) that are represented and evidenced by such ADSs. Accordingly, any deposit or withdrawal of our preferred shares in exchange for ADSs generally will not result in the realization of gain or loss to such U.S. Holder for U.S. federal income tax purposes.

 

Distributions

 

A U.S. Holder that receives a distribution with respect to our preferred shares (whether held through ADSs or directly), including payments of interest on net equity as described above under “– Brazilian Tax Considerations – Taxation of Interest on Net Equity,” generally will be required to include the amount of such distribution (without reduction for any Brazilian withholding tax with respect thereto) in gross income as a dividend to the extent of our current or accumulated earnings and profits (as determined for U.S. federal income tax purposes) on the date such U.S. Holder (or the depositary, in the case of ADSs) actually or constructively receives such distribution, and will not be eligible for the dividends received deduction allowed to corporations. A distribution on our preferred shares (whether held through ADSs or directly) in excess of current and accumulated earnings and profits generally will be treated first as a non-taxable return of capital to the extent of such U.S. Holder’s basis in such preferred shares or ADSs, as the case may be, and thereafter as gain from the sale or exchange of such preferred shares or ADSs (which will be treated in the same manner described below under “Sale, Exchange or Other Disposition of Preferred Shares or ADSs”). We have not maintained and do not plan to maintain calculations of earnings and profits for U.S. federal income tax purposes. As a result, a U.S. Holder may need to include the entire amount of any such distribution in income as a dividend.

 

The U.S. dollar value of any distribution on our preferred shares made in Brazilianreais generally should be calculated by reference to the exchange rate between the U.S. dollar and the Brazilianreal in effect on the date of receipt of such distribution by the U.S. Holder (or the depositary, in the case of ADSs), regardless of whether thereais so received are in fact converted into U.S. dollars. Such U.S. Holder generally will have a basis in suchreais equal to the U.S. dollar value of suchreais on the date of receipt. Any gain or loss on a subsequent conversion or other disposition of suchreais by such U.S. Holder generally will be treated as ordinary income or loss and generally will be income or loss from sources within the United States.

 

AttachmentsA-166

Annual Report 2015

Distributions treated as dividends that are received by certain non-corporate U.S. persons (including individuals) in respect of shares of a non-U.S. corporation (other than a corporation that is, in the taxable year during which the distributions are made or the preceding taxable year, a PFIC) that is readily tradable on an established securities market in the United States generally qualify for a 20% reduced maximum tax rate (and potentially additional tax discussed below under “Medicare Tax”) so long as certain holding period and other requirements are met. Since the ADSs will be listed on the NYSE, unless we are treated as a PFIC with respect to a U.S. Holder, dividends received by such a U.S. Holder in respect of the ADSs should qualify for the reduced rate. Based on existing guidance, it is not entirely clear whether dividends received by such a U.S. Holder of our preferred shares in respect of such shares will qualify for the reduced rate, because our preferred shares are not themselves listed on a United States exchange. Special rules apply for purposes of determining the recipient’s investment income (which may limit deductions for investment interest) and foreign income (which may affect the amount of U.S. foreign tax credit) and to certain extraordinary dividends. Each U.S. Holder that is a non-corporate taxpayer should consult its own tax advisor regarding the possible applicability of the reduced tax rate and the related restrictions and special rules.

 

Sale, Exchangeexchange or Otherother Disposition of Preferred Shares or ADSs

 

Upon a sale, exchange or other disposition of our preferred shares or ADSs, a U.S. Holder generally will recognize gain or loss for U.S. federal income tax purposes in an amount equal to the difference, if any, between the amount realized on such sale, exchange or other disposition and such U.S. Holder’s adjusted tax basis in such preferred shares or ADSs. Any gain or loss so recognized generally will be long-term capital gain or loss if such U.S. Holder has held such preferred shares or ADSs for more than one year at the time of such sale, exchange or other disposition. Certain non-corporate U.S. Holders are entitled to

A-171 

preferential treatment for net long-term capital gains. The ability of a U.S. Holder to offset capital losses against ordinary income is limited.

 

A U.S. Holder that receives Brazilianreais from the sale, exchange or other disposition of our preferred shares generally will realize an amount equal to the U.S. dollar value of suchreais on the settlement date of such sale, exchange or other disposition if (i) such U.S. Holder is a cash basis or electing accrual basis taxpayer and our preferred shares are treated as being “traded on an established securities market” or (ii) such settlement date is also the date of such sale, exchange or other disposition. Such U.S. Holder generally will have a basis in suchreais equal to the U.S. dollar value of suchreaison the settlement date. Any gain or loss on a subsequent conversion orotheror other disposition of suchreais by such U.S. Holder generally will be treated as ordinary income or loss and generally will be income or loss from sources within the United States. Each U.S. Holder should consult its own tax advisor regarding the U.S. federal income tax consequences of receivingreais from the sale, exchange or other disposition of our preferred shares in cases not described in the first sentence of this paragraph.

 

Foreign Tax Credit Considerationstax credit considerations

 

Distributions on our preferred shares (whether held through ADSs or directly), including payments of interest on net equity as described above under “– Brazilian Tax Considerations – Taxation of Interest on Net Equity,” that are treated as dividends, before reduction for any Brazilian withholding taxes with respect thereto, will generally be included in the gross income of a U.S. Holder. Thus, such U.S. Holder may be required to report income for such purposes in an amount greater than the actual amount such U.S. Holder receives in cash. Distributions treated as dividends generally will constitute income from sources outside the United States and generally will be categorized for U.S. foreign tax credit purposes as “passive category income” or, in the case of some U.S. Holders, as “general category income.” Subject to applicable limitations and holding period requirements, a U.S. Holder may be eligible to elect to claim a U.S. foreign tax credit against its U.S. federal income tax liability for any such Brazilian withholding taxes. Under current law, gain resulting from a sale or other disposal of our preferred shares or ADSs may be subject to Brazilian income or withholding taxes. A U.S. Holder’s use of a foreign tax credit with respect to any such Brazilian income or withholding taxes could be limited, as such gain generally will constitute income from sources within the United States. A U.S. Holder that does not claim a U.S. foreign tax credit generally may instead claim a deduction for any such Brazilian taxes, but only for a taxable year in which such U.S. Holder elects to do so with respect to all non-U.S. income taxes paid or accrued by such U.S. Holder in such taxable year. Foreign currency exchange gain or loss generally will constitute income from sources within the United States. The rules relating to foreign tax credits are complex, and each U.S. Holder should consult its own tax advisor regarding the application of such rules.

 

Passive Foreign Investment Company Considerationsforeign investment company considerations

 

Special U.S. federal income tax rules apply to U.S. persons owning shares of a PFIC. A non-U.S. corporation generally will be classified as a PFIC for U.S. federal income tax purposes in any taxable year in which, after applying relevant look-through rules with respect to the income and assets of certain subsidiaries, either: at least 75% of its gross income is “passive income”, or on average at least 50% of the gross value of its assets is attributable to assets that produce passive income or are held for the production of passive income.

 

For this purpose, passive income generally includes, among other things, dividends, interest, rents, royalties, gains from the disposition of passive assets and gains from commodities transactions.

 

AttachmentsA-167

Annual Report 2015

The application of the PFIC rules to banks is unclear under present U.S. federal income tax law. Banks generally derive a substantial part of their income from assets that are interest bearing or that otherwise could be considered passive under the PFIC rules. The United States Internal Revenue Service (or “IRS”)( IRS), has issued a notice, and has proposed regulations, that exclude from passive income any income derived in the active conduct of a banking business by a qualifying foreign bank, also known as the Active Bank Exception. The IRS notice and proposed regulations have different requirements for qualifying as a foreign bank, and for determining the banking income that may be excluded from passive income under the Active Bank Exception. Moreover, the proposed regulations have been outstanding since 1994 and will not be effective unless finalized.

 

Based on estimates of our current and projected gross income and gross assets, we do not believe that we will be classified as a PFIC for our current or future taxable years. The determination of whether we are a PFIC, however, is made annually and is based upon the composition of our income and assets (including income and assets of entities in which we hold at least a 25% interest), and the nature of our activities (including our ability to qualify for the Active Bank Exception).

 

Because final regulations have not been issued and because the notice and the proposed regulations are inconsistent, our status under the PFIC rules is subject to considerable uncertainty. While we conduct, and intend to continue to conduct, a significant banking business, there can be no assurance that we will satisfy the specific requirements for the Active Bank Exception under either the IRS notice or the proposed regulations. Accordingly, U.S. Holders could be subject to U.S. federal income tax under the rules described below.

 

If we are treated as a PFIC for any taxable year during which a U.S. Holder owns our preferred shares or ADSs, any gain realized on a sale or other taxable disposition of such preferred shares or ADSs and certain “excess distributions” (generally distributions in excess of 125% of the average distribution over the prior three-year period, or if shorter, the holding period for such preferred shares or ADSs) will be treated as ordinary income and will be subject to tax as if (i) the excess distribution or gain had been realized ratably over the U.S. Holder’s holding period for such preferred shares or ADSs, (ii) the amount deemed realized in each year had been subject to tax in each such year at the highest marginal rate for such year (other than

A-172 

income allocated to the current period or any taxable period before we became a PFIC, which would be subject to tax at such U.S. Holder’s regular ordinary income rate for the current year and would not be subject to the interest charge discussed below), and (iii) the interest charge generally applicable to underpayments of tax had been imposed on the taxes deemed to have been payable in those years.

 

We do not expect to provide information that would allow U.S. Holders to avoid the foregoing consequences by making a “qualified electing fund” election.

 

If we are treated as a PFIC and, at any time, we invest in non-U.S. corporations that are classified as PFICs (“Subsidiary PFICs”), U.S. Holders generally will be deemed to own, and also would be subject to the PFIC rules with respect to, their indirect ownership interest in any such Subsidiary PFIC. If we are treated as a PFIC, a U.S. Holder could incur liability for the deferred tax and interest charge described above if either (i) we receive a distribution from, or dispose of all or part of our interest in, any such Subsidiary PFIC or (ii) such U.S. Holder disposes of all or part of our preferred shares or ADSs.

 

A U.S. holder of shares in a PFIC (but possibly not a Subsidiary PFIC, as discussed below) may make a “mark-to-market” election, provided the PFIC shares are “marketable stock” as defined under applicable Treasury regulations (i.e., “regularly traded” on a “qualified exchange or other market”). Under applicable Treasury regulations, a “qualified exchange or other market” includes (i) a national securities exchange that is registered with the U.S. Securities and Exchange Commission or the national market system established under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or (ii) a foreign securities exchange that is regulated or supervised by a governmental authority of the country in which the market is located and meets certain trading, listing, financial disclosure and other requirements set forth in applicable Treasury regulations. The ADSs are traded on the NYSE and the preferred shares are traded on the BM&FBovespa. The NYSE constitutes a qualified exchange or other market. Although the IRS has not addressed whether the BM&FBovespa meets the requirements to be treated as a qualified exchange or other market, we believe that the BM&FBovespa should be so treated. PFIC shares traded on a qualified exchange or other market are regularly traded on such exchange or other market for any calendar year during which such shares are traded, other than inde minimis quantities, on at least 15 days during each calendar quarter. We cannot assure U.S. Holders that our preferred shares or ADSs will be treated as “marketable stock” for any taxable year.

 

The tax consequences that would apply if we were a PFIC would be different from those described above if a “mark-to-market” election is available and a U.S. Holder validly makes such an election as of the beginning of such U.S. Holder’s holding period. If such an election were made, such U.S. Holder generally would (i) include in gross income, entirely as ordinary income, an amount equal to the excess, if any, of the fair market value of our preferred shares or ADSs as of the close of each taxable year and such U.S. Holder’s adjusted tax basis in such preferred shares or ADSs, and (ii) deduct as an ordinary loss the excess, if any, of such U.S. Holder’s adjusted tax basis in such preferred shares or ADSs over the fair market value of such preferred shares or ADSs at the end of the

AttachmentsA-168

Annual Report2015

taxable year, but only to the extent of the net amount previously included in gross income as a result of the mark-to-market election. Any gain from a sale, exchange or other disposition of our preferred shares or ADSs in a taxable year in which we were a PFIC would be treated as ordinary income, and any loss from such sale, exchange or other disposition would be treated first as ordinary loss (to the extent of any net mark-to-market gains previously included in income) and thereafter as capital loss. A U.S. Holder’s adjusted tax basis in such preferred shares or ADSs would increase or decrease by the amount of the gain or loss taken into account under the mark-to-market regime. Even if a U.S. Holder is eligible to make a mark-to-market election with respect to our preferred shares or ADSs, however, it is not clear whether or how such election would apply with respect to the shares of any Subsidiary PFIC that such U.S. Holder is treated as owning, because such Subsidiary PFIC shares might not be marketable stock. The mark-to-market election is made with respect to marketable stock in a PFIC on a shareholder-by-shareholder basis and, once made, can only be revoked with the consent of the IRS. Special rules would apply if the mark-to-market election is not made for the first taxable year in which a U.S. Holder owns any equity interest in us while we are a PFIC.

 

A U.S. Holder who owns our preferred shares or ADSs during any taxable year that we are treated as a PFIC generally would be required to file an information return with respect to us and any Subsidiary PFIC in which the U.S. Holder holds a direct or indirect interest. U.S. Holders should consult their own tax advisors regarding the application of the PFIC rules to our preferred shares or ADSs and the availability and advisability of making a mark-to-market election should we be considered a PFIC for any taxable year.

 

Medicare Taxtax

 

In addition to regular U.S. federal income tax, certain U.S. Holders that are individuals, estates or trusts are subject to a 3.8% tax on all or a portion of their “net investment income,” which may include all or a portion of their income arising from a distribution with respect to a preferred share or ADS and net gain from the sale, exchange or other disposition of a preferred share or ADS.

 

Backup Withholdingwithholding and Information Reportinginformation reporting

 

Backup withholding and information reporting requirements generally apply to certain U.S. Holders with respect to payments made on or proceeds from the sale, exchange or other disposition of our preferred shares or ADSs. A U.S. Holder not otherwise exempt from backup withholding generally can avoid backup withholding by providing a properly executed IRS Form W-9. Backup withholding is not an additional tax. Any amounts withheld under the backup withholding rules generally will be allowed as a

A-173 

refund or a credit against the U.S. Holder’s U.S. federal income tax liability, provided the required information is timely furnished by the U.S. Holder to the IRS.

 

Disclosure Requirementsrequirements for Specified Foreign Financial Assetsspecified foreign financial assets

 

Individual U.S. Holders (and certain U.S. entities specified in U.S. Treasury Department guidance) who, during any taxable year, hold any interest in any “specified foreign financial asset” generally will be required to file with their U.S. federal income tax returns certain information on IRS Form 8938 if the aggregate value of all such assets exceeds certain specified amounts. “Specified foreign financial asset” generally includes any financial account maintained with a non-U.S. financial institution and may also include our preferred shares or ADSs if they are not held in an account maintained with a financial institution. Substantial penalties may be imposed, and the period of limitations on assessment and collection of U.S. federal income taxes may be extended, in the event of a failure to comply. U.S. Holders should consult their own tax advisors as to the possible application to them of this filing requirement.

 

Disclosure Requirementsrequirements for Certaincertain U.S. Holders Recognizing Significant Lossesholders recognizing significant losses

 

A U.S. Holder that claims significant losses in respect of our preferred shares or ADSs for U.S. federal income tax purposes (generally (i) US$10 million or more in a taxable year or US$20 million or more in any combination of taxable years for corporations or partnerships all of whose partners are corporations, (ii) US$2 million or more in a taxable year or US$4 million or more in any combination of taxable years for all other taxpayers, or (iii) US$50,000 or more in a taxable year for individuals or trusts with respect to a foreign currency transaction) may be required to file Form 8886 for “reportable transactions.” U.S. Holders should consult their own tax advisors concerning any possible disclosure obligation with respect to our preferred shares or ADSs.

 

U.S.US Foreign Account Tax Compliance Act (FATCA)

 

Please refer to section our risk management,Our Risk Management, item Regulatory Environment, Taxation, U.S. Foreign Account Tax Compliance Act (FATCA) for more clarification on FATCA.

 

Controls and Procedures

(a)Disclosure Controls and Procedures

(a) Disclosure Controls and Procedures

We carried out an evaluation, under the supervision and with the participation of our management, including our chief executive officer (“CEO”), and our chief financial officer (“CFO”), of the effectiveness of our “disclosure controls and procedures” (as defined in the Exchange Act Rules 13a-15(e) and 15d-15(e)) as required by paragraph (b) of the Exchange Act Rules 13a-15 or 15d-15, as of December 31, 2015.2016.

 

A control system, no matter how well designed and operated, can provide only reasonable, not absolute, assurance that the control system’s objectives will be met. Therefore, our management does not expect that the controls will prevent all errors and all fraud.

 

AttachmentsA-169

Annual Report 2015

Based upon the evaluation performed, our CEO and CFO have concluded that as of December 31, 2015,2016, our disclosure controls and procedures were effective to provide reasonable assurance that material information relating to us and our consolidated subsidiaries is (i) recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and (ii) accumulated and communicated to our management, including our principal executive officers and principal financial officers, to allow timely decisions regarding required disclosure.

 

(b)Management’s Annual Report on Internal Control Over Financial Reporting

(b) Management’s Annual Report on Internal Control Over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act. Our internal control was designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of consolidated financial statements for external purposes, in accordance with the International Financial Reporting Standards (IFRS) issued by the International Accounting Standards Board (IASB).

 

All internal control systems, no matter how well designed, have inherent limitations. Therefore, even those systems determined to be effective may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to risk that controls may become inadequate because of changes in conditions, or a decline in the level of compliance with policies or procedures may occur.

 

Our management assessed the effectiveness of our internal control over financial reporting as of December 31, 2015.2016. In making this assessment, our management used the criteria set forth in “Internal Control – Integrated Framework (2013)” issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). Based on its evaluation and those criteria, our management has concluded that our internal control over financial reporting was effective as of December 31, 2015. 2016.

The effectiveness of the Company’s internal control over financial reporting as of December 31, 2015,2016, has been audited by PricewaterhouseCoopers Auditores Independentes, an independent registered public accounting firm.

 

(c)Attestation Report of the Independent Registered Public Accounting FirmA-174 

(c) Attestation Report of the Independent Registered Public Accounting Firm

The report of PricewaterhouseCoopers Auditores Independentes, our independent registered public accounting firm, dated March xx, 2016,April 20, 2017, on the effectiveness of our internal controls related to the consolidatedcontrol over financial statementsreporting as of December 31, 20152016 is presented with our consolidated financial statements.

 

Please refer to Performance, item Consolidated Financial Statements (IFRS) for further details about our independent auditor’s report.registered public accounting firm.

 

(d)Changes in Internal Control Over Financial Reporting

(d) Changes in Internal Control Over Financial Reporting

In connection with the evaluation required by the Exchange Act Rule 13a-15(d), our management, including our CEO and CFO, concluded that the changes that ocurredoccurred during the year ended December 31, 20152016 have not materially affected, orand are not reasonably likely to materially affect, our internal control over financial reporting.

 

Sustainability

Sustainability is incorporated into our corporate strategy by means ofthrough a consolidated governance structure that is integrated into our business, which allows us to incorporate social and environmental issues into daily activities and processes throughout the Itaú Unibanco Group. Long-term strategic decisions on sustainability are discussed on an annual basis atby our Board of Directors’Directors, at an annual meeting of the Strategy Committee (composed of Board of Directors members) and twice a year at meetings of our Executive Committee. Since 2011, our sustainability activities have been based on three strategic focuses: (i) social and environmental risks and opportunities, (ii) financial education and (iii) dialogue and transparency.

 

Our management of social and environmental risk is based on the identification, measurement, mitigation and monitoring of risks. We know that the increasing societal consciousness of the environmental and social challenges we face makes these issues more material to our operations, products and services. By integrating E&Ssocial and environmental risks and opportunities into our strategy, governance, processes, management policies, products and services, we are creating a virtuous circle that can help society to prosper.

In the last 15 years, we developed and participated in various initiatives to reduce environmental and social risks and seize opportunities to address those risks. Over that period, we have created strategies, routines, processes and products, adopted specific policies and adhered to voluntary commitments such as PRI (Principles for Responsible Investments), EP (Equator Principles), CDP (Carbon Disclosure Project), Principles for Sustainable Insurance (PSI) and Global Compact that guide our business and institutional practices. We have developed specific social and environmental guidelines applicable to our lending processes (lending and financing), insurance, investments and suppliers. Our main social and environmental guidelines include: (i) a list of restricted activities (firearms, ammunition and explosives; extraction and production of wood and the production of firewood and charcoal extracted from native forests; fishing activities; extraction and industrialization of asbestos; and abattoirs and beef packaging plants), (ii) a list of prohibited activities (prostitution; illegal use of child labor; and work under conditions similar

AttachmentsA-170

Annual Report 2015

to slavery), (iii) compliance with environmental licensing, (iv) the inclusion of social and environmental contractual clauses, and (v) specific rules for providing real estate collateral.

 

In 2015, we published a paper withon our Social and Environmental Risks and Opportunities strategy that discusses our practices and the challenges we see for enhancing sustainability. This is part ofWe regularly monitor the work that we performed in 2014 to review our Sustainability Policy and specific policies to our business, such as insurance, investments and credit, in accordance with the criteria established in National Monetary Council Resolution No. 4.327. In accordance with our policy, social and environmental risks are analyzed based on the characteristics, needs, exposure to risks and other relevant criteria specific to eachdevelopment of our lines of business.goals for 2020, published in this document. You can access it at <https://www.itau.com.br/_arquivosestaticos/Itau/PDF/Sustentabilidade/Posicionamento-Itau-ROSA_english.pdf>

 

InFurther, in 2016, we carried out a study on financial education, we highlightregulatory risks associated with climate change issues and improved our program for employees. We provided onlineperformance on human rights by structuring a multidisciplinary working group and live courses,governance on diversity, sponsored by the People Area, which promote reflection aboutreports to the relation between consumption, personal goalsPeople Committee and how people manage their finances. This project offers confidential expert advice free of charge [to our employees]. In 2015, expanded the project to reach more than one thousand employees. At the beginning of the project, our analysis showed that many of our employees embraced this opportunity to improve their financial education. As a result of this initiative, a number of participants displayed an increased knowledge of financial planning (40%) and a stronger commitment to save and invest money (57%), as well as to seek to reduce personal indebtedness (50%).Sustainability Committee.

 

As part of thisFinancial Education initiative, in 2015, we issued a study called “Choices and Money” to answer the questions “How to help people make better use of their money? How to help people accomplish their goal”. The study traces the influences of economic and social past on our financial behavior and discusses how they shape the choices we make when it comes to money. To access the study in Portuguese click on <http://itau.com.br/_arquivosestaticos/Itau/PDF/Sustentabilidade/Escolhas_e_Dinheiro_Educacao_Financeira.pdf>

Based on the outcomes of this study, we have decided to adopt an approach to generate a broader identification and, in 2016, we launched the “Real Life” campaign, a webseries telling real histories and sharing financial knowledge applied to day-to-day life. The four episodes show people and families in different moments of life, exploring their dilemmas and how they deal with money, providing financial guidance to help them achieve their goals. This series had over 42 million views.

 

In 2015, our2016, we signed up to a partnership with the Family School program of the State of São Paulo, which opens the state schools during the weekends for activities guided by four pillars: culture, work, sports and health. Through the end of 2016, we trained the vice-principals of 751 schools in Greater São Paulo, who trained 73 volunteers, impacting 12,468 people.

Our dialogue and transparency efforts focused on developing our reporting processes with the goal of consolidating the integration of communications. In order to makeSince 2004, sustainability information has been disclosed based on the Global Reporting Initiative criteria, and is integrated into our reporting simplerannual report, which includes both financial and more efficient,sustainability information. Additionally, in 2013, we entered into a partnership with the International Integrated Reporting Council (IIRC) in 2013. Through a working group drawn from our Sustainability, Finance, Corporate Communications and Investor Relations departments, we are reviewing our reporting and aligning our processes with IIRC guidelines.

Defining materiality, meaning the relevant subjects for an institution, is a crucial means for guiding management and stakeholder decision making. Over the course of 2015, our working group performed an assessment of the matrix of material topics, refining the names of the topics and the issues related ,to each of them.

The study provided by our reporting task force was validated internally by the Reporting Committee, a sustainability governance forum tasked with introducing better reporting and transparency practices. PwC assisted our efforts by providing guidance based on AA1000 principles for the process of defining materiality.

This effort culminated in the publication of our Integrated Report,prepare a concise piece of communication focused on our ability to create value for stakeholders over time. Our 2015Visit our 2016 Integrated Report may be accessed at www.itau.com.br/relatorio-anual.annual-report.

A-175 

 

The management of sustainability issues has contributed to our access to funding through development agencies, and to our presence in sustainability indexes. We are the only Latin American bank to be included in the Dow Jones Sustainability Index since the inception of the index in 1999, and we also integrate the Business Sustainability Index and the Carbon Efficient Index, both of the São Paulo stock exchange. Also noteworthy are our partnerships with the Inter-American Development Bank (IDB), the Inter-American Investment Corporation (IIC), and the Brazilian Development Bank (BNDES) , which participate with us in lending or joint performance on specific projects.

Glossary

 

A

·ABEL –Associação Brasileira de Empresas de Leasing (Brazilian Association of Leasing Companies)
·Aberje –Associação Brasileira de Comunicação Empresarial (Brazilian Association of Corporate Communication)
·ABRASCA –Associação Brasileira de Companhias Abertas (Brazilian Association of Public Companies)
·ADS –American Depositary Shares
·ANBIMA –Associação Brasileira das Entidades dos Mercados Financeirose de Capitais(Brazilian (Brazilian Association of Stock and Financial MarketsEntities)Markets Entities)
·APIMEC –Associação dos Analistas e Profissionais de Investimento doMercado de Capitais(Association (Association of Capital Markets Analysts andInvestmentand Investment Professionals)
·ATM – Automatic Teller Machine

 

B

Banco Itaú Argentina – Banco Itaú Argentina S.A
·Banco Itaú Argentina – Banco Itaú Argentina S.A
·Banco Itaú Chile – Banco Itaú Chile S.A.
·Banco Itaú Paraguay – Banco Itaú Paraguay S.A
·Banco Itaú Uruguay – Banco Itaú Uruguay S.A
·BCBA – Buenos Aires Stock Exchange
·BCBS – Basel Committee on Banking Supervision
·BIS – Bank for International Settlements
·BM&FBovespa –Bolsa de Valores, Mercadorias e Futuros S.A. (Securities, Commodities and Futures Exchange)
·BNDES –Banco Nacional de Desenvolvimento Econômico e Social (Brazilian Social and Economic Development Bank)
·BNY Mellon – The Bank of New York Mellon
·Brazilian Corporate Law – Law No. 6,404, of December 15, 1976, as amended (including by Law No. 11,638)
·Brazilian Payment System – encompasses the institutions, the systems and the procedures related to the transfer of funds and of other financial assets, among the diverse economic agents of the Brazilian market, or that involve the processing, the clearing and settlement of payments in any of its forms.

 

C

·CADE –Conselho Administrativo de Defesa Econômica (Administrative Council for Economic Defense)

AttachmentsA-171

Annual Report2015

·CCR – Counterparty Credit Risk
·CDC –Código de Defesa do Consumidor (Consumer Protection Code)
·CDI –Certificado de Depósito Interbancário(Interbank (Interbank Deposit Certificate)
·CEDEAR – Argentine Certificates of Deposits
·Central Bank –Banco Central do Brasil(Brazilian (Brazilian Central Bank)
·CFC –Conselho Federal de Contabilidade(Federal (Federal Accounting Council)
·CGRC – Risk and Capital Management Committee
·Cia E. Johnston – Companhia E. Johnston de Participações
·CMN –Conselho Monetário Nacional (National Monetary Council)
·CNRFNRF – Risk and Financial Policies Committee
·CNSP –Conselho Nacional de Seguros Privados (National Council of Private Insurance)
·COAF –Conselho de Controle de AtividadesFinanceiras(Financial (Financial Activities Control Council)
·COSO –Committee of Sponsoring Organizations of the Treadway Commission
COFINS –Contribuição Para o Financiamentoda Seguridade Social(Social SecurityFinancing (Social Security Financing Contribution)
·CONSIF –Confederação Nacional do SistemaFinanceiro(National (National Association of theFinancialthe Financial System)
·CSB – Corporate Site Branch
·CSC – Superior Credit Committee
·CSCCA – Superior Wholesale Credit and Collection Committee
·CSCCV – Superior Retail Credit and Collection Committee
·CSLL –Contribuição Social Sobre o LucroLíquido(Social (Social Contribution on Profits)
·CSP – Superior Products Committee
·CSRML – Superior Market Risk and Liquidity Committee

A-176 

·CSRO – Superior Operational Risk Management Committee
·CTAM – Model Assessment Technical Committee
·CVM –Comissão de Valores Mobiliários (Brazilian Securities and Exchange Comission)

 

D

·DJSI – Dow Jones Sustainability Index

DJSI – Dow Jones Sustainability Index

 

F

FATF – Financial Action Task Force
·FATF – Financial Action Task Force
·FEBRABAN –Federação Brasileira de Bancos (Brazilian Federation of Banks)
·Fed – U.S. Federal Reserve System
·FGC –Fundo Garantidor de Crédito (Credit Insurance Fund)

 

I

IASB – International Accounting Standards Board
·IASB – International Accounting Standards Board
·IBEF –Instituto Brasileiro de Executivos de Finanças (Brazilian Institute of FinancialFinance Executives)
·IBRACON –Instituto de Auditores Independentes do Brasil (Institute od Independent Auditors of Brazil)
·IBRI –Instituto Brasileiro de Relações com Investidores (Brazilian Investor Relations Institute)
·ICAAP – Internal Capital Adequacy Assessment Process
·IFRS – International Financial Reporting Standards
·IOF –Imposto Sobre Operações Financeiras (Tax on Financial Transactions)
·IRPJ –Imposto de Renda da Pessoa Jurídica (Corporate Income Tax)
·IRS – U.S. Internal Revenue Service
·ISE –Índice de Sustentabilidade Empresarial (Corporate Sustainability Index)
·ISSQN –Imposto sobre Serviços de Qualquer Natureza (Service Tax)
·Itaú BBA Colombia – Itaú BBA Colombia S.A. Corporación Financiera
·Itau BBA International – Itau BBA International plc
·Itaucard – Banco Itaucard S.A.
·Itaú Holding Financeira – Itaú Holding Financeira S.A.
·Itaú Unibanco Group – Itaú Unibanco Holding S.A. and all its subsidiaries and affiliates
·Itaúsa – Itaú Investimentos S.A.
·IUPAR – Itaú Unibanco Participações S.A.

 

L

·LCR – Liquidity Coverage Ratio

LCR – Liquidity Coverage Ratio

 

N

·NSFR – Net Stable Funding Ratio
·NYSE – New York Stock Exchange

NSFR – Net Stable Funding Ratio
NYSE – New York Stock Exchange

 

P

·PEP – Politically Exposed Person
·PFIC – Passive Foreign Investment Company
·PIS –Programa de Integração Social (Social Integration Program)

 

R

·RAET –Regime Especial de Administração Temporária (Temporary Special Administration Regime)
·RMCCI –Regulamento de Mercado de Câmbio e Capitais Internacionais (Regulation of Exchange and Capital Markets)

 

S

·SEC – U.S. Securities and Exchange Commission
·SELIC –Sistema Especial de Liquidação e de Custódia (Special Clearing and Settlement System)
·SISBACEN –Sistema do Banco Central do Brasil (the Brazilian Central Bank System): a database that collects information provided by financial institutions to the Central Bank
·SOX – The Sarbanes-Oxley Act of 2002
·STF –Superior Tribunal Federal (Brazilian Federal Supreme Court)
·STJ –Superior Tribunal de Justiça (Brazilian Superior Court of Justice)
·SUSEP –Superintendência de Seguros Privados (Superintendency of Private Insurance)

 

T

·TR –Taxa Referencial (Brazilian Reference Interest Rate)benchmark interest rate)

 

U

·Unibanco – União de Bancos Brasileiros S.A.

Unibanco – União de Bancos Brasileiros S.A.

 

V

·VaR – Value at Risk

VaR – Value at Risk

 

AttachmentsA-172A-177 

 

 

Annual Report2015

List of Foreign Subsidiaries

(as (as of December 31, 2015)2016)

 

Company Country
Banco Itaú Argentina S.A. Argentina
FC Recovery S.A.U.Argentina
Itaú Asset Management S.A. Sociedad Gerente de FondosComunes de Inversión Argentina
Itaú Valores S.A. Argentina
Itrust Servicios Inmobiliarios S.A.C.I. Argentina
Itaú Bahamas Directors Ltd Bahamas
Itaú Bahamas Nominees Ltd Bahamas
Itaú Bank & Trust Bahamas Ltd Bahamas
Itaú Unibanco S.A. Nassau Branch Bahamas
Karen International Limited Bahamas
Banco Itaú Chile S.A.Chile
Itaú BBA Corredor de Bolsa LimitadaChile
Itaú Chile Administradora General de Fondos S.A.Chile
Itaú Chile Compañia de Seguros de Vida S.A.Chile
Itaú Chile Corredora de Seguros LimitadaChile
Itaú Chile Inversiones, Servicios y Administracion S.A.Chile
MCC Asesorías Ltda.Chile
MCC S.A. Corredores de BolsaChile
Recuperadora de Creditos LtdaChile
Itaú Singapore Securities Pte. LtdSingapore
Itau BBA Colombia S.A. Corporación FinancieraColombia
Itaú Middle East LimitedUnited Arab Emirates
Banco Itau InternationalU.S.A.
Itaú BBA USA Securities, Inc.U.S.A.
Itaú Chile Holdings, Inc.U.S.A.
Itau International Investiment LlcU.S.A.
Itaú International Securities IncU.S.A.
Itaú Unibanco S.A. New York BranchU.S.A.
Itau USA Asset Management Inc.U.S.A.
Itaú USA Inc.U.S.A.
Jasper International Investiment LlcU.S.A.
Itaú Asia Securities LtdHong Kong
Bicsa Holdings Ltd Cayman Islands
Bie Cayman, Ltd. Cayman Islands
Garnet CorporationCayman Islands

CompanyCountry
Itaú Bank & Trust Cayman Ltd. Cayman Islands
Itau Bank, Ltd. Cayman Islands
Itaú BBA International (Cayman) Ltd Cayman Islands
Itau Cayman Directors Ltd. Cayman Islands
Itau Cayman Nominees Ltd. Cayman Islands
Itau Global Asset Management Cayman Islands
Itaú Unibanco Holding Cayman Branch Cayman Islands
Itaú Unibanco S.A. Cayman Branch Cayman Islands
ItbITB Holding Ltd Cayman Islands
MCC Securities Inc. Cayman Islands
Topaz Holding Ltd. Cayman Islands
Uni-Investiment International Corp. Cayman Islands
Itaú BBA International Plc.CGB II SpA EnglandChile
Corpbanca Administradora General de FondosChile
Corpbanca Corredora de Seguros S.A.Chile
Corpbanca Corredores de Bolsa S.A.Chile
Corplegal S.A.Chile
Itaú Asesorías Financieras S.A.Chile
Itaú BBA Uk Securities Ltd.Corredor de Bolsa Limitada EnglandChile
Itaú UK Asset ManagementChile Administradora General de Fondos S.A.Chile
Itaú Chile Compañia de Seguros de Vida S.A.Chile
Itaú Chile Corredora de Seguros LimitadaChile
Itaú Chile Inversiones, Servicios y Administracion S.A.Chile
Itaú Corpbanca S.A.Chile
MCC Asesorías Ltda.Chile
MCC S.A. Corredores de BolsaChile
Recaudaciones y Cobranzas S.A.Chile
Recuperadora de Creditos LtdaChile
SMU Corp S.A.Chile
Banco Corpbanca ColombiaColombia
Corpbanca Investment TrustColombia
Helm ComisionistaColombia
Helm Corredor de SegurosColombia

A-178 

Helm Fiduciaria S.A.Colombia
Itau BBA Colombia S.A. Corporación FinancieraColombia
Itaú Asia Securities Ltd EnglandHong Kong
Itaú Japan Asset Management Limited Japan
Itaú Unibanco S.A. Tokyo Branch Japan
Itaú Europa Luxembourg S.A. Luxembourg
Itaú BBA México, S.A. de C.V. Mexico
Proserv – Promociones y Servicios S.A. de C.V. Mexico
Itaú BBA MéxicoCIFI*Panamá
Helm BankPanamá
Helm Casa de Bolsa, S.A. de C.V.Valores MexicoPanamá
Albarus S.A.Paraguay
Bancard Sociedad Anonima Paraguay
Banco del Paraná S.A. Paraguay
Banco Itaú Paraguay S.A. Paraguay
Afinco Americas Madeira, Sgps, Soc. Unipessoal Ltda Portugal
IPI – Itaúsa Portugal Investimentos, SGPS Ltda. Portugal
Itaúsa Europa – Investimentos, SGPS, Ltda. Portugal
Itaúsa Portugal – Soc.gestora De Part. Socias, S.A.Portugal
Banco Itau (Suisse) S.A. Swiss
Banco Itau InternationalU.S.A.
Corpbanca New York BranchU.S.A.
Corpbanca Securities Inc.U.S.A.
Itaú BBA USA Securities, Inc.U.S.A.
Itau International Investiment LlcU.S.A.
Itaú International Securities IncU.S.A.
Itaú Unibanco S.A. New York BranchU.S.A.
Itau USA Asset Management Inc.U.S.A.
Jasper International Investiment LlcU.S.A.
Itaú BBA International Plc.UK
Itaú UK Asset Management LtdUK
Itaú Middle East LimitedUnited Arab Emirates
Aco Ltda Uruguay
Banco Itau Uruguay S.A.Uruguay
C.U.M.P.S.A.* Uruguay
Mundostar S.A. Uruguay
Nevada Woods S.A. Uruguay
Oca Casa Financiera S.A. Uruguay
Oca S.A. Uruguay
Rias Redbanc*Uruguay
Unión Capital AFAP S.A. Uruguay

 

* Minority shareholder.

AttachmentsA-173A-179 

 

 

 

ITEM 19. EXHIBITS

 

Number Description
1 Bylaws of Itaú Unibanco Holding S.A. (unofficial English translation)(1).
2.(a) Amended and Restated Deposit Agreement among the Registrant, The Bank of New York, as depositary, and the Holders from time to time of American Depositary Shares issued thereunder, including the form of American Depositary Receipts(2).
4.(a)12.(b)(i) Share PurchaseThe total amount of long-term debt securities of Itaú Unibanco Holding S.A. and Sale Agreement, dated November 4, 2002, among Fernão Carlos Botelho Bracher, Antonio Beltran Martinezour subsidiaries under any one instrument does not exceed 10.0% of our total assets on a consolidated basis. We agree to furnish copies of instruments defining the rights of certain holders of long-term debt to the Securities and Banco Itaú S.A.(3).Exchange Commission upon request.
4.(a)2 Shareholders’ Agreement, dated as of January 27, 2009, between Itaúsa - Investimentos Itaú S.A. and the Moreira Salles family (unofficial English translation)(4)(3).
4.(c)(v) Plan for GratingGranting Stock Options(5)(4)
6 Statement explaining calculation of earnings per share(5).
7Statement explaining calculation of dividend and interest on capital per share(6).
8.1 List of subsidiaries(7).
11.1 Code of Ethics  (unofficial English translation)(8).
12.1 Chief Executive Officer Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002(9).
12.2 Chief Financial Officer Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002(9).
13 Chief Executive Officer and Chief Financial Officer Certification pursuant to 18 U.S.C. Section 1350 as Enacted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002(9).
15Transaction Agreement, dated as of January 29, 2014, and amended on June 2, 2015 and on January 20, 2017, between Banco Itaú Chile and CorpBanca(10).

 

(1)Incorporated herein by reference to our Report on Form 6-K filed with the Commission on May 1, 2014September 23, 2016 (Commission File No. 001-15276).
(2)Incorporated herein by reference to the Registration Statement on Form F-6 filed with the Commission on October 16, 2013 (Commission File No. 333-191758).
(3)Incorporated herein by reference to our Annual Report on Form 20-F filed with the Commission on June 30, 2003 (Commission File No. 001-15276).
(4)Incorporated herein by reference to our Annual Report on Form 20-F/A filed with the Commission on May 17, 2010 (Commission File No. 001-15276).
(5)(4)Incorporated by reference herein to our Report on Form 6-K filed with the Commission on May 12, 2015 (Commission File No. File No.: 001-15276).
(6)(5)Incorporated by reference herein to “Note 2.4 – Summary of main accounting policies, item x)u) Earnings per share” to ConsolidatedComplete Financial Statements included in this Annual Report on Form 20-F.
(6)Incorporated by reference herein to “Note 21 – Stockholders’ equity, item b) Dividends” to Complete Financial Statements included in this Annual Report on Form 20-F.
(7)Incorporated by reference herein to “Note 2.4 – Summary of main accounting policies, item a) Consolidation, 1.I. Subsidiaries” to ConsolidatedComplete Financial Statements included in this Annual Report on Form 20-F.
(8)Incorporated herein by reference herein to our Annual Report on Form 20-F6-K filed with the Commission on AprilAugust 29, 20132016 (Commission File No.: 001-15276).
(9)Filed herewith.
(10)Incorporated by reference here in to our Report on Form SC 13D filed with the Commission on July 07, 2014 and its amendments filed with the Commission on June 26, 2015 and on January 27, 2017 (Commission File No. 001-15276).

  

Pursuant to Instruction 2(b)(i) of Instructions as to Exhibits to Form 20-F, copies of instruments defining the rights of certain holders of long-term debt are not filed. We agree to furnish copies of such instruments to the Securities and Exchange Commission upon request.

Form 20-F2015B-1

 

 

 

 

SIGNATURES

 

The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

 

 ITAÚ UNIBANCO HOLDING S.A.

 By:/s/  Roberto  Egydio  Setubal
  Name: Roberto Egydio Setubal
  Title: Chief Executive Officer

 By:/s/ Eduardo Mazzilli de VassimonCaio Ibrahim David
  Name: Eduardo Mazzilli de VassimonName: Caio Ibrahim David
  Title:Title: Chief Financial Officer
Dated: April 29, 2016

 

Dated: April 20, 2017

Form 20-F2015B-2