Risk Management Report Pillar 3 - 2Q14 Rule 12g3-2(b) Exemption # 82-35186 Risk Management Report - Pillar 3 – 2T14 RISK MANAGEMENT REPORT PILLAR 3 BANCO DO BRASIL S.A. 2nd Quarter of 2014 1 Risk Management Report - Pillar 3 – 2T14 Summary 1. INTRODUCTION............................................................................................................................. 6 2. GOVERNANCE .............................................................................................................................. 7 2.1 Types of Risks ...................................................................................................................... 7 2.2 Corporate Risk Governance ................................................................................................ 9 2.3 Risk Management Process ................................................................................................ 11 2.4 Reports ................................................................................................................................ 11 3. REGULATION .............................................................................................................................. 12 3.1 Basel II ................................................................................................................................. 12 3.1.1 3.1.1.1 3.1.2 3.1.2.1 3.1.3 3.1.3.1 Pillar I ......................................................................................................................................... 13 Minimum Capital Requirements ................................................................................................ 13 Pillar II ........................................................................................................................................ 14 Risk and Capital Supervisory Process ...................................................................................... 14 Pillar III ....................................................................................................................................... 14 Transparency ............................................................................................................................. 14 3.2 Basel III ................................................................................................................................ 16 3.3 Basel II in Banco do Brasil ................................................................................................ 16 3.3.1 3.3.2 3.3.3 Market Risk................................................................................................................................ 17 Credit Risk ................................................................................................................................. 17 Operational Risk ........................................................................................................................ 17 4. FINANCIAL CONGLOMERATE ................................................................................................... 19 4.1 Balance Sheet ..................................................................................................................... 19 4.2 Composition of the Financial Conglomerate ................................................................... 22 5. RISK MANAGEMENT .................................................................................................................. 24 5.1 Credit Risk........................................................................................................................... 24 5.1.1 5.1.2 5.1.3 5.1.4 5.1.5 5.1.5.1 5.1.5.2 5.1.6 5.1.6.1 5.1.6.2 5.1.7 5.1.8 5.1.9 5.1.10 5.1.11 5.1.12 5.1.13 Management Objectives ............................................................................................................ 24 Credit Policy .............................................................................................................................. 25 Management Strategies ............................................................................................................ 25 Management Processes ............................................................................................................ 26 Communication and Information Processes ............................................................................. 28 Communication process for internal clients .............................................................................. 28 Communication process for external clients ............................................................................. 28 Measurement Systems .............................................................................................................. 28 Concentration ........................................................................................................................... 29 Regulatory Requirements ......................................................................................................... 29 Mitigation Policy......................................................................................................................... 29 Processes for Monitoring the Effectiveness of Mitigators ......................................................... 29 Exposure to Credit Risk ............................................................................................................. 30 Acquisition, Sale or Transfer of Financial Assets ..................................................................... 37 Securities (TVM) operations derived from securitization processes ........................................ 37 Exposure to counterparty credit risks ....................................................................................... 38 Mitigating instruments ............................................................................................................... 41 5.2 Market and Liquidity Risks ................................................................................................ 43 2 Risk Management Report - Pillar 3 – 2T14 5.2.1 5.2.2 5.2.3 5.2.4 5.2.5 5.2.6 5.2.7 5.2.8 5.2.9 5.2.10 Management Objectives ............................................................................................................43 Management Policies and Strategies ........................................................................................43 Hedge Policies ...........................................................................................................................46 Risk measuring systems and communication and information processes ................................46 Market Risk Management Structure ..........................................................................................48 Market Risk Management Process ............................................................................................50 Negotiable Portfolios ..................................................................................................................52 Non-negotiable Portfolios ...........................................................................................................53 Liquidity Risk Management Structure ........................................................................................56 Liquidity Risk Management Process .........................................................................................58 5.3 Operational Risk................................................................................................................. 59 5.3.1 5.3.2 5.3.3 5.3.4 5.3.5 5.3.6 5.3.7 Management Objectives ............................................................................................................59 Operational Risk Policy ..............................................................................................................60 Management Processes and Strategies ....................................................................................61 Communication and Notification Processes ..............................................................................61 Measurement Systems ..............................................................................................................62 Operational Risk Mitigation ........................................................................................................62 Processes and Strategies to Monitor the Effectiveness of Mitigators ........................................62 5.4 Other Risks ......................................................................................................................... 63 5.4.1 5.4.2 Risk strategy, reputation, environmental and actuarial ..............................................................63 Shareholdings ............................................................................................................................65 6. CAPITAL ...................................................................................................................................... 68 6.1 Capital Management .......................................................................................................... 68 6.2 Referential Equity (RE) Details ......................................................................................... 69 6.3 Regulatory Adjustments deducted from Referential Equity (methodology adopted from October 2013): ..................................................................................................................................... 70 6.4 Minimum Reference Equity Required (MRER) ................................................................ 71 6.5 Capital Adequacy Ratio ..................................................................................................... 73 6.6 Assessment of Sufficiency and Adequacy of Referential Equity (PR) ......................... 74 3 Risk Management Report - Pillar 3 – 2T14 List of Tables Table 1 - Timetable for Basel III Implementation in Brazil ......................................................... 16 Table 2 - Financial Balance Sheet x Consolidated Balance Sheet ........................................... 20 Table 3 - Composition of the Financial Conglomerate .............................................................. 22 Table 4 - Composition of the Economic and Financial Consolidation: ....................................... 23 Table 5 - Concentration of the ten and of the hundred largest customers in relation to the total of transactions with credit granting feature ................................................................................... 30 Table 6 - Credit risk average exposure ..................................................................................... 30 Table 7 - PJ credit risk exposure by geographic regions ........................................................... 31 Table 8 - PF credit risk exposure by geographic regions .......................................................... 31 Table 9 - Credit risk exposure of the financial conglomerate, by economic sector .................... 32 Table 10 - Credit risk exposure of the agribusiness portfolio, segregated by economic sector and businesses portfolio (PJ). .................................................................................................. 33 Table 11 - Credit risk exposure of PF and PJ portfolios by maturity of the transactions ............ 33 Table 12 - Amount of overdue transactions by geographical regions. ....................................... 34 Table 13 - Amount of overdue transactions, segregated by economic sector. .......................... 34 Table 14 - Write-off transactions by economic sector. .............................................................. 35 Table 15 - Total allowances for loan and lease losses in the quarter and variations ................. 36 Table 16 - Credit risk exposure by FPR .................................................................................... 36 Table 17 - Loss operations assigned, with substantial transfer of risks and benefits ................. 37 Table 18 - Value of the portfolio granted with co-obligation, recorded in the off balance sheet . 37 Table 19 - Value of the exposures derived from acquiring FIDC and CRI ................................. 38 Table 20 - Notional value of contracts to be liquidated in clearing house liquidation systems, in which clearing houses acts as central counterparty .................................................................. 39 Table 21 - Notional value of contracts subject to counterparty credit risk in which clearing houses do not act as central counterparty, Segmented in uncollateralized agreements and collateralized agreements. ........................................................................................................ 40 Table 22 - Positive gross value of the respective contracts, including derivatives, loans to settle, assets loans and repurchase agreements, disregarded the positive values related to compensation agreements defined in Resolution nº 3.263/05................................................... 40 Table 23 - The value of collaterals that cumulatively meet the requirements of paragraph VII, Art.9, of Bacen Circular 3,678/13 .............................................................................................. 41 Table 24 - The value of collaterals that cumulatively meet the requirements of paragraph VII, Art.9, of Bacen Circular 3,678/13: ............................................................................................. 41 Table 25 - Mitigated value of exposure, weighted by the respective risk factor ......................... 43 Table 26 - Derivative financial instruments in the country and abroad, by market risk factor, with and without central counterpart – 2Q14 .................................................................................... 44 Table 27 - Derivative financial instruments in the country and abroad, by market risk factor, with and without central counterpart – 1Q14 .................................................................................... 45 Table 28 - Derivative financial instruments in the country and abroad, by market risk factor, with and without central counterpart – 4Q13 .................................................................................... 45 Table 29 - Derivative financial instruments in the country and abroad, by market risk factor, with and without central counterpart – 3Q13 .................................................................................... 45 Table 30 - Derivative financial instruments in the country and abroad, by market risk factor, with and without central counterpart – 2Q14 .................................................................................... 46 4 Risk Management Report - Pillar 3 – 2T14 Table 31 - Negotiable Portfolio by relevant market risk factor, divided into positions purchased and positions sold. ....................................................................................................................53 Table 32 - Impact on income or in assessing the value of the institution due to shocks in interest rates segmented by foreign currencies .....................................................................................55 Table 33 - Phases of the operational risk management process ...............................................60 Table 34 - Operational losses monitoring by loss events category. ...........................................63 Table 35 - Shareholdings – Banking Book ................................................................................67 Table 36 - RE Historical Series – Financial Conglomerate. .......................................................69 Table 37 - Regulatory Adjustments ...........................................................................................70 Table 38 - RE Historical Series – Financial Conglomerate ........................................................71 Table 39 - Minimum Reference Equity Required of the Financial Conglomerate .......................73 Table 40 - The Total Capital Ratio and RE margin - Financial Conglomerate............................74 Table 41 - Criteria and parameters for classification of the capital condition .............................75 List of Figures Figure 1 - Governance Structure .................................................................................................9 Figure 2 - Risk Management Structure and Process .................................................................10 Figure 3 - Basel II Pillars ...........................................................................................................12 Figure 4 - Capital allocation Models ..........................................................................................13 Figure 5 - Pillar III Structure ......................................................................................................15 Figure 6 - Creditrisk management .............................................................................................24 Figure 7 - Credit risk management structure .............................................................................27 Figure 8 - Market risk management structure ............................................................................49 Figure 9 - Management Process ...............................................................................................52 Figure 10 - Liquidity Risk Management .....................................................................................56 5 Risk Management Report - Pillar 3 – 2T14 1. Introduction The purpose of this report is to inform the public about Banco do Brasil's structures, processes and risk management policies. Banking system sustainability is indissolubly linked with risk-management policies and mechanisms. The methods of identifying, assessing, controlling, mitigating and monitoring risk safeguard financial institutions in adverse situations and provide support for positive, recurring earnings over time. BB considers essential risk and capital management to the process of decision-making, providing greater stability, better capital allocation and optimization of risk-return ratio. As relevant as the increase in business volume should be the consistency of the company's risk governance and efficiency of management processes. The institutions that will overcome this challenge will be those that manage to transcend mere compliance with regulatory requirements and consider the risk, in an agile and precise way, in each decision-making. Brazil’s participation in the Basel Committee on Banking Supervision encourages broader, timelier adoption of international prudential standards. These new frontiers of the regulatory environment require Brazilian financial institutions to become more agile and adaptable. Changes to the global financial environment, such as market integration through globalization, the emergence of new transactions and products, increasing technological sophistication, and new regulations, have made financial activities and processes - and their risks - ever more complex. Additionally, the lessons learned from financial disasters in the 90’s and most recently at 2008, have helped to show the essential need for risk management in the banking industry. These factors have influenced regulatory agencies and financial institutions to invest in risk management, seeking to strengthen the financial health of banks and to prevent detrimental effects on the financial system. In concert with this outlook, BB has invested in the continual improvement of its riskmanagement process and practices, in line with international market benchmarks and the New Basel Accord, known as Basel II, and by the fine-tuning provided by Basel III. Banco do Brasil remains continuously aligned with best management practices, among them, the risk management architecture with multidimensional scope whose specificities are described in this report. 6 Risk Management Report - Pillar 3 – 2T14 2. Governance 2.1 Types of Risks The main risks to which BB is exposed in its business are: Market Risk: possibility of losses from fluctuations of the market value of positions held by the institution. It includes the risks of transactions subject to fluctuations of exchange rates, interest rates, share prices, and commodity prices. Liquidity Risk: possibility of imbalances between tradable assets and liabilities payable - "mismatches" between payments and receipts - which can affect the institution’s payment ability, taking into account the different currencies and settlement terms of its rights and obligations. Credit Risk: possibility of losses associated with non-fulfillment by a borrower or a counterparty of their respective financial obligations according to negotiated terms, the devaluation of a loan agreement due to a drop in the borrower’s risk rating, a decline in gains or earnings, benefits granted in renegotiation, and recovery costs. Among other things, credit risk is defined as including: Counterparty Credit Risk: Possibility of a given counterparty not fulfilling its obligations related to settlement of transactions that involve trading financial assets, including those related to the settlement of financial derivatives; Country Risk: Possibility of losses associated with non-fulfillment of financial obligations according to negotiated terms by a borrower or counterparty located outside of the country, resulting from actions taken by the government of the country where the borrower or counterparty is located; Transfer risk, Possibility of difficulties occurred during currency conversion of funds received; Commitment Risk: Possibility of having to make disbursements to honor guarantees, bonds, co-obligations, credit commitments, or other transactions of a similar nature; Intervener Risk: Possibility of losses associated with non-fulfillment of financial obligations under the terms agreed by the mediator of loans; Concentration Risk: Possibility of credit losses arising from significant exposure to counterparty, a risk factor or groups of counterparties related by common characteristics. Operational Risk: possibility of losses due to failures, deficiencies, or improper internal processes, people and systems or external events. This includes the possibility of losses arising from legal risk. Legal Risk: possibility of losses associated with improper or deficient contracts signed by the institution, as well as sanctions resulting from noncompliance with 7 Risk Management Report - Pillar 3 – 2T14 legal provisions and compensation for damages to third parties resulting from activities engaged in by the institution. Strategic Risk: possibility of loss arising from adverse changes in the business environment, or use of inappropriate assumptions in decision making. Compromises: . Systemic Risk: possibility of losses due to the financial difficulties of one or more institutions that cause substantial damage to others, or a disruption of normal operations of the national financial system. Situational Risk: arises from the possibility of losses caused by changes to political, cultural, social, economic, regulatory or financial conditions in Brazil and other countries. Corporate Risk: possibility of loss arising from the use of inappropriate assumptions in making strategic decisions or failure of the organization in a timely and proactively adjust its corporate strategy in relation to the current and future situation, national and international. Reputation Risk: possibility of negative perception about the institution on the part of customers, counterparties, shareholders, investors, government agencies, community or supervisors that can adversely affect the sustainability of the business. Compromises: Business and Relationships: Possibility of reputational damage associated with the strategies, products, services, business transactions and external relationships. Controls and compliance: Possibility of reputational damage associated with the ineffectiveness of the controls and the legal and regulatory noncompliance. Social and Environmental Risk: possibility of losses arising directly or indirectly from: Adverse environmental and social impacts resulting from administrative and business practices of BB, or stakeholders; and Adverse impacts to the Bank’s operations resulting from conjectural aspects related to social and environmental unsustainability of the modes of production and the existing consumption patterns. Compromises: Administrative practices - possibility of losses arising from environmental impacts generated by the administrative activities of the institution; Financial Support - possibility of losses arising from environmental impacts related to the characteristics of the products and services or activities supported financially by the institution, as well as identified in assets posted as collateral or in lieu of payment. Equity - possibility of losses arising from environmental impacts generated by investments or shares in companies with absence or inefficiency of policies and environmental management and / or high level exposure. 8 Risk Management Report - Pillar 3 – 2T14 Environmental Scenario - possibility of losses arising from changes brought about in the political, cultural, economic or financial conditions related to environmental issues. Actuarial Risk: Possibility of discrepancy between the actuarial assumptions used in the calculation of contributions, benefits and technical provisions and the data effectively carried out. 2.2 Corporate Risk Governance The risk-governance model adopted by BB involves a committee and subcommittee structure, with the participation of many units at the bank, addressing the following issues: a) separation of duties: business versus risk; b) specific structure for risk management; c) defined management process; d) decisions at several hierarchical levels; e) clear rules and authority structure; and f) reference to best management practices. Figure 1, below, represents the governance structure of the Bank’s risk management Figure 1 - Governance Structure All decisions related to risk management are made jointly and in accordance with BB’s guidelines and rules. Banco do Brasil’s risk governance is centralized in the Global Risk Committee (CRG), composed by members of the Executive Board of Directors, consisting of a steering committee, whose main purpose is to establish strategies for risk management, appropriate overall risk-exposure limits to capital allocation in light of risks. 9 Risk Management Report - Pillar 3 – 2T14 Seeking to give flexibility the management process, several subcommittees were set up to address Credit Risk (SRC), Market and Liquidity Risk (SRML), and Operational Risk (SRO); they make decisions and/or instruct the CRG, and have delegated decisionmaking power. The Risk Management Board (DIRIS) is responsible for managing credit, market and liquidity and the Operational Risk Unit (URO) is responsible for managing operational risks. These structures reports to the Office of the Vice President for Internal Controls and Risk Management, providing synergy among processes and specialization and contributing to better capital allocation. Figure 2 demonstrates the decision-making flow of topics related to risk management: Figure 2 - Risk Management Structure and Process Decisions are reported to intervening units through documents that objectively express the position taken by executive management, guaranteeing application throughout the bank. The Bank established concepts and management activities for strategy, reputational and environmental risks in compliance with the requeriments of CMN Resolution 3.988/11 and Circular Bacen 3.547/11. Additionally, BB assigned responsibility for managing these risks to the Risk Management Unit, in conjunction with the Strategy and Organization Unit, in the case of strategy and reputation risks, and in conjunction with the Sustainable Development Unit, in the case of environmental risk. 10 Risk Management Report - Pillar 3 – 2T14 The Board of Directors (CA), in conjunction with the Global Risk Committee (CRG) and Operational Risk Subcommittee has been defined as the governance structure for resolving matters related to these risks. The interest rate risk of the banking book follows the established governance for market risk and the concentration risk and the counterparty credit risk follow the established governance for credit risk. 2.3 Risk Management Process The risk-management process involves a continuous flow of information, abiding by the following phases: a) planning: data gathering and analysis phase and preparation of proposals; b) decision: Proposals are assessed and deliberate collegiate way, in appropriate levels and communicated to areas concerned; c) execution: the intervening units implement the decisions made; and d) monitoring: checking on the implementation of the resolutions and report to subcommittees and CRG. 2.4 Reports Risk-management reports support decision-making processes about risk in the subcommittees, the Global Risk Committee, the Executive Board of Directors, and the Board of Directors. The reports produced periodically have managerial information (qualitative and quantitative) and subsidize the dissemination of information to the market, as the Management Report and the Performance Analysis Report. 11 Risk Management Report - Pillar 3 – 2T14 3. Regulation 3.1 Basel II In June 2004, the Committee published a document, commonly known as Basel II, with the following objectives: a) promote financial stability; b) strengthen the capital structure of institutions; c) favor the adoption of best risk-management practices; and d) encourage greater transparency and market discipline. Basel II proposes a more comprehensive approach in terms of strengthening banking supervision and stimulating greater transparency in disclosing information to the market, based on three major premises: a) Pillar I - capital requirement for the coverage of credit, market and operational risks; b) Pillar II - risks and capital supervision; and c) Pillar III - information transparency and market discipline. Figure 3 represents the pillars of Basel II. Figure 3 - Basel II Pillars Pillar I defines the treatment to be given to determine capital requirements in light of risks incurred in the activities engaged in by financial institutions. In relation to the 1988 Accord, Basel II introduces a capital requirement for operational risk and refines the discussion of credit risk, as shown in Figure 4. 12 Risk Management Report - Pillar 3 – 2T14 Figure 4 - Capital allocation Models Basel II encourages the adoption of proprietary models to measure risks (credit, market, and operational), with differing degrees of complexity, subject to regulatory approval, which seeks to bring closer capital allocation and risk profile of the business. Pillar II reaffirms and strengthens the role of internal and external oversight of risks and capital of the institutions. Pillar III stimulates market discipline through transparency of information on risk management practices. 3.1.1 Pillar I 3.1.1.1 Minimum Capital Requirements Under Pillar I, there are various alternatives to measure capital requirements depending on its size, complexity, and technical capacity of the financial institution, in order to measure risk, even considering the use of internal models (Advanced). The main changes compared to Basel I are: a) the sophistication of credit risk measurement methods; and b) The addition of capital requirement for operational risk coverage. Even though the internal models to calculate capital allocation require a greater degree of complexity, sophistication and investment, they enable a greater degree of accuracy in the evaluation of the capital required to support the risks incurred. 13 Risk Management Report - Pillar 3 – 2T14 3.1.2 Pillar II 3.1.2.1 Risk and Capital Supervisory Process The Basel Committee established four essential principles of risk and capital supervisory review which highlight the need for banks to evaluate capital adequacy in relation to risks assumed and for supervisors to review their strategies and procedures in light of these assessments. The principles of Pillar II are: 1) First Principle: banks must have a process to assess their capital adequacy in relation to their risk profile and have a strategy to maintain adequate levels of capital to cover risks; 2) Second Principle: supervisors should evaluate the banks’ strategies, the estimates of capital, and the ability of banks to monitor and to guarantee their compliance with minimum capital requirements; 3) Third Principle: supervisors expect, and may require, banks to operate above the minimum capital requirements; and 4) Fourth Principle: supervisors may intervene in advance and require banks to take prompt actions if their capital level falls below the minimum level. According to Pillar II, executive management is responsible for both the risk-exposure strategy and compatible levels of capital. The main features that reflect a rigorous process to assess capital adequacy should involve: a) supervision of the bank’s senior management; b) solid assessment of capital needs to tolerate business risks; c) comprehensive assessment of risks; d) monitoring and reporting; and e) Review of internal controls. Pillar II emphasizes need of the bank to have an adequate volume of capital to tolerate all risks involved in the business. Besides the capital, the regulator also uses to address the risk issue, internal controls and risk management processes that should be sufficient and adequate. 3.1.3 Pillar III 3.1.3.1 Transparency By encouraging information disclosure, Basel II seeks to increase market players’ power of evaluation and action. The purpose for creating this third pillar is to complement minimum capital requirements (Pillar I) and the supervisory review process (Pillar II). This means that with the development of rules that encourage and require more open information about banks’ risk profiles and capitalization levels, market players should feel encouraged to exercise discipline in this market. Pillar III covers the reference for the disclosure of qualitative information of internal ratings systems structure and process to manage and recognize the risk mitigation. 14 Risk Management Report - Pillar 3 – 2T14 To guarantee compliance with transparency, Basel II requires supervisors to have a greater number of persuasive instruments, ranging from dialogue with the bank’s management to financial fines, depending on the disclosure deficiency in question. This represents the set of information-disclosure requirements which will allow market players to evaluate the essential information in the institution’s structure, capital measurements, risk exposure, risk-management processes, and capital adequacy. Pillar III is based on four categories/divisions: a) scope of application - represents the relationship between recommendations and the bank’s structure; b) capital - demonstrates the bank’s ability to absorb eventual losses; c) risk exposure - evidence forms and the risk assessment itself; and d) capital adequacy - enables the judgment of capital adequacy in light of risks incurred. Figure 5 represents the structure of Pillar III. Figure 5 - Pillar III Structure 15 Risk Management Report - Pillar 3 – 2T14 3.2 Basel III On 1st March 2013, the Central Bank of Brazil (Bacen) published the Basel III rules related to the definition of capital and capital requirements. Stand out, among the measures included in the Brazilian regulatory: a) definition of new methodology for calculating regulatory capital, which increases the capacity to absorb losses and continues to be divided into Tiers I and II, being Tier I composed of the Core Capital and Aditional Tier I Capital; b) definition of new methodology for calculating the capital requirement maintenance, adopting minimum requirements for Referential Equity, Tier I and Core Capital, and the introduction of the Additional Core Capital; c) greater transparency regarding the composition of capital; and d) expansion of the risks’ scope captured by the capital structure. The proposals related to the Leverage Ratio, to be applied as a complementary measure to the minimum capital requirements, are under discussion in the Basel Committee and will be implemented at a future time. The regulations published by the Central Bank of Brazil are aligned with the procedures of the regulators from developed countries, and can be consulted on the website of that body. It has established a schedule of gradual implementation of the capital requirement that extends from October 2013 to January 2019 for which the transition is made gradually and institutions can adapt over time. The timetable for implementing the Basel III recommendations in Brazil is shown in Table 1. Table 1 - Timetable for Basel III Implementation in Brazil Indicator A) Main Capital Requirement B) Additional Main Capital (superior limit) C) Requirem ents A + B D) Minimum Capital Level I E) Requirem ents D + B F) Minimum PR G) Requirem ents F + B out/13 4,50% 4,50% 5,50% 5,50% 11,00% 11,00% jan/14 4,50% 4,50% 5,50% 5,50% 11,00% 11,00% jan/15 4,50% 4,50% 6,00% 6,00% 11,00% 11,00% jan/16 4,50% 1,25% 5,75% 6,00% 7,25% 9,88% 11,13% jan/17 4,50% 2,50% 7,00% 6,00% 8,50% 9,25% 11,75% jan/18 4,50% 3,75% 8,25% 6,00% 9,75% 8,63% 12,38% jan/19 4,50% 5,00% 9,50% 6,00% 11,00% 8,00% 13,00% Complementarily, in 10/31/2013 Central Bank of Brazil issued new resolutions and circulars aimed at adjusting the Basel III regulation in Brazil. These standards enhance and detail specific points of existing regulations. 3.3 Basel II in Banco do Brasil In order to continue the evolutionary process in risk management and business practices, the Bank has decided to strategically adopt internal models for market risk, credit and operational, aiming to be able to use the advanced approaches. Implementation of Basel II at BB is under conduction by the Risk Management Unit (DIRIS), which is in charge of coordination and preparation for meeting the requirements of Basel II. 16 Risk Management Report - Pillar 3 – 2T14 3.3.1 Market Risk Within the framework of Banco do Brasil, its wholly-owned subsidiaries and Subsidiaries of the financial conglomerate, is adopted a market risk management structure that aims to identify, assess, monitor and control the exposures of their own positions. BB has global and specific limits structure and Stress Testing Program of Capital Requirement for Market Risk, both in line with the BACEN Circular 3.478/09. 3.3.2 Credit Risk Regarding credit risk, BB uses proprietary methodologies to rate client’s risks. Developed according to best market practices and concepts introduced by the Basel Accord, these models (credit score and behavior score) consider both aspects, as registration and historical use of banking products and customer credit with the Bank and the market. The Central Bank of Brazil Circular 3.648/13, of 03.04.2013, established minimum requirements for the use of internal ratings based on Basel II approach for credit risk. At the Bank, implementation of the approach is driven by strategic project with the responsibility to build databases, develop models of risk parameters and validation processes, ensuring integration with the management and documentation. The Bank is carrying out the construction of models of risk parameters (probability of default, exposure at the time of default, loss given default and effective maturity) and review of risk mitigators provided in the New Capital Accord. In order to support the process of managing credit risk, BB has also made significant investments in solutions for information technology (TI), and the new tools have already been installed. 3.3.3 Operational Risk The operational risk management in the Banco do Brasil is based on best market practices and in compliance with regulatory norms (Central Bank and supervisory entities in countries where BB has dependencies installed). The operational risk management is divided into five stages: identification, evaluation, control, mitigation and monitoring. To ensure greater focus on the operational risk management, in March 2014, it was created the Operational Risk Unit, with a view to improve the operational risk management and to provide the necessary condition with focus in reduce operational losses, dissemination of the risk management culture and improvement of instruments and tools used in mitigation. This semester, the Bank improved the identification of operational risks using process mapping, detailed analysis of operational loss events, information ombudsman, among other sources. 17 Risk Management Report - Pillar 3 – 2T14 In this context, it is available methodology that allows the manager to identify operational risks associated with processes under his responsibility, including the identification of the occurrence of faults/inadequacies, assessing the possibility of loss, identification of risk factors, identification of operational risks and their classification. Furthermore, there is the implementation of integrated management processes, risks and controls tool, aiming at integration between the areas of risks and controls with process managers. This tool will allow, in a single environment, process mapping, documentation, identification and analysis of operational risks and the monitoring of mitigation actions. All these measures are intended mainly to reduce and prevent major events that generate operating loss, moreover, strengthen the structure of operational risk of the Bank. 18 Risk Management Report - Pillar 3 – 2T14 4. Financial Conglomerate The risk management in Banco do Brasil's financial conglomerate covers comprehensively the risks underlying the activities of Banco do Brasil. Management activities are carried out by specific and specialized structures, as goals, policies, strategies, processes and systems described in each of these risks. The Bank adopts mechanisms to ensure the capital adequacy to cover other risks incurred. In line with Pillar II of Basel II, and in accordance with CMN Resolution 3.988/11 and Central Bank Circular 3.547/11, Banco do Brasil initiated process seeking to implement methodologies of management and evaluation of capital requirements for other relevant risks incurred in their activities. 4.1 Balance Sheet Following there is the composition of the Financial Balance Sheet compared to the Balance Sheet disclosed in the Consolidated Financial Statements, as well as the reference values in the "Attachment 1 - Composition of the Reference Equity". 19 Risk Management Report - Pillar 3 – 2T14 Table 2 - Financial Balance Sheet x Consolidated Balance Sheet 2 Q 14 R$ thousands ASSETS Current assets and long-term receivables Cash and Cash Equivalents Short-term Interbank Investm ents Open market investments Interbank deposits Securities and Derivative Financial Instrum ents Ow n portfolio Funding instruments issued by institution authorized by Banco Central do Brasil Other Subject to repurchase agreements Deposits w ith Banco Central do Brasil Pledged in guarantee Derivative financial instruments (Allow ance for securities losses) Interbank accounts Payments and receipts pending settlement Restricted deposits Banco Central do Brasil deposits National Treasury - rural credits resources National Housing Finance System Interbank onlendings Correspondent banks Interdepartm ental Accounts Internal transfers of funds Loan Operations Public sector Private sector Loan operations linked to assignment (Allow ance for loan losses) Lease Transactions Private sector (Unearned income on leasing transactions) (Allow ance for leasing transactions losses) Other Receivables Receivables from guarantees honored Foreign exchange portfolio Receivables Securities trading Specific credits Insurance, pension plans and capitalization Sundry Tax credits Resulting from tax losses and negative basis of social contribution on net income Resulting from temporary differences Excess of 10% from Core Capital Excess of 15% from Core Capital Tax credits resulting from temporary differences not deducted from RE Tax credits resulting from temporary differences for loan losses Actuarial assets related to defined benefit pension funds Other (Allow ance for other losses) Other Assets Assets not for ow n use and stock materials (Allow ance for impairment) Prepaid expenses PERMANENT ASSETS Investm ents Investments in subsidiaries and associated companies Domestic Goodw ill Investments Investments in insurance companies and entities similar to financial institutions Excess of 15% from Core Capital Investments not deducted from RE Other Investments Funding instruments issued by institution authorized for Banco Central do Brasil Other Abroad Goodw ill Other Other investments (Accumulated impairment) Property, plant and equipm ent Land and buildings Revaluation of land and buildings Other property, plant and equipment (Accumulated depreciation) Leased assets ( 1 ) Leased assets (Accumulated depreciation) Intangible Intangible assets Goodw ill Other Intangible assets Constituded from October 1, 2013 Constituded before October 1, 2013 (Accumulated amortization) Goodw ill Amortization Other Amortization Intangible assets constituded from October 1, 2013 amortization Intangible assets constituded before October 1, 2013 amortization Deferred Organization and expansion costs (Accumulated amortization) TOTAL ASSETS (1) Reference in Attachm ent 1 (t) (g) (j1 ) (l) (v) (h 1 ) (e 1 ) (k) (u) (n) (e 2 ) (e 3 ) (f 1 ) (f 2 ) ( o 1 ) (e 4 ) (f 3 ) (f 4 ) ( o 2 ) (m 1 ) (m 2 ) Financial Econom ic and Financial 1.237.066.253 11.409.358 296.326.805 255.177.045 41.149.760 105.240.574 45.483.955 6.084 45.477.871 52.185.121 16 6.798.761 772.721 -97.091.973 7.014.546 88.859.926 86.567.017 69.278 2.223.631 229.205 988.296 227.880 227.880 562.182.339 27.580.414 556.400.814 188.976 (21.987.865) 234.279 580.803 (320.687) (25.837) 163.458.088 144.266 15.444.236 2.789.452 1.278.017 1.468.760 -143.792.256 23.455.379 1.496.731 21.958.648 1.699.871 1.513.257 4.763.277 13.982.243 9.826.752 110.510.125 (1.458.899) 894.957 293.805 (138.877) 740.029 30.363.813 12.426.301 12.316.683 12.121.872 885.427 11.236.445 5.987.888 1.443.665 4.544.223 5.248.557 3.706.985 1.541.572 194.811 45.944 148.867 161.594 (51.976) 6.544.567 5.681.963 144.716 8.222.559 (7.504.671) 937.449 1.083.875 (146.426) 10.416.326 16.634.791 4.961.028 11.673.763 3.927.620 7.746.143 (6.218.465) (1.890.961) (4.327.504) (257.435) (4.070.069) 39.170 1.659.270 (1.620.100) 1.267.430.066 1.379.313.204 11.811.629 297.619.287 255.750.827 41.868.460 208.264.719 145.062.992 --53.502.969 16 8.433.244 1.299.206 (33.708) 97.146.263 7.014.720 88.891.791 86.598.882 69.278 2.223.631 250.865 988.887 228.568 228.568 585.824.016 31.382.314 577.963.810 188.976 (23.711.084) 1.074.072 1.127.593 -(53.521) 173.108.241 458.454 16.110.754 2.157.213 1.358.981 1.469.391 4.067.839 149.464.796 ---------(1.979.187) 4.236.409 687.780 (159.247) 3.707.876 21.814.563 3.327.492 1.784.330 1.250.389 --------533.941 --1.632.657 (89.495) 7.671.359 6.585.412 -9.264.474 (8.178.527) ---10.767.757 17.264.739 ----(6.496.982) ----47.955 1.683.537 (1.635.582) 1.401.127.767 Leasing t ransact ions were considered based on t he f inancial met hod, and t he amount s were reclassif ied f rom t he heading of leased asset s t o t he heading of leasing t ransact ions, af t er deduct ion of residual amount s received in advance. 20 Risk Management Report - Pillar 3 – 2T14 2 Q 14 In thousands of Reais LIABILITIES Current liabilities and long-term liabilities Deposits Demand deposits Savings deposits Interbank deposits Time deposits Securities sold under repurchase agreem ents Ow n portfolio Third-party portfolio Free movement portfolio Funds from Acceptance and Issuance of Securities Funds from real state, mortgage, credit and similar bonds Funds from debentures Foreign securities Certificates of structured operations Interbank accounts Receipts and payments pending settlement Correspondent banks Interdepartm ental Accounts Thrid-party funds in transit Internal transfers of funds Borrow ings Domestic loans - other institutions Foreign borrow ing Dom estic Onlending - Official Institutions National Treasury BNDES Caixa Econômica Federal Finame Other institutions Foreign Onlending Foreign Onlending Derivative Financial Instrum ents Derivative Financial Instruments Other Liabilities Billing and collection of taxes and contributions Foreign exchange portfolio Shareholders and statutory distributions Taxes and social security Provision for deferred tax liabilities arising from positive adjustments of benefit pension funds Provision for deferred tax liabilities arising from tax credits Other Securities trading Technical provisions for insurance, pension plans and capitalization Financial and development funds Special operations Subordinated debts In accordance w ith the CMN Resolution No.4,192/2013 as Tier II In accordance w ith regulations preceding the CMN Resolution No.4,192/2013 as Tier II Other Subordinated debts Equity and debt hybrid securities In accordance w ith regulations preceding the CMN Resolution No.4,192/2013 as Capital Management Other Debt instruments eligible as capital Instruments eligible as capital Management Instruments eligible as Tier II Instruments w ainting authorization from Banco Central do Brasil to compose the RE Other liabilities DEFERRED INCOME SHAREHOLDERS' EQUITY Capital Local residents Domiciled abroad Capital Reserves Revaluation Reserves Profit Reserves Accum ulated Other Com prehensive Incom e (Treasury Shares) Noncontrolling Interests TOTAL LIABILITIES Reference in Attachm ent 1 (h2 ) (j2 ) (s) (x) (q) (w ) (p) (r) (a) (c1 ) (c2 ) (b) (c3 ) (i) (d) Financial Econom ic and Financial 1.196.982.814 477.444.491 69.332.577 146.460.984 27.829.549 233.821.381 280.523.585 50.966.245 229.557.340 -137.625.597 109.010.302 -28.612.359 2.936 5.182.305 5.159.692 22.613 3.907.172 3.904.755 2.417 17.258.058 -17.258.058 90.991.453 395.420 42.685.546 8.046.383 30.070.406 9.793.698 477 477 3.172.238 3.172.238 180.877.438 5.901.980 18.313.586 987.872 19.301.541 1.935.548 1.080.117 16.285.876 1.664.982 -8.405.067 2.141 48.405.820 19.614.708 23.071.865 5.719.247 12.223.583 11.292.755 930.828 16.270.037 13.376.542 1.716.498 1.176.997 49.400.829 403.606 70.043.646 54.000.000 43.136.853 10.863.147 10.768 4.524 23.652.588 (6.667.188) (1.558.272) 601.226 1.267.430.066 1.328.920.990 479.882.803 69.376.605 146.460.984 28.842.030 235.203.184 289.099.406 59.238.389 229.656.954 204.063 149.691.821 116.936.274 761.630 31.975.698 18.219 5.183.513 5.160.900 22.613 3.928.855 3.925.709 3.146 18.645.933 292.690 18.353.243 93.019.520 435.787 43.785.224 8.046.383 30.958.428 9.793.698 477 477 3.770.728 3.770.728 285.697.934 5.992.586 18.663.250 1.088.221 22.782.130 ---1.455.505 89.553.063 8.405.067 2.141 52.187.090 ---12.223.583 --16.326.904 ---57.018.394 416.152 71.790.625 54.000.000 43.136.853 10.863.147 10.768 4.524 23.260.140 (6.667.188) (1.558.272) 2.740.653 1.401.127.767 21 Risk Management Report - Pillar 3 – 2T14 4.2 Composition of the Financial Conglomerate Institutions included in the scope of consolidation of the financial balance sheet, segregated by business segments: Table 3 - Composition of the Financial Conglomerate 2Q14 Activity Total Assests R$ mil Equity B a nk ing S e gm e nt B anco do B rasil - A G. Viena (1) (2) B anking 39.489.179 B B Leasing Co mpany Ltd. (1) (2) Leasing 100.888 660.461 100.825 B B Leasing S.A . - A rrendamento M ercantil (1) (2) Leasing 47.411.334 3.799.487 B B Securities A sia P te. Ltd. (1) (2) B ro ker 13.065 12.834 B B Securities LLC. (1) (2) B ro ker 109.733 105.917 B B Securities Ltd. (1) (2) B ro ker 463.732 122.548 B B USA Ho lding Co mpany, Inc. (1) (2) Ho lding 3.835 3.409 B rasilian A merican M erchant B ank (1) (2) B anking 8.790.103 993.951 B B A mericas (1) (2) B ank 443.892 70.690 B esc Distribuido ra de Título s e Valo res M o biliário s S.A . (1) (2) A sset M anagement 7.328 7.167 B anco P atago nia S.A . (1) (2) B ank 9.964.495 1.465.180 (1) (2) Investment B ank 5.629.024 2.792.293 (1) (2) A sset M anagement 827.033 131.524 (1) (2) Service Rendering 3.910 3.810 Inv e s t m e nt S e gm e nt B B B anco de Investimento S.A . S e gm e nt o f F und M a na ge m e nt B B Gestão de Recurso s-Distribuido ra de Título s e Valo res M o biliário s S.A . O t he r S e gm e nt s B B M o ney Transfers Inc. (1) Subsidiaries. (2) The Financial Statements refers to June/2014. 22 Risk Management Report - Pillar 3 – 2T14 4.3 Composition of the Economic and Financial Consolidated Following is shown the institutions included in the scope of consolidation of the disclosed balance sheet, segregated by business segments Table 4 - Composition of the Economic and Financial Consolidated: R$ mil Activity 2Q14 Total Assests Equity 660.461 B a nk ing S e gm e nt B anco do B rasil - A G. Viena (1) (4) B anking 39.489.179 B B Leasing Co mpany Ltd. (1) (4) Leasing 100.888 100.825 B B Leasing S.A . - A rrendamento M ercantil (1) (4) Leasing 47.411.334 3.799.487 B B Securities A sia P te. Ltd. (1) (4) B ro ker 13.065 12.834 B B Securities LLC. (1) (4) B ro ker 109.733 105.917 B B Securities Ltd. (1) (4) B ro ker 463.732 122.548 B B USA Ho lding Co mpany, Inc. (1) (4) B rasilian A merican M erchant B ank (1) (4) B B A mericas (1) B esc Distribuido ra de Título s e Valo res M o biliário s S.A . (1) B anco P atago nia S.A . B anco Vo to rantim S.A . 3.835 3.409 B anking 8.790.103 993.951 (4) B ank 443.892 70.690 (4) A sset M anagement 7.328 7.167 (1) (4) B ank 9.964.495 1.465.180 (2) (4) B ank 97.325.670 7.586.576 B B B anco de Investimento S.A . (1) (4) Investment B ank 5.629.024 2.792.293 Kepler Weber S.A . (2) (4) Industry 745.237 402.070 Co mpanhia B rasileira de Securitização - Cibrasec (3) (5) Credits A cquisitio n 127.061 74.575 Neo energia S.A . (2) (4) Energy 9.380.642 9.253.436 (1) (4) A sset M anagement 827.033 131.524 B B Seguridade P articipaçõ es S.A . (1) (4) Ho lding 6.348.799 6.338.898 B B Co r P articipaçõ es S.A . (1) (4) Ho lding 642.320 43.451 B B Co rreto ra de Seguro s e A dministrado ra de B ens S.A . (1) (4) 2.067.460 35.009 B B Seguro s P articipaçõ es S.A . (1) (4) 5.619.203 5.613.287 B B Capitalização S.A (sucesso r o f No ssa Caixa Capitalização S.A .) (1) (4) B B M apfre SH1P articipaçõ es S.A . (2) (4) Co mpanhia de Seguro s A liança do B rasil (2) (4) M apfre Vida S.A . (2) (4) Vida Segurado ra S.A . (2) B rasilprev Seguro s e P revidência S.A . Ho lding Inv e s t m e nt S e gm e nt S e gm e nt o f F und M a na ge m e nt B B Gestão de Recurso s-Distribuido ra de Título s e Valo res M o biliário s S.A . S e gm e nt o f Ins ura nc e . P riv a t e P e ns io n F und a nd C a pit a liza t io n B ro ker Ho lding Capitalizatio n 5.642 5.514 11.582.925 2.130.127 Insurance Co mpany 10.233.071 1.455.727 P ensio n plan 841.277 365.812 (4) Insurance Co mpany 501.408 173.560 (2) (4) P ensio n/Insurance 99.163.627 1.531.188 B rasilcap Capitalização S.A . (2) (4) Capitalizatio n M apfre B B SH2 P articipaçõ es S.A . (2) (4) A liança do B rasil Seguro s S.A . (2) (4) Insurance Co mpany 1.293.501 176.829 B rasilveículo s Co mpanhia de Seguro s (2) (4) Insurance Co mpany 3.057.427 566.752 M apfre Seguro s Gerais S.A . (2) (4) Insurance Co mpany 9.932.957 1.938.414 M apfre A ffinity Segurado ra S.A . (2) (4) Insurance Co mpany 1.158.840 447.251 B B M apfre A ssistência S.A . (2) (4) Service Rendering 4.236 2.530 Vo to rantim Co rreto ra de Seguro s S.A . (2) (4) B ro ker 170.021 137.496 Segurado ra B rasileira de Crédito à Expo rtação - SB CE (2) (4) Insurance Co mpany 59.867 26.592 IRB - B rasil Resseguro s S.A . (2) (4) Reinsurer 11.571.908 2.773.721 B B A dministrado ra de Cartõ es de Crédito S.A . (1) (4) Service Rendering B B Elo Cartõ es P articipaçõ es S.A . (1) (4) Elo P articipaçõ es S.A . (2) (4) Co mpanhia B rasileira de So luçõ es e Serviço s CB SS - A lelo (2) (4) Service Rendering Elo Serviço s S.A . (2) (4) Service Rendering 74.529 39.747 Cielo S.A . (2) (4) Service Rendering 12.361.954 3.637.642 Tecno lo gia B ancária S.A . - Tecban (3) (4) Service Rendering 875.968 312.295 A tivo s S.A . Securitizado ra de Crédito s Financeiro s (1) (4) Credits A cquisitio n 935.324 885.579 A tivo s S.A . Gestão de Co brança e Recuperação de Crédito (1) (4) Credits A cquisitio n 5 5 B B A dministrado ra de Co nsó rcio s S.A . (1) (4) Co nso rtium 298.483 159.165 B B Tur Viagens e Turismo Ltda. (1) (5) To urism 80.883 13.333 B B M o ney Transfers Inc. (1) (4) Service Rendering 3.910 3.810 B B Tecno lo gia e Serviço s S.A . (1) Subsidiaries. (1) (4) IT 341.016 189.961 Ho lding Ho lding 11.673.900 354.809 12.643.820 2.768.167 S e gm e nt o f P a ym e nt M e t ho ds Ho lding Ho lding 101.423 27.404 541.993 541.858 1.050.771 1.049.940 3.253.139 899.535 O t he r S e gm e nt s (2) Jo int venture, pro po rtio nately included in co nso lidatio n. (3) A sso ciated co mpanies, pro po rtio nately included in co nso lidatio n as B acen’ s Regulatio n. (4) The Financial Statements refers to June/2014. (5) The Financial Statements refers to M ay/2014. 23 Risk Management Report - Pillar 3 – 2T14 5. Risk Management 5.1 Credit Risk 5.1.1 Management Objectives Exposures subject to credit risk form a big part of Banco do Brasil’s assets. Therefore, the risk management of these exposures is fundamental for the bank to achieve its objectives. Banco do Brasil’s credit risk is managed according to best market practices and follows the banking supervision and regulatory rules. It seeks to identify, assess, control, and mitigate the risk exposures, monitor the management process, contribute to maintain the bank’s health and solvency, and ensure the interests of the shareholders. Credit risk management in the financial conglomerate involves credit policy, risk appetite and tolerance, strategies, processes, procedures and credit risk management systems, as the figure below: Figure 6 – Credit risk management Note: CA = Board of Directors; CRG = Global Risk Committee; SRC = Credit Risk Subcommittee; DICRE = Credit Board; DIRAO = Asset Restructuring Board; DIRIS = Risk Management Board. In accordance with CMN Decision 3.721/09, the Board of Directors (CA) approved the credit risk management structure of Banco do Brasil, composed by Global Risk 24 Risk Management Report - Pillar 3 – 2T14 Committee (CRG), Credit Risk Subcommittee (SRC), Credit Board (DICRE), Operational Asset Restructuring Board (DIRAO), and Risk Management Board (DIRIS). This credit risk management structure is compatible with the nature of transactions, the complexity of products and services, and in proportion to the size of the credit-risk exposure incurred by Banco do Brasil. In view of Diris is the unit at the bank in charge of overall risk management and does not have any ties to the management of third-party resources administration or to performing transactions subject to credit risk, the CA stated the Director of Risk Management as the person in charge of BB’s credit risk management before the Bacen. 5.1.2 Credit Policy Banco do Brasil’s credit policy contains strategic guidelines to direct credit-risk management actions in the financial conglomerate. It is approved by the Board of Directors and reviewed every year. It applies to all businesses that involve credit risk and is available to all employees. It is expected that the Subsidiaries, Affiliates and Investments companies define their paths from these guidelines, taking into account the specific needs and legal and regulatory issues to which they are subject. The credit policy is divided into four blocks: General Aspects, Assuming Credit Risk, Collections and Credit Recovery, and Credit Risk Management. Each block contains a comprehensive set of statements which encompass all stages of credit-risk management at Banco do Brasil. Some topics addressed in Banco do Brasil’s credit policy are listed below: ‐ ‐ concept of credit risk; separation of duties; ‐ ‐ ‐ ‐ ‐ ‐ joint decisions; risk appetite; risk limits; client rating; ‐ ‐ ‐ conditions for assuming risk; guidelines for collections and credit recovery; Capital planning allowance and capital levels; and stress tests. 5.1.3 Management Strategies Aligned to the objectives of credit risk management, the Board of Directors (CA) establishes the credit policy and the risk appetite of Banco do Brasil and approves management strategies, which are defined by the Global Risk Committee (CRG) and operationalized by the Credit Risk Subcommittee (SRC). The CRG also sets global limits and approves the capital allocation. The permanent voting members in CRG are the President, the Vice-President of Financial Management and Investor Relations, the Vice President of Wholesale, International Business and Private Bank, the Vice President of Retail, Distribution and Operations, the Vice President of Internal Controls and Risk Management and the Vice 25 Risk Management Report - Pillar 3 – 2T14 President of Human Resources Management and Sustainable Development. The other vice presidents are non-permanent voting members. The SRC was created to give more agility to decisions about credit risk management. It is a structure subordinated to CRG, which has delegated decision-making authority to deliberate on certain issues, equipping the CRG on other issues. The SRC is composed of the directors of the areas involved with the management of credit risk, being coordinated by the Director of the Risk Management Board. Credit-risk management strategies guide actions at the operational level, comprising: a) approving credit risk management models; b) setting goals for timely payment, recovery, maximum loss, and quality of the loan portfolio; c) setting risk and concentration limits; and d) keeping appropriate levels of allowances and capital; 5.1.4 Management Processes According to Banco do Brasil’s credit risk management structure, the Credit (DICRE), Operational Asset Restructuring (DIRAO) and Risk Management (DIRIS) units are responsible for implementing strategic decisions approved by the CA, CRG and SRC, keeping exposure at the risk levels set by the executive management. DICRE focuses on clients and operations, whose main products are: registration, marketing studies and information on economic sectors, methodologies (risk, risk components, and credit limits), risk analysis (clients, operations, projects, economic sectors, countries, and projects), validation and monitoring of risk methodology and credit-risk components, study of investment and leasing transactions, economic/financial evaluation and diagnosis of businesses/corporate groups, monitoring the credit portfolio, and producing inputs for pricing credit risk. The DIRAO operates in collecting, and recovering problem credits, whose main products are: models to rate clients under collections and recovery, collection and recovery strategies, recovery quality indicators, management of collections and recovery channels, rescheduling debt, restructuring transactions, setting negotiating floors and methodologies for dealing with problem credits or defaults. The DIRIS focuses on managing the credit risk of aggregate positions, whose main products are: policies, risk limits, credit risk models, information on credit risk, indicators of credit portfolio quality, capital allocation as a function of risk, management of the credit portfolio’s risk, controlling of credit risk exposure and stress testing. 26 Risk Management Report - Pillar 3 – 2T14 Figure 7 summarizes the responsibilities of the units: Figure 7 - Credit risk management structure The processes and procedures of the credit risk management structure are validated and performed by two internal units at different points in time, a fact that ensures the adequate separation of duties and the independence of work. The Internal Control Board (DICOI) is responsible for validating the financial conglomerate’s risk determination and measurement models and the bank’s internal control system. Internal Audit (AUDIT) periodically evaluates credit risk management processes to verify whether they are consistent with the strategic guidelines, credit policy, and regulatory and internal rules. 27 Risk Management Report - Pillar 3 – 2T14 5.1.5 Communication and Information Processes Disclosure of credit risk information is a continual and ongoing process whose premises considered when selecting and disclosing information include: best practices, banking laws, user needs, the bank’s interests, confidentiality, and the relevance of the information. The communication and information on credit risk management is provided to internal and external clients, according to the following processes: 5.1.5.1 Communication process for internal clients The operational units of the credit risk management structure communicate permanently to upper management about risk exposure in order to monitor management actions and decision-making by the Senior Management. The communication process involves several reports on credit risk management, which are produced periodically and are the result of analyzes conducted by professionals from the units. They demonstrate the credit risk of all exposure or in certain portfolios, such as: a) Presentation of the Bank’s credit portfolio X National Financial System; b) Comparative BB credit portfolio x main competitors; c) Credit Risk Panel; and d) Stress test for credit risk; 5.1.5.2 Communication process for external clients The operational units of the credit risk management structure produce information for external users and send it to the Investor Relations Unit (URI) that, as a practice of transparency, discloses this information to the market, as a transparent governance practice, allowing investors and interested parties to monitor risk-management actions and the evolution of credit risk, and to prove the Bank’s capital adequacy to cover all risks assumed. Information for external users is provided on a publicly accessible location, easily found on the bank’s website. The following documents are published in the following documents: a) Management Discussion and Analyses; b) Explanatory Notes to Financial Statements; and c) Annual Report. 5.1.6 Measurement Systems Credit risk is measured in many ways: by default, arrears, portfolio quality, and allowance for doubtful accounts, concentration, expected losses, and regulatory requirements, among others. The quantity and nature of our operations, the diversity and complexity of our products and services, and the volume exposed to credit risk require systematic measurement of 28 Risk Management Report - Pillar 3 – 2T14 credit risk at Banco do Brasil. The bank has enough databases and corporate system infrastructure to ensure comprehensive measurement of credit risk. Some of these risk measures are highlighted. 5.1.6.1 Concentration The bank has developed and implemented a system to measure and monitor credit risk concentration in businesses. The model is based on the Herfindahl Index. It evaluates concentration based on borrower’s credit risk, and it considers the interrelationship among the various economic sectors that comprise the businesses credit portfolio. 5.1.6.2 Regulatory Requirements The Bank measures the Regulatory Capital requirement for credit risk through Regulatory Simplified Standardized Approach, whose procedures for calculating the potion of risk-weighted assets (RWA) regarding exposure to credit risk (RWA CPAD) were released by the BACEN through Circular 3.644/13. These procedures were implemented in a proprietary system that determines the capital requirements quickly and securely, allowing timely verification of the bank’s solvency under the regulator’s rules. The Bank uses Regulatory Capital information to assess the efficiency of capital allocation and planning. 5.1.7 Mitigation Policy Banco do Brasil adopts a conservative attitude toward credit risk. In conducting any business subject to credit risk, the bank’s general rule is to tie it to a mechanism that provides partial or complete hedging of risk incurred. In managing credit risk on the aggregate level, to keep exposure within the risk levels established by the High Staff, the Bank has the prerogative to transfer or to share credit risk. The use of credit risk mitigating instruments is stated in the Credit Policy, present in strategic decisions, and formalized in credit rules, reaching all levels of the organization and covering all stages of credit risk management. Credit rules provide clear, comprehensive guidelines for the operational units. Among other aspects, the rules address ratings, requirements, choices, assessments, formalization, control, and reinforcement of guarantees, ensuring the adequacy and sufficiency of the mitigator throughout the transaction’s cycle. 5.1.8 Processes for Monitoring the Effectiveness of Mitigators Monitoring the effectiveness of mitigators is part of the bank’s credit risk management processes. We quote, as an example, monitoring exposures subject to credit risk, the risk ratings of loans, capital management, and collections and recovery of credits. The processes of monitoring credit risk exposure and rating loans risks produce important information for verifying the effectiveness of mitigating instruments. The low default ratio in certain segments of the credit portfolio and the lowest level of allowances 29 Risk Management Report - Pillar 3 – 2T14 in certain transactions may mean that the existence of guarantees tied to exposure reducing credit risk and capital requirements for its coverage. The process of collecting and recovering credits generates information that enables the bank to verify which mitigators were the most important for receiving credits of default loans and for recovering problem credits, allowing the review of the criteria for choosing guarantees, allowances, and capital allocation. 5.1.9 Exposure to Credit Risk The table below shows the concentration levels of the ten largest customers in relation to total transactions with credit granting feature. Table 5 - Concentration of the ten and of the hundred largest customers in relation to the total of transactions with credit granting feature 1st to 10th 1st ao 100th 2Q14 10.7% 27.3% 1Q14 11.2% 27.3% 4Q13 12.2% 27.4% 3Q13 12.3% 27.9% 2Q13 13.5% 30.2% The following table shows credit risk average exposure of individual portfolios (PF) and businesses (PJ). Table 6 - Credit risk average exposure R$ million Exposure 2Q14 Balance * Average Balance Individuals Agrobusiness 111.413 37.138 Mortgage 23.678 7.893 Payroll Loan 61.565 20.522 Auto Loans 22.582 7.527 Credit Cards 64.050 21.350 Others 51.081 17.027 334.369 111.456 Agrobusiness 49.088 16.363 Investiments 71.802 23.934 Import/Export. 15.694 5.231 Working Capital 221.425 73.808 Others 153.146 51.049 511.155 170.385 845.524 281.841 Total Individuals Com panies Total Com panies Total * Includes BB internal portfolio and loans to concede 30 Risk Management Report - Pillar 3 – 2T14 The next table presents the credit risk exposure of the businesses portfolio (PJ), segregated by geographic regions in Brazil. Table 7 - PJ credit risk exposure by geographic regions R$ million Region Midw est Northeast North Southeast South Foreign Total Agrobusiness 1.440 359 184 38.994 8.111 49.088 Investim ents 8.654 4.527 3.837 37.603 12.847 4.334 71.802 2Q14 Im port/Export. Working Capital 248 13.806 569 17.318 45 6.514 12.513 139.266 2.320 31.845 12.676 15.694 221.425 Others 6.284 9.255 2.199 91.063 13.338 31.007 153.146 The table below presents the credit risk exposure of the individuals portfolio (PF), segregated by geographic regions in Brazil. Table 8 - PF credit risk exposure by geographic regions R$ million Region Midw est Northeast North Southeast South Foreign Total Agrobusiness 26.808 7.042 4.936 34.189 38.438 111.413 Mortgage 3.841 3.235 833 11.233 4.535 23.678 2Q14 Payroll Loan 11.522 13.416 4.181 27.643 4.804 61.565 Auto Loans 13.279 2.518 880 3.714 2.191 22.582 Credit Cards 9.387 11.065 3.283 28.777 11.539 64.050 Others 5.745 8.936 2.902 23.214 8.488 1.795 51.081 31 Risk Management Report - Pillar 3 – 2T14 The next table shows the behavior of the total credit risk exposure, segregated by economic sector Table 9 - Credit risk exposure of the financial conglomerate, by economic sector R$ million Government Foodstuffs of Animal Origin Foodstuffs of Vegetable Origin Bulding Specif ic Activities Automotive Beverages Wholesale Trade and Industries Retail Trade Heavy Construction Leather and Shoes Other Activities Electrical and Electronic Goods Eletricity Housing Agricultural Consumables Timber and Furniture Metalw orking and Steel Pulp and Paper Oil and Gas Chemicals Services Telecommunication Textile and Garments Transport Individuals Total(1) 2Q14 32,692,28 15,634,55 39,865,11 19,246,13 34,936,57 3,042,04 9,968,20 24,749,35 9,566,97 4,073,01 13,896,73 13,915,08 34,699,88 26,050,13 12,192,12 8,790,78 44,702,73 12,270,18 46,613,25 14,503,00 32,974,52 11,267,22 16,226,18 29,278,93 334,369,36 845,524 1Q14 30,400,15 15,279,67 37,272,36 17,608,26 31,710,23 2,797,87 9,416,84 23,414,44 8,457,87 3,992,01 39,483,59 13,870,46 30,661,17 24,891,85 11,897,14 8,682,25 43,111,45 11,627,26 38,401,27 12,925,84 31,445,58 11,343,99 15,574,89 28,004,73 321,034,94 823,306 4Q13 29,423,67 14,497,31 36,564,92 17,582,52 31,783,83 2,629,44 8,323,63 21,887,53 8,725,13 3,520,41 13,318,85 13,410,44 30,528,47 20,957,85 10,532,94 8,008,78 42,973,87 10,998,85 44,868,46 11,546,15 30,612,50 12,720,42 14,521,93 27,832,56 342,523,99 810,294 3Q13 25,517,02 13,288,37 33,895,66 16,952,33 29,536,00 2,484,96 7,692,82 20,967,48 8,557,94 3,177,50 11,548,05 13,494,80 28,244,42 19,220,83 9,557,65 7,503,30 41,255,14 10,438,82 40,733,10 10,846,91 28,644,29 12,954,15 13,884,08 25,249,59 328,126,78 763,772 2Q13 20,410,68 13,417,70 32,595,41 16,650,66 29,354,33 2,546,54 7,444,88 20,380,07 8,724,15 3,353,44 11,144,13 12,879,31 26,799,01 17,504,53 9,700,16 7,502,06 41,777,32 10,522,22 40,310,30 10,483,98 27,733,53 12,345,98 13,912,37 23,604,01 324,205,60 745,302 32 Risk Management Report - Pillar 3 – 2T14 The table below shows the behavior of the total credit risk exposure of the agribusiness portfolio, segregated by economic sector and businesses portfolio (PJ). Table 10 - Credit risk exposure of the agribusiness portfolio, segregated by economic sector and businesses portfolio (PJ). Agrobusiness Investim ents 0,01 Foodstuffs of Animal Origin 6.343,36 Foodstuffs of Vegetable Origin 14.933,55 Bulding Specif ic Activities 168,26 Automotive 368,60 Beverages 203,65 Wholesale Trade and Industries 1.288,70 Retail Trade 1.612,07 Heavy Construction 6,59 Leather and Shoes 0,31 Other Activities 549,91 Electrical and Electronic Goods 7,72 Eletricity 3.922,27 Housing 9,16 Agricultural Consumables 2.442,23 Timber and Furniture 711,05 Metalw orking and Steel 3.500,20 Pulp and Paper 2.529,29 Oil and Gas 9.292,08 Chemicals 146,96 Services 103,77 Telecommunication Textile and Garments 621,82 Transport 326,55 Total(1) 49.088,09 (1)* Includes BB internal portfolio and loans to concede 2Q14 Others Im port/Export Working Capital 8.840,24 0,15 23.347,65 504,23 1.274,04 6.167,49 3.447,47 5.327,11 474,60 991,74 1.893,02 1.206,37 307,06 384,31 1.048,48 7.305,02 814,68 1.289,35 1.265,10 3.011,27 1.136,65 4.036,71 1.598,07 6.057,47 146,82 1.404,95 12.373,72 71.801,73 1.142,32 4.220,58 384,38 3.141,14 229,80 128,09 55,22 15,17 324,56 307,84 15,80 0,26 837,59 199,38 3.042,64 684,18 251,62 198,58 64,61 113,02 190,79 145,80 15.693,51 5.066,51 9.871,01 7.872,19 15.763,88 840,42 5.499,89 12.671,39 4.059,05 2.252,75 1.598,30 6.670,38 10.440,34 7.548,63 4.149,97 4.509,30 25.910,45 5.275,78 20.280,74 7.517,07 17.892,84 5.496,91 9.166,51 7.723,33 221.425,29 1.808,32 4.672,47 7.373,83 10.335,84 1.293,56 2.059,77 8.517,65 4.279,79 1.188,32 11.364,21 5.880,65 13.016,46 17.677,41 3.472,97 2.105,97 9.238,17 2.644,29 12.752,11 5.042,31 8.855,83 5.510,48 4.842,12 8.709,53 153.146,31 R$ million Government The next table presents the credit risk exposure of individual portfolios (PF) and businesses (PJ), segregated by maturity of the transactions Table 11 - Credit risk exposure of PF and PJ portfolios by maturity of the transactions R$ mi l l i on Exposure Agrobusiness Mortgage Payroll Loan Auto Loans Credit Cards Others Total Individuals Agrobusiness Investiments Import/Export. Working Capital Others Total Com panies Total 2Q14 until 6 m onths 6 m onths to 1 year 1 to 5 years 24,820,05 17,002,45 542,88 84,33 356,01 10,483,57 53,289,30 10,300,47 56,502,94 8,322,90 4,988,59 37,902,54 118,017,45 171,306,75 13,260,65 680,43 1,273,78 6,20 1,042,61 13,571,26 29,834,93 8,966,18 15,794,25 4,519,15 2,043,67 15,381,86 46,705,10 76,540,03 29,418,40 24,50 39,242,79 261,68 20,963,81 19,720,07 109,631,25 18,855,90 105,420,96 2,851,46 14,038,66 76,321,81 217,488,79 327,120,04 Above 5 years 43,914,11 46,342,99 20,506,03 23,325,48 219,67 7,305,60 141,613,89 10,105,71 43,707,14 50,730,81 24,399,92 128,943,58 270,557,47 33 Risk Management Report - Pillar 3 – 2T14 The table below shows the amount of overdue transactions, gross of allowances and excluded the write-offs, segregated by geographical regions in Brazil Table 12 - Amount of overdue transactions by geographical regions. R$ m illions Region 15 to 60 days 61 to 90 days 91 to 180 days 181 to 360 days Above 360 days Midw est 757,21 242,55 607,95 610,31 47,93 Northeast 908,68 307,10 773,03 895,77 90,63 North 373,24 125,69 297,06 337,61 38,12 Southeast 2,697,95 1,147,40 2,522,23 3,038,43 311,29 South 1,071,82 390,49 802,19 1,163,32 137,81 Foreign 12,21 2,88 170,55 11,15 22,59 TOTAL 5,821,10 2,216,10 5,173,00 6,056,59 648,36 Below are presented the amount of overdue transactions, gross of allowances and excluded the write-offs of the financial group, segregated by economic sector. Table 13 - Amount of overdue transactions, segregated by economic sector. R$ m illion 2Q14 Macro-sector 15 to 60 days 61 to 90 days 91 to 180 days 181 to 360 days Government 12,56 1,24 1,22 1,05 Foodstuf f s of Animal Origin 159,81 123,25 108,70 67,36 Foodstuf f s of Vegetable Origin 620,28 487,68 451,44 166,80 Bulding Specif ic Activities 612,04 455,24 375,66 223,88 Automotive 796,17 595,51 490,45 297,32 Beverages 37,62 23,28 11,81 9,50 Wholesale Trade and Industries 308,36 240,70 182,24 117,64 Retail Trade 921,06 706,73 600,61 335,80 Heavy Construction 375,54 331,01 311,92 225,12 Leather and Shoes 160,75 122,98 95,93 52,41 Other Activities 11,11 7,74 6,46 4,62 Electrical and Electronic Goods 470,64 381,85 325,06 185,53 Eletricity 10,33 8,14 7,40 2,70 Housing 653,66 398,85 281,91 161,15 Agricultural Consumables 226,04 194,57 178,17 135,66 Timber and Furniture 442,97 338,56 289,50 158,29 Metalw orking and Steel 789,66 559,74 469,25 237,24 Pulp and Paper 179,70 142,91 126,38 81,74 Oil and Gas 512,95 436,41 394,58 143,83 Chemicals 343,86 267,09 226,30 131,04 Services 1.371,64 1.007,02 851,75 472,29 Telecommunication 85,49 68,48 56,71 32,79 Textile and Garments 744,23 601,40 523,16 299,49 Transport 573,89 419,51 348,96 202,74 Total 10.420,38 7.919,87 6.715,57 3.745,98 Above 360 days 0,00 14,77 16,25 14,66 12,05 0,57 23,69 18,06 3,62 3,08 0,31 12,38 0,38 10,05 4,02 15,23 18,85 5,33 6,21 11,11 30,39 0,63 18,99 7,28 247,89 34 Risk Management Report - Pillar 3 – 2T14 The following table shows the flow of write-off transactions, segmented by economic sector Table 14 – Write-off transactions by economic sector. R$ Millions Econom ic Sector 2T14 Write-off Government 0,01 Foodstuffs of Animal Origin 77,28 Foodstuffs of Vegetable Origin 157,40 Bulding Specif ic Activities 118,69 Automotive 134,76 Beverages 7,68 Wholesale Trade and Industries 61,07 Retail Trade 139,91 Other Activities 1,48 Heavy Constructions 51,70 Leather and Shoes 26,72 Electrical and Electronic Goods 112,26 Eletricity 0,98 Housing 90,70 Agricultural Consumables 22,76 Timber and Furniture 73,31 Metalw orking and Steel 154,58 Pulp and Paper 45,33 Oil and Gas 49,47 Chemicals 46,63 Services 197,53 Telecomunication 13,80 Textile and Garments 122,66 Transport Total 66,61 1.773,32 Individual Total 1.759,01 1.759,01 35 Risk Management Report - Pillar 3 – 2T14 The table below shows the amount of allowances for loan and lease losses, segmented by economic sector and its quarterly change Table 15 - Total allowances for loan and lease losses in the quarter and variations R$ m illion Macro-sector Government Foodstuffs of Animal Origin Foodstuffs of Vegetable Origin Bulding Specif ic Activities Automotive Beverages Wholesale Trade and Industries Retail Trade Heavy Construction Leather and Shoes Other Activities Electrical and Electronic Goods Eletricity Housing Agricultural Consumables Timber and Furniture Metalw orking and Steel Pulp and Paper Oil and Gas Chemicals Services Telecommunication Textile and Garments Transport TOTAL 2Q14 4,09 247,56 1,206,84 491,61 628,27 32,59 267,96 679,22 432,08 128,51 43,00 453,19 123,23 447,44 235,23 329,93 704,45 168,15 306,86 436,65 1,045,94 62,26 627,03 517,35 9,619,44 over 1Q14 (7,79) (33,72) 121,05 19,33 81,24 1,28 40,00 46,60 64,23 15,29 (112,41) 48,57 (1,29) 56,41 58,39 32,47 97,51 (6,67) 38,10 54,83 100,97 5,02 40,43 69,03 828,88 Below are presented the behavior of credit risk exposure, observed settings of Circular BACEN 3.644/13, segmented by Risk-Weighting Factor (FPR), along with the average exposure of the quarters. Table 16 - Credit risk exposure by FPR R$ thousand Exposure by Risk Factor 2Q14 0% 401,555 1Q14 548,414 4Q13 3Q13 2Q13 567,021 687,906 694,498 1,578,798 1,286,258 20% 753,081 1,395,065 1,597,602 35% 19,838,582 17,135,911 14,446,624 - - 50% 6,953,595 4,679,237 5,660,017 4,085,220 3,743,943 75% 163,979,017 163,661,922 166,097,426 313,351,108 303,988,148 85% 170,576,198 187,442,559 169,282,722 100% 208,886,832 186,292,760 199,293,268 191,309,764 187,581,403 150% 39,486,931 35,904,682 33,387,800 32,329,159 29,982,008 300% 6,043,228 5,655,366 5,822,886 5,952,360 5,983,765 616,919,019 602,715,916 596,155,366 549,294,316 533,260,022 610,841,197 599,097,288 576,382,641 542,716,108 516,484,031 Total (1) Average Exposure in the Quarter (1) - - (1) Includes lo ans, leasing, co mmitments after applying the co nversio n facto r, credits to release and guarantees rendered. 36 Risk Management Report - Pillar 3 – 2T14 5.1.10 Acquisition, Sale or Transfer of Financial Assets It is BB’s policy to assign credits from non-performing retail loans, recorded in losses and for which the bank has full risk, after all collection procedures defined in the collections and credit-recovery process have been exhausted, and the selected transactions have reached the savings point, that is, the cost-benefit ratio does not justify keeping the transactions under collections at a commercial bank. Credit assignment is also used punctually to dispose of specific credits, when such an operation is considered a viable alternative for its recovery, even if partial. Below we show the flow of operations ceded with substantial transfer of risks and benefits. Table 17 - Loss operations assigned, with substantial transfer of risks and benefits R$ Thousands 2T14 1T14 4T13 3T13 Operation Quantity (in thousands) 1,613 926 36 Value 4,925,119 4,404,571 228,392 Observation: The data refers to credit assigments ceded to Átivos S.A. Write-off Portfolio Values 2T13 - BB has no exposure in the following categories: a) exposures assigned with no substantial transfer or retention of risks and benefits; b) exposures assigned with substantial retention of risks and benefits; and c) exposures assigned in the quarter with substantial retention of risks and benefits, which were written off as losses. Below are presented the value of the portfolio granted with co-obligation, recorded in the off balance sheet, not in the Assets Table 18 - Value of the portfolio granted with co-obligation, recorded in the off balance sheet R$ thousands Risk Retention in Loan operations - Operations w ritten off 2Q14 6,433 1Q14 6,763 4Q13 8,353 3Q13 8,440 2Q13 10,017 5.1.11 Securities (TVM) operations derived from securitization processes The securities acquired by BB are classified in the following categories: a) category I - securities for trading - securities acquired with the intent of actively and frequently trading them must be registered here; b) category II - securities available for sale - securities that do not fall under categories I or III must be registered here; and c) category III - securities held to maturity – securities, except non-redeemable shares, which the institution has the intent and financial capacity to keep in its portfolio until maturity must be registered here. Following are the exposures due to TVM operations derived from securitization processes. a) types of securities: i. Receivables Investment Funds (FIDC) = resource pool that allots most of its net assets to be applied in receivables. These are the rights and securities 37 Risk Management Report - Pillar 3 – 2T14 representing rights arising from operations carried out in the financial, commercial, industrial and real-estate, mortgage, financial leasing, and serviceprovision sectors, as well as other financial assets and investment modes admitted under the terms of CVM Instructions Nos. 356/2001 and 444/2006; and ii. Real Estate Receivables Certificates (CRI) = these are fixed-income securities backed by real estate credits – counter installments flows of payments to purchase real estate properties or rent - issued by securitization companies. Table 19 - Value of the exposures derived from acquiring FIDC and CRI R$ thousand FIDC CRI - category II CRI - category III 7 11 3 2Q14 1,628,213 500,450 148,839 6 11 3 1Q14 1,520,527 538,882 184,595 7 13 3 TOTAL 21 2,277,501 20 2,244,004 23 Note: Information includes BB branches in Brazil and abroad (BB-Multiple Bank). 4Q13 1,526,161 520,555 174,129 2.220.845 7 12 3 22 3Q13 1,538,265 525,251 164,339 2,227,855 7 11 3 21 2Q13 1,457,102 503,311 171,489 2,131,903 b) type of credit backing the issue: i. FIDC = vehicles financing, company cash flow receivables, debentures, promissory notes, bank credit certificates, bank credit bill certificates, real estate credit certificates, real estate letters of credit, export and other credit rights credit bills; and ii. CRI = real estate loans. c) type of security: i. FIDC and CRI = senior quota. 5.1.12 Exposure to counterparty credit risks Banco do Brasil admits assuming counterparty credit risks with clients who have been previously analyzed by the risk calculation methodology, with a credit limit applicable to their profile established, subject to the existence of a sufficient operational margin to cover such operations. In this way, the counterparty credit risk exposures fall in line with other exposures in l the customer’s loans on the credit limit assigned to it. In the event of a default, these types of operations affect the client’s credit risk according to the estimated value of the counterparty credit risk exposure--applicable credit risk mitigators being taken into consideration, such as the adjacent asset issuer risk, the volatility of the asset, the collateral given (haircut), and the rules for additional collateral margin calls, according to the characteristics of the operation performed. In operations conducted via Clearing Houses (Clearings), there is a risk transfer, where the value of the operations is reflected in the credit limit of the Clearing House. The approval of operations depends, at least, on the collateral required by the credit limit order, and on those defined as mandatory by the credit line, being that the level of demand for collaterals varies according to the client’s credit risk. 38 Risk Management Report - Pillar 3 – 2T14 In collateralization, preference is given: a) to assets acquired, produced, or processed with the credit; b) to collaterals that offer self-liquidity to the operation; c) to goods that are easily commercialized and non-perishable; d) to goods of the same type, kind and category as the ones to be acquired or to be hold with the credit; and e) To goods that will produce income to pay for the operation. In order to link goods as collateral, it is assessed through a technical evaluation or through an opinion of value, whose period of validity is up to twelve months. In the case of personal collateral, the economic-financial situation of guarantors or sureties is analyzed, in addition to direct and indirect liabilities at the Bank, with debts to third parties being considered, especially those related to tax, social security, and labor debts. When accepting a good or right as collateral, the maximum value considered is obtained by applying a percentage on the value of said good or right, according to the type and kind of good. In the case of a trade bills and checks in custody, the maximum value is obtained by applying the percentage of the advance corresponding to the Annual Liquidity Ratio (ILA) of the client’s portfolio on the bound value as collateral. Goods received as collateral for loans must be backed until the operation is concluded, or, in the case of funds given as collateral, remain blocked until the operation is concluded. Collaterals linked to loans are registered on a corporate basis, which allows automated control of the linked goods and rights, and the generation of administrative information, such as the collateral sufficiency analysis, and the adequacy analysis. For operations subject to counterparty credit risk, Banco do Brasil follows the BACEN Circular 3,068/01, considering such risk as a parameter when adjusting the market value of such exposures, which affects the profit/loss of the period, or in separated account of the Stockholder’s Equity, subject to the exposure’s classification. Below is the notional value of contracts subject to counterparty credit risk to be liquidated in clearing house liquidation systems, in which clearing houses acts as central counterparty. Table 20 - Notional value of contracts to be liquidated in clearing house liquidation systems, in which clearing houses acts as central counterparty R$ thousand Stock Market Negotiation Counterparty Futures Contracts Purchase commitments B Options Market Short Position B Note: Counterpart = (B) Stock Market 2Q14 1Q14 4Q13 3Q13 2Q13 15,041,532 15,041,532 6,331,737 6,331,737 18,047,792 18,047,792 9,221,096 9,221,096 12,602,133 12,602,133 4,979,401 4,979,401 13,317,052 13,317,052 6,238,176 6,238,176 15,495,617 15,495,617 4,811,157 4,811,157 39 Risk Management Report - Pillar 3 – 2T14 In the next table, it is showed the notional value of the contracts subject to the counterparty credit risk, in which there’s no work of the clearing houses as central counterparty, segmented in uncollateralized agreements and collateralized agreements Table 21 - Notional value of contracts subject to counterparty credit risk in which clearing houses do not act as central counterparty, Segmented in uncollateralized agreements and collateralized agreements. R$ Thousand Without guarantees Forw ard operations (C) "Sw aps" contracts (C) Other derivative financial instruments Currency arbitrage (future and prompt settlement) Inter-bank exchange (future and prompt settlement) With guarantees Forw ard operations (IF) "Sw aps" contracts (IF) Reverse Repo Repo Note: Counterpart = (C) Client and (IF) Financial Institution. 2T14 6,474,151 7,245,134 1,571,374 2,195,682 429,400 2T14 17,656 10,197,816 254,491,820 279,120,064 1T14 11,043,960 6,157,882 5,016,856 211,575 2,251,909 1T14 125,208 11,888,051 247,802,314 269,038,522 4T13 7,187,094 4,353,755 5,119,037 87,403 3,173,794 4T13 6,616 32,942,758 192,039,995 220,591,113 3T13 6,646,837 5,468,110 5,107,750 197,452 2,436,161 3T13 176,521 12,341,807 194,380,278 226,371,724 2T13 6,908,252 3,832,566 7,932,991 477,978 272,636 2T13 131,934 10,165,547 185,044,868 205,595,852 The following table shows the positive gross value of contracts subject to counterparty credit risk, including derivatives, outstanding operations, asset loans and repo transactions, disregarding the positive values from compensation agreements, as set forth in CMN Resolution 3,263/05. Table 22 - Positive gross value of the respective contracts, including derivatives, loans to settle, assets loans and repurchase agreements, disregarded the positive values related to compensation agreements defined in Resolution nº 3.263/05. R$ Thousand Total Gross Positive Value Derivative Financial Instruments Currency arbitrage (future and prompt settlement) Inter-bank exchange (future and prompt settlement) Reverse Repo Repo 2T14 5,709,420 772,721 6,493 381 1,339,014 3,590,811 1T14 3,808,075 1,110,623 90 550 978,404 1,718,408 4T13 6,407,909 984,679 37 1,470,961 3,952,232 3T13 7,794,929 1,049,826 305 461 3,768,857 2,975,480 2T13 5,286,036 1,171,838 916 6,424 3,909,584 197,275 40 Risk Management Report - Pillar 3 – 2T14 Next, the positive gross collateral received in operations subject to credit risk that cumulatively attends the following requirements, as art.9.º, section VII, of the Central Bank Circular 3.678/13: a) be kept or held in custody by the institution itself; b) whose exclusive purpose is to guarantee operations to which they are linked; c) are subject to movement, exclusively, by order from the depositary institution; and d) are immediately available to the depositary institution in the event default by the debtor or need for its realization. Table 23 - The value of collaterals that cumulatively meet the requirements of paragraph VII, Art.9, of Bacen Circular 3,678/13 R$ thousand Financial investments – fixed-income Checks Checks Agricultural products – w ith w arrant Financial investments – variable yield 2Q14 4,046,504 565,655 74,438 417 1Q14 4,164,181 596,250 87,072 445 4Q13 9,949,925 650,575 75,339 445 3Q13 9,634,257 664,811 78,659 445 2Q13 9,798,453 697,642 72,849 440 TOTAL 4,687,013 4,847,948 Note: Information includes BB branches in Brazil and abroad (BB-Multiple Bank). 10,676,283 10,378,172 10,569,384 According to the classification of types of collaterals adopted by BACEN, we have identified those that cumulatively meet the conditions established in BACEN Circular 3,678/13, being that for the purpose of collateral’s calculation it was considered the value committed as collateral to the linked operation. Following, it is showed the global exposure to the counterparty credit risk, net of compensation agreements effects and the collateral received. Table 24 - The value of collaterals that cumulatively meet the requirements of paragraph VII, Art.9, of Bacen Circular 3,678/13: R$ thousand Counterparty Credit Risk Guarantees Rendered Value Global Exposure(1) 2Q14 1Q14 4Q13 3Q13 2Q13 529,124,492 976,911,241 733,459,539 764,896,947 751,075,571 59,723,177 50,756,127 57,874,114 75,813,271 55,870,899 (1) net o f the effects fro m the guarantees value 5.1.13 Mitigating instruments When accepting guarantees in loans, preference is given to guarantees which help the operation self-liquidate. 41 Risk Management Report - Pillar 3 – 2T14 In order to accept a guaranty, the maximum value considered is reached by applying a certain percentage on the value of said good or right. Below are presented the percentages used: Table 25 – Collateral coverage. Asset Credit rights - Receipt for bank deposit - Certificate of bank deposit (1) - Saving deposits - Fixed income investiment founds PledgeAgreement – cash collateral (2) - Standby letter od credit - Others Guerantee Funds - Guarantee Fund for Generation of Employment and Income (Funproger) - Guarantee Fund for Micro and Small Business (Fampe) - Guarantee Fund for Operations (FGO) - Guarantee Fund for Investments (FGI) - Others Guarantee(3) Credit insurance PledgeAgreement – securities (4) Offshore Funds - BB Fund(5) Livestock(6) PledgeAgreement - cashcollateral (7) Others (8) Coverage (%) 100% 100% 100% 100% 100% 100% 80% 100% 100% 100% 100% 100% 100% 100% 77% 77% 70% 70% 50% (1)Except the ones possessing swap agreement (2) In the same currency of the operation. (3) Provided by a banking institution taht has a credit limit at the bank, with sufficient margin to suport the co-obligation. (4) Contract of deposit / Transfer of Customer funds (5) Exclusive or retail. (6) Excpet in Rural Product Notes Transactions (CPR). (7) Celebrated in a different currency of the operations supported and wich have no hedding mechanism. (8) According to certain characteristics, real state, vehicle, machinery and equipment can be received with highest percentage of guarantee. The credit rights guarantees represented by financial investments must be internalized at the Bank and are blocked by the institution. This block must remain until the operation is concluded. When the financial investment matures, the Bank may, at its discretion, use it to liquidate the balance of remaining installments, with no notice or notification to the assignor/borrower. Besides credit assignment or credit rights assignment clauses, the credit instrument--for linked mitigators--the credit instrument has a guarantee reinforcement clause to ensure, for the duration of the operation, the coverage percentage agreed on when it was contracted. The fund guarantees, such as the Guarantee Fund for Generation of Employment and Earnings (Funproger), Operations Guarantee Fund (FGO), Investments Guarantee Fund (FGI) and the (Endorsement for Micro and Small Enterprises Fund (Fampe) are used as collateral by Banco do Brasil, mitigating the risks of operations. Overall, the fund guarantees have the following characteristics: a) maximum coverage percentage limits when using the fund to back operations, according to the type of operation: Investment or Working Capital; b) target market, according to the billing or the client’s risk; c) whether or not a counter guarantee was given; 42 Risk Management Report - Pillar 3 – 2T14 d) maximum limits on the amount of resources that constitute the Fund’s Net Worth (Leverage Ratio); and e) limits for accrued losses, or, the Stop Loss Limits. Guarantee fund managers keep up with whether an operation falls under the funds’ rules before granting them in guarantees, as well as manage guarantee operations and fund assets, freezing the use of these funds in guarantee operations, if necessary, before the amount of linked resources surpasses the leverage established for each fund. Considering the credit risk mitigating instruments defined in articles 36 to 39 of BACEN Circular 3.644/13, the following table shows the total mitigated value in terms of exposure, weighted by risk factor, and segmented by the mitigator type and FPR. Table 26 - Mitigated value of exposure, weighted by the respective weighting factor R$ thousand 2Q14 1Q14 4Q13 3Q13 2Q13 Mitigator 29,579,201 28,641,279 28,566,534 22,445,785 19,066,343 Guarantee given by the National Treasury or the Banco Central do Brasil 0% 22,648,638 21,510,949 21,713,938 15,034,669 11,431,113 Guarantee given by Guarantee Funds 0% 1,602,680 1,620,716 1,690,472 1,654,266 1,699,621 Guarantee given by Guarantee Funds 50% 4,101,585 3,883,355 3,824,807 3,392,235 3,284,270 Guarantee constituted w ith resources from the States Participation Fund (FPE) or the Cities Participation Fund (FPM) 0% 121 241 345 450 555 Deposits held by the institution itself 0% 614,789 935,287 555,447 1,491,115 1,624,006 Guarantee from financial institutions 50% 611,388 690,731 781,524 873,051 1,026,779 Total(1) (1) To tal value mitigated by the instruments defined in articles 36 and 39 o f B A CEN Circular 3.644/2013 fo r expo sures in lo ans, leasing, co mmitments after applying the co nversio n facto r, credits to release and guarantees rendereds. 5.2 Market and Liquidity Risks 5.2.1 Management Objectives The objective of Banco do Brasil’s market and liquidity risk management process is to identify, assess, monitor, and control risks related to each individual institution, and to the financial conglomerate, as well as identify and accompany the risks associated with the rest of the companies who are part of the consolidated economic and financial. Aligned with the best market practices, the Bank regularly uses procedures that enable managing the market and liquidity risks of its positions, taking internal and external economic scenarios under consideration in order to minimize possible effects on the net financials. 5.2.2 Management Policies and Strategies The Bank has established policies and strategies for managing market and liquidity risks, and to manage derivative financial instruments. These policies and strategies determine the Company’s operating directives in the risk management process. Additionally, the market and liquidity risks management process uses mechanisms set forth in regulatory systems which detail the operational procedures necessary to implement the organizational decisions concerning to the Company’s business and activities and to meet legal, as well as regulatory and oversight bodies’ requirements. 43 Risk Management Report - Pillar 3 – 2T14 Finally, records that in market and liquidity risks management, systems are used that guarantee that positions registered in negotiable and non-negotiable portfolios are measured, monitored, and controlled, as are operations aimed at meeting the hedge objectives established. With respect to hedging policies adopted for the management of market risks and liquidity, are defined objectives to be achieved with hedging operations on consolidated basis, guaranteed the effectiveness of each individual transaction, in accordance to the regulations of each jurisdiction. It’s also worth noting that negotiating with derivative financial instruments is subject to prior evaluation of the nature and scale of risks involved. The tables below represent the total exposure to derivative financial instruments by category of market risk factor, segmented into positions bought and sold in the following way: I. Derivative financial instrument transactions carried out with a central counterpart, subdivided into those in Brazil and those abroad; and II. Derivative financial instrument transactions carried out without a central counterpart, subdivided into those in Brazil and those abroad. Table 27 - Derivative financial instruments in the country and abroad, by market risk factor, with and without central counterpart – 2Q14 Risk Factor Long position Interest rates Exchange rates Share price Com m odities price Short position Interest rates Exchange rates Share price Com m odities price Net position Negotiation location Stock market Counter Stock market Counter Stock market Counter Stock market Counter Stock market Counter Stock market Counter Stock market Counter Stock market Counter Brazil Reference Cost value value 41,669,984 1,114,278 12,426,158 1,554 10,787,342 493,762 8,565,937 60,183 9,444,997 539,961 375,250 10,055 --5,924 -64,376 8,763 62,609,655 (3,667,073) 42,590,620 (2,422,161) 9,454,886 (622,300) 4,048,300 (162,939) 5,854,361 (442,292) 557,493 (12,981) --91,310 (2,922) 12,685 (1,478) (20,939,671) 4,781,351 Abroad Market Reference value value 1,109,226 5,191,760 --518,295 -52,465 -497,746 5,191,760 9,756 -----30,964 -(3,591,035) 4,606,961 (2,575,680) -(575,620) 145,309 (153,255) -(272,090) 4,461,652 (12,275) ---(1,303) -(812) -4,700,261 584,799 Cost value 144,416 ---144,416 ----(92,310) ---(92,310) ----236,726 Market value 186,465 ---186,465 ----(178,455) ---(178,455) ----364,920 Consolidated-BB Reference Cost value Market value value 46,861,744 1,258,694 1,295,691 12,426,158 1,554 -10,787,342 493,762 518,295 8,565,937 60,183 52,465 14,636,757 684,377 684,211 375,250 10,055 9,756 ---5,924 --64,376 8,763 30,964 67,216,616 (3,759,383) (3,769,490) 42,590,620 (2,422,161) (2,575,680) 9,600,195 (622,300) (575,620) 4,048,300 (162,939) (153,255) 10,316,013 (534,602) (450,545) 557,493 (12,981) (12,275) ---91,310 (2,922) (1,303) 12,685 (1,478) (812) (20,354,872) 5,018,077 5,065,181 44 Risk Management Report - Pillar 3 – 2T14 Table 28 - Derivative financial instruments in the country and abroad, by market risk factor, with and without central counterpart – 1Q14 Risk Factor Long position Interest rates Exchange rates Share price Com m odities price Short position Interest rates Exchange rates Share price Com m odities price Negotiation location Stock market Counter Stock market Counter Stock market Counter Stock market Counter Stock market Counter Stock market Counter Stock market Counter Stock market Counter Net position Brazil Reference Cost value value 54,257,817 1,406,794 21,251,690 276,176 4,554,770 243,197 13,808,166 139,197 14,350,692 730,127 214,320 7,760 --14,948 68 63,231 10,269 70,729,001 (3,668,528) 51,159,753 (2,753,411) 3,013,825 (176,437) 7,182,890 (153,304) 8,885,051 (571,985) 314,001 (9,383) --157,173 (2,196) 16,308 (1,812) (16,471,184) 5,075,322 Abroad Market Reference Cost value value value 1,446,900 7,243,028 145,661 234,487 --293,001 --145,509 3,867,815 115,641 731,338 3,375,213 30,020 6,494 -----93 --35,978 --(3,670,545) 10,489,295 (143,796) (2,874,516) --(185,442) 223,950 -(143,725) 3,298,024 (76,684) (453,796) 6,967,321 (67,112) (8,447) -----(452) --(4,167) --5,117,445 (3,246,267) 289,457 Market value 158,193 --123,993 34,200 ----(251,790) --(179,935) (71,855) ----409,983 Consolidated-BB Reference Cost value Market value value 61,500,845 1,552,455 1,605,093 21,251,690 276,176 234,487 4,554,770 243,197 293,001 17,675,981 254,838 269,502 17,725,905 760,147 765,538 214,320 7,760 6,494 ---14,948 68 93 63,231 10,269 35,978 81,218,296 (3,812,324) (3,922,335) 51,159,753 (2,753,411) (2,874,516) 3,237,775 (176,437) (185,442) 10,480,914 (229,988) (323,660) 15,852,372 (639,097) (525,651) 314,001 (9,383) (8,447) ---157,173 (2,196) (452) 16,308 (1,812) (4,167) (19,717,451) 5,364,779 5,527,428 Table 259 - Derivative financial instruments in the country and abroad, by market risk factor, with and without central counterpart – 4Q13 Risk Factor Long position Interest rates Exchange rates Share price Com m odities price Short position Interest rates Exchange rates Share price Com m odities price Negotiation location Stock market Counter Stock market Counter Stock market Counter Stock market Counter Stock market Counter Stock market Counter Stock market Counter Stock market Counter Net position Brazil Reference Cost value value 59,786,503 1,018,160 35,291,580 256,921 2,226,924 30,782 10,902,916 210,979 11,040,817 509,976 305,600 8,562 --9,931 -8,735 940 70,981,724 (3,194,352) 52,267,206 (2,436,946) 2,468,124 (115,095) 7,411,934 (166,117) 8,722,618 (470,883) 16,700 (456) --79,457 (2,149) 15,685 (2,706) (11,195,221) 4,212,512 Abroad Market Reference Cost value value value 1,367,391 7,397,675 137,774 267,773 --71,755 --254,601 4,014,265 110,191 763,948 3,383,410 27,583 7,207 -----16 --2,091 --(3,390,112) 11,887,010 (189,954) (2,649,017) 1,999,704 -(136,218) --(191,910) 2,840,854 (95,767) (406,326) 7,046,452 (94,187) (154) -----(2,203) --(4,284) --4,757,503 (4,489,335) 327,728 Market value 152,299 --118,409 33,890 ----(301,394) --(200,812) (100,582) ----453,693 Consolidated-BB Reference Cost value Market value value 67,184,178 1,155,934 1,519,689 35,291,580 256,921 267,773 2,226,924 30,782 71,755 14,917,181 321,170 373,009 14,424,227 537,559 797,838 305,600 8,562 7,207 ---9,931 -16 8,735 940 2,091 82,868,734 (3,384,306) (3,691,506) 54,266,910 (2,436,946) (2,649,017) 2,468,124 (115,095) (136,218) 10,252,788 (261,884) (392,722) 15,769,070 (565,070) (506,908) 16,700 (456) (154) ---79,457 (2,149) (2,203) 15,685 (2,706) (4,284) (15,684,556) 4,540,240 5,211,195 Table 30 - Derivative financial instruments in the country and abroad, by market risk factor, with and without central counterpart – 3Q13 Risk Factor Long position Interest rates Exchange rates Share price Com m odities price Short position Interest rates Exchange rates Share price Com m odities price Net position Negotiation location Stock market Counter Stock market Counter Stock market Counter Stock market Counter Stock market Counter Stock market Counter Stock market Counter Stock market Counter Brazil Reference Cost value value 41,897,113 1,337,561 16,337,805 221,156 3,665,307 252,918 10,021,085 356,637 10,742,344 484,083 1,095,098 20,574 --20,981 -14,492 2,194 70,159,871 (3,950,922) 44,331,348 (285,578) 8,941,570 (2,928,713) 6,667,222 (142,567) 9,112,380 (565,517) 990,110 (20,716) --92,494 (1,983) 24,746 (5,848) (28,262,758) 5,288,483 Abroad Market Reference Cost value value value 1,505,745 7,542,230 89,423 297,551 --296,199 --207,252 4,422,064 64,140 682,469 3,120,166 25,283 18,542 -----8 --3,725 --(4,299,904) 8,312,832 (175,941) (403,863) 1,695,561 -(2,848,162) --(113,096) --(918,553) 6,617,271 (175,941) (8,057) -----(2,080) --(6,092) --5,805,649 (770,602) 265,364 Market value 94,804 --70,498 24,306 ----(272,124) ---(272,124) ----366,928 Consolidated-BB Reference Cost value Market value value 49,439,343 1,426,984 1,600,549 16,337,805 221,156 297,551 3,665,307 252,918 296,199 14,443,149 420,777 277,750 13,862,510 509,366 706,775 1,095,098 20,574 18,542 ---20,981 -8 14,492 2,194 3,725 78,472,703 (4,126,863) (4,572,028) 46,026,909 (285,578) (403,863) 8,941,570 (2,928,713) (2,848,162) 6,667,222 (142,567) (113,096) 15,729,651 (741,458) (1,190,677) 990,110 (20,716) (8,057) ---92,494 (1,983) (2,080) 24,746 (5,848) (6,092) (29,033,360) 5,553,847 6,172,577 45 Risk Management Report - Pillar 3 – 2T14 Table 261 - Derivative financial instruments in the country and abroad, by market risk factor, with and without central counterpart – 2Q14 Risk Factor Negotiation location Long position Interest rates Exchange rates Share price Com m odities price Short position Interest rates Exchange rates Share price Com m odities price Net position Stock market Counter Stock market Counter Stock market Counter Stock market Counter Stock market Counter Stock market Counter Stock market Counter Stock market Counter Brazil Reference Cost value value 40,710,787 1,306,505 15,980,285 228,850 1,839,946 163,065 10,725,885 419,384 10,671,009 460,983 1,419,345 31,876 --26,291 -48,026 2,347 67,662,378 (3,142,468) 43,170,669 (283,433) 7,303,352 (2,250,002) 7,188,436 (99,288) 8,444,668 (484,338) 1,407,210 (13,505) --140,211 (3,194) 7,832 (8,707) (26,951,590) 4,448,972 Abroad Market Reference value value 1,836,243 8,567,279 212,796 -180,798 -530,328 2,320,516 833,731 6,246,763 74,855 -----3,736 -(3,840,631) 5,899,579 (326,034) 977,275 (2,161,622) -(246,034) 2,191,856 (1,043,026) 2,730,448 (48,253) ---(5,107) -(10,556) -5,676,874 2,667,700 Cost value 79,995 --2,778 77,217 ----(156,143) --(52,181) (103,962) ----236,138 Consolidated-BB Market value 140,713 --56,786 83,927 ----(305,018) --(190,014) (115,004) ----445,731 Reference Cost value Market value value 49,278,066 1,386,500 1,976,956 15,980,285 228,850 212,796 1,839,946 163,065 180,798 13,046,401 422,162 587,114 16,917,772 538,200 917,658 1,419,345 31,876 74,855 ---26,291 --48,026 2,347 3,736 73,561,957 (3,298,611) (4,145,649) 44,147,944 (283,433) (326,034) 7,303,352 (2,250,002) (2,161,622) 9,380,292 (151,469) (436,048) 11,175,116 (588,300) (1,158,030) 1,407,210 (13,505) (48,253) ---140,211 (3,194) (5,107) 7,832 (8,707) (10,556) (24,283,890) 4,685,110 6,122,605 5.2.3 Hedge Policies With respect to hedging policies adopted for market and liquidity risks management, are defined the objectives to be achieved with hedging operations on a consolidated basis, guaranteed the individual effectiveness of each transaction, subject to the regulations of each jurisdiction. 5.2.4 Risk measuring systems and communication and information processes The market risk measuring process makes use of corporate systems and of the Riskwatch application, developed by the Canadian company Algorithmics, The infrastructure of information technology associated with this process is installed in environments located in Brasília (DF) and in Rio de Janeiro (RJ). The main objectives of the Riskwatch application are to: I. consolidate management information of the Bank, ascertaining and providing information for market and liquidity risk management and for assets and liabilities management; and II. provide market and liquidity risk measurements (products/cash flows by currency and index), as well as assets and liabilities management. Riskwatch functions that merit special emphasis are: I. calculate market risk indicators, such as Value-at-Risk (parametric and nonparametric), duration, yield, and; II. elaborate cash flow reports, either consolidated or by product, marked to market or nominal; III. determine the portfolio sensitivity to the fluctuations in national and international interest rates; 46 Risk Management Report - Pillar 3 – 2T14 IV. calculate the theoretical result of portfolios after the application of historical and stress scenarios; and V. Elaborate reports on the mismatching of maturities, rates, indexes and currencies. In the Bank, proprietary positions are segregated in trading portfolio and no trading portfolio. Through a resolution issued by the CRG, a policy is stipulated for classification of transactions in the trading portfolio, This document defines that in the sphere of Banco do Brasil, its subsidiaries and controlled companies, operations with own positions carried out with the intention of trading or to hedge the trading portfolio, for which there is the intention of trading them prior to their contractual period, observing normal market conditions, and in cases where they are not nonnegotiable, are classified in the trading portfolio. Transactions with proprietary positions not classified in the trading portfolio are considered components of the non-trading portfolio, the proprietary positions held by companies that are not part of the Bank are not subject to classification in the trading portfolio. For the market risk management process, the Bank makes use of a structure of management groups and books, both for the domestic area and for the international area, with specific objectives and limits of exposure to risks. As regards the limits of exposure to market risks, the CRG establishes the following classification criteria: Global limits: applied to the trading and banking book portfolios, to the set of transactions subject to capital requirements and to the interest rate risk in the banking book portfolio (RBan) and approved by CRG, The main metrics used for management are Value-at-Risk, stress and financial volume. Specific limits: applied to the management groups and books of the trading and banking book portfolios or to both portfolios, to the market risk factors of transactions subject to capital requirements and to the market risk factors sensitive to the interest rate risk in the banking book portfolio (risk factors of RBan) and approved by the SRML, The main metrics used for management are Value-at-Risk and stress. Operational limits: applied to transactions that make up the management groups and books, enabling the disclosure of the effective risk level of assumed exposures and aiming to ensure compliance with the strategies and the global and specific limits established, They are defined and approved by DIRIS presenting as main metrics the Value-at-Risk and operating bands of exposure to market risks. DIRIS reports daily to the managers of the groups and books of the trading and banking book portfolios, on the consumption of the specific and operational limits. It reports monthly to the strategic committees on the consumption of overall limits, through the market risk management report. 47 Risk Management Report - Pillar 3 – 2T14 In case limits exceeded, DIRIS, responsible for controlling and monitoring the portfolio, issues a document called the "Limit Exceeding Form". The managers of groups and books should submit their reasons for exceeding limits and specify the deadline for regularization. In turn, the hierarchical level with the authority to manage the case should issue an opinion on the manager's pronouncement. The team responsible for monitoring the limit is responsible for keeping track of the categorization actions. The communication of the Bank risks to Senior Management occurs at the monthly ordinary meetings of the strategic risk committees and subcommittees. 5.2.5 Market Risk Management Structure The CMN Resolution 3.464/07 states the implementation of the market risk management structure, compatible with the nature of operations, the complexity of products and the dimension of the institution's market risk exposure. Risk Management Unit (Diris), which reports to the Office of the Vice President for Internal Controls and Risk Management (Vicri), is responsible for managing market risks. The governance model adopted by BB is organized in risk committee and subcommittees structure, with participation of several areas of the institution. All decisions related to risk management are conjointly made and in accordance with the guidelines and internal rules. 48 Risk Management Report - Pillar 3 – 2T14 The figure below shows the structure of BB's market risk management: Figure 8 - Market risk management structure The main forums involved in market risk management are: Board of Directors (CA) The Board of Directors (CA) Banco do Brasil S.A. defines general business of the Bank and its subsidiaries. The Board has, in the manner provided by law and the Statute, strategic, guidance, elective and monitoring assignments, not covering operating and executive functions. The composition and management term of the Council is defined by the Bank's bylaws. The Board of Directors shall decide on: Specific policies for market risk management; Policy of the use of financial derivative instruments; and Appetite and risk tolerance. Global Risk Committee (CRG): Purposes: establish strategy for market risk management; set overall limits for market risk exposure; and 49 Risk Management Report - Pillar 3 – 2T14 approve capital allocation due to market risk. Market and Liquidity Risk Subcommittee (SRML): Purposes: decide on models for market risk management, observing the strategies adopted in the Global Risk Committee - CRG; define specific limits for market risk exposure; analyze and propose to CRG global limits for market risk exposure; analyze and propose to CRG capital allocation to cover market risk; evaluate the results of backtesting and adopt, when necessary, corrective measures in the models for market risk management; and monitor and evaluate the measures implemented by the Subcommittee. Asset-Liability and Liquidity Management Committee (CGAP) Purposes: establish the Bank's strategy regarding assets, liabilities and liquidity management; set guidelines for Treasury operation, subject to overall limits set by Global Risk Committee (GRC); and follow recommendations and guidelines decided by the Committee. Asset-Liability and Liquidity Management Subcommittee (SGAP) Purposes: propose guidelines for Treasury operation to CGAP, subject to overall limits set by the Global Risk Committee (CRG); evaluate Treasury’s performance, showing its results to the conglomerate and informing the CGAP; define opportunity curve models; evaluate backtesting results and adopt, when necessary, corrective measures in the models of asset-liability management; and Monitor and evaluate the measures implemented by the Subcommittee. 5.2.6 Market Risk Management Process Banco do Brasil uses statistical and simulation methods to analyze the market risk of its exposures. Among the metrics used in the application of these methods, we highlight the following: sensitivities; Value at Risk (VaR); and, Stress. Sensitivity metrics simulate the effects in the value of exposures resulting from variations in the level of market risk factors. 50 Risk Management Report - Pillar 3 – 2T14 VaR is a metric used to estimate the potential loss under routine market conditions, dimensioned daily in monetary values, under a set confidence interval and time frame. The risk factors used in VaR metrics to measure the market risk of exposures are classified into the following categories: interest rates; exchange rates; share prices; and, Commodity prices. The VaR metrics performance is monthly evaluated by a backtesting process. Finally, BB uses stress metrics resulting from simulations on the behavior of its exposures subject to market risks under extreme conditions, such as financial crises and economic shocks. The objective of stress tests is to calculate the impact of events which are plausible, but very unlikely to occur, on regulatory requirements. Stress tests include exposure simulations, retrospective--based on historical series of shocks to market risk factors--and prospective--based on projections of economic and financial scenarios. For more information on the sensitivities, VaR, and stress metrics, visit our website at bb.com.br/relacoescominvestidores, at the Análise do Desempenho (Performance Analysis) link, chapter 8: Gestão dos Riscos – Risco de Mercado (Risk Management Market Risk). The models used to measure market risk and backtesting models are subject to validation process by Dicoi, segregated of areas responsible for the development and for the use of the models. In turn, the independent validation process of models is subjected to independent evaluation, conducted by Internal Auditing. Therefore, it is seen that Banco do Brasil uses three layers of control over its market risk measurement models, which are the following: 1st Layer: development and use of models; 2nd Layer: validation of models; and, 3rd Layer: evaluation of model validation. The process of market risk management involves continuous flow of information, according phases in chapter process risk management. The next figure illustrates the process of market risk management. The processes and procedures of the market risk management structure are validated and performed by two internal units at different points in time, a fact that ensures the adequate separation of duties and the independence of work. The Internal Control Board (DICOI) is responsible for validating the financial conglomerate’s risk determination and measurement models and the bank’s internal control system. Internal Audit (AUDIT) periodically evaluates credit risk management processes to verify 51 Risk Management Report - Pillar 3 – 2T14 whether they are consistent with the strategic guidelines, market policy, and regulatory and internal rules. The next figure illustrates the process of market risk management: Figure 9 - Management Process 5.2.7 Negotiable Portfolios The Bank’s market risk management processes own positions are divided into Negotiable Portfolios and Non-negotiable Portfolios. Through a resolution issued by the Global Risk Committee (CRG), a policy for classification of operations in the negotiable portfolio is stipulated. This document defines that, for the Financial Conglomerate, Negotiable Portfolios cover all operations in own positions carried out with the intent to 52 Risk Management Report - Pillar 3 – 2T14 negotiate, or intended to hedge the negotiable portfolio for which there is intended for negotiation before their contractual deadline, given normal market conditions, and which are not non-negotiable. For measuring the VaR of the Negotiable Portfolio, Banco do Brasil adopts the Historical Simulation technique, and the following parameters: a) Total VaR: (VaR + Stressed VaR) x Multiplier, where: a.1) VaR: the potential expected loss considering a series of 252 daily shocks (business days), a confidence level of 99% and a holding period of 10 business days (Central Bank of Brazil, Circular 3,568); a.2) Stressed VaR: the potential expected loss considering a series of daily shocks under stress scenarios within 12 months periods starting at January 2nd, 2004, a confidence level of 99% and a holding period of 10 business days (Central Bank of Brazil, Circular 3,568); and a.3) Multiplier: M, as defined by Central Bank of Brazil, Circular 3,568. The following table show the total value of the Negotiable Portfolio by relevant market risk factor, divided into positions purchased and positions sold. Table 27 - Negotiable Portfolio by relevant market risk factor, divided into positions purchased and positions sold. R$ Thousand Risk Factor 2T14 1T14 4T13 3T13 2T13 Prefixed purchased 6,636,749 6,388,385 13,371,180 11,220,880 10,272,420 sold 5,658,426 5,177,751 10,646,356 11,323,415 9,242,668 1,745,948 2,154,030 2,769,935 CDI/TMS/FACP purchased sold 2,893,101 2,955,208 - - - 482,046 31,295 30,046 76,843 61,147 29,799 39,211 - - - - - Price index purchased sold Foreign currency /gold purchased sold 1,885,589 2,027,831 1,237,328 1,481,440 1,434,512 167,339 573,048 232,774 568,032 139,186 3,176 - 2,356 - Shares purchased sold - - - Note: Patagônia Bank included. 5.2.8 Non-negotiable Portfolios The Financial Conglomerate’s own operations positions not classified under the Negotiable Portfolio are considered components of the Non-negotiable Portfolio. Note too that the own positions held by the companies that are not a part of the Financial Conglomerate cannot be classified under the Negotiable Portfolio. 53 Risk Management Report - Pillar 3 – 2T14 In accordance with best market practices and the requirements of regulators, Bank sets policies for managing market risk, including interest rate risk transactions classified in the non-trading portfolio. These policies are in accordance with the strategic guidelines of the institution and the general objectives of the management process and predict: control of exposures by setting limits; portfolio management considering the best risk-return relationship and the internal and external scenarios; performing operations to reduce the risks arising from changes in market value or cash flows of the assets and liabilities; Management of foreign exchange exposure to minimize the effects on the outcome of the institution; Assessment of impacts on exposures during the creation or modification of products and services; and Performing monthly stress testing of interest rate exposures. For measuring the VaR of the Non-negotiable Portfolio, Banco do Brasil adopts the Historical Simulation technique, and the following parameters: 99% one-tailed confidence interval; 1,260 retrospective scenarios of daily shock factors; and, Holding period of 21 business days. Among other aspects, it’s emphasized that the Historical Simulation VaR technique: includes all operations which are sensitive to variations in interest rates, and uses widely accepted risk-measurement techniques and financial concepts; considers data on fees, deadlines, prices, optionality, and other suitably specified information; requires that suitable premises be defined to transform positions into cash flow; measures sensitivity to changes in the temporal structure of interest rates, between the different rate frameworks and in the premises; is integrated into daily risk management practices; allows the simulation of extreme market conditions (stress tests); and, Allows an estimation of the Referential Equity (PR) that is compatible with the risks, as determined in Article 3 of CMN Resolution 3.490/07. Banco do Brasil adopts statistical and econometric methods, as referenced in literature, to analyze temporal series, more specifically, methods known as ARIMA (Autoregressive, Integrated, and Moving Average) for treatment of products with no set maturity. In line with the Historical Simulation methodology adopted by Banco do Brasil to calculate the Value-at-Risk (VaR) metrics, the models for products with no set maturity assume the hypothesis that the retrospective behavior of the variations observed in the balances is relevant to forecasting the future behavior of cash flow from redemptions (random variable of interest) of the balances of funding products referenced. Therefore, such methods assume the possibility of future balance (financial amount of partial redemptions) fluctuations with a scope similar to that observed in the historical series. The criteria for identifying operations that may be classified in Non-negotiable Portfolio follow the definitions and objectives defined in the resolution issued by the Global Risk 54 Risk Management Report - Pillar 3 – 2T14 Committee. It’s also worth noting that the definitions, criteria, and procedures established must be reviewed annually. The Negotiable and Non-negotiable Portfolios are divided into Groups and Books, always observing the internal norms (technical notes and resolutions) approved by the Liquidity and Market Risks Subcommittee (SRML) and by the Global Risk Committee (CRG), which establish the objectives, makeup, financial limits, and market and liquidity risk limits for each Group or Book. The main types of limits used for market risk management are: Value-at-Risk – VaR; and, Stress. In order to provide suitable conditions for assessing the capacity for loss absorption and identifying future risk reduction measures, global limits are defined as a percentage of Referential Equity (PR). The VaR and Stressed VaR metrics are used to demonstrate the level of market risk generated by exposures, and the respective effect in terms of capital required to cover said risk, for the VaR limits of the Negotiable Portfolio. The models of products that have no defined maturity assume the hypothesis that the retrospective behavior of variations in the balances constitutes relevant information for predicting the future behavior of the cash flow redemptions (random variable of interest) balances of the funding products under reference. Therefore, such methods assume as feasible the possibility of future balance (financial amount of partial redemptions) fluctuations with a scope similar to that observed in the historical series. The table below shows the impact on income or in assessing the value of the institution due to shocks in interest rates segmented by foreign currencies. Table 28 - Impact on income or in assessing the value of the institution due to shocks in interest rates segmented by foreign currencies R$ Thousand Risk Factor-Interest Rate Prefixed US$ Dollar Euro Sw iss Franc Yen Pound Sterling TR TJLP TBF IPCA IGP-M INPC Others 2T14 4,766,177 1,488,860 156,037 27,757 49,122 82,969 1,891,203 28,761 470 32,979 74,494 115,807 249,811 1T14 3,861,375 1,403,451 166,808 40,359 43,979 82,603 2,280,397 30,396 506 62,570 76,124 115,926 330,020 Hypothetical result 4T13 3T13 4,272,092 5,139,765 1,092,351 1,703,389 169,212 178,393 49,054 718 46,344 58,566 62,816 66,833 2,492,555 3,059,792 25,841 1,506,428 525 634 73,165 83,002 75,833 64,749 131,799 147,352 524,442 578,463 2T13 4,611,576 2,049,152 112,475 53 26,320 65,610 4,040,942 1,505,615 223 73,257 54,345 148,634 662,603 55 Risk Management Report - Pillar 3 – 2T14 5.2.9 Liquidity Risk Management Structure CMN Resolution 4.090/12 addresses the implementation of liquidity risk management structure, observing the operations nature, the complexity of products and the Institution´s dimension of liquidity risk exposure. The Diretoria de Gestão de Riscos (Diris), subordinated to Vice Presidency of Internal Controls and Risk Management, is the unit responsible for liquidity risk management of Banco do Brasil SA. The governance model adopted by BB is organized in risk committee and subcommittees structure, with participation of several areas of the institution. All decisions related to risk management are conjointly made and in accordance with the guidelines and internal rules. Liquidity risk management held by the Bank in Diris applies to the following managerial visions: Banco do Brasil’s National Currency Liquidity; Banco do Brasil’s Foreign Currency Liquidity; and Liquidity of each Liquidity Center and Banco do Brasil’s abroad. The figures below shows Banco do Brasil S.A. liquidity risk management structure: Figure 10 - Liquidity Risk Management 56 Risk Management Report - Pillar 3 – 2T14 The main forums involved in the management of liquidity risk with their respective purposes are described below: Board of Directors (CA) Banco do Brasil S.A. Board of Directors defines general business of the Bank and its subsidiaries. The Board has, in the manner provided by law and the Statute, strategic, guidance, elective and monitoring assignments, not covering operating and executive functions. The composition and management term of the Council is defined by the Bank's bylaws. The Board of Directors shall decide on: Specific policies for the management of liquidity risk; and Apetites and risk tolerance. Global Risk Committee (CRG): Purposes: establish strategy for market risk management; set the overall limits of risk exposure; decide on the minimum reserve and liquidity contingency plans for liquidity; and Approve the allocation of capital on a risk basis. Market and Liquidity Risk Subcommittee (SRML): Purposes: decides on models for managing liquidity risk, observing the strategies adopted in the Global Risk Committee - CRG; propose to the CRG minimum reservation and limits overall liquidity risk; propose to the CRG contingency plans for liquidity; and Evaluate the results of backtesting and adopt, where necessary, corrective measures in the management models of liquidity risk. Asset-Liability and Liquidity Management Committee (CGAP) Purposes: establish the Bank's strategy regarding assets, liabilities and liquidity management; set guidelines for Treasury operation, subject to overall limits set by Global Risk Committee (GRC); set the guidelines for liquidity management conglomerate; and Follow the recommendations and guidelines decided by the Committee. Asset-Liability and Liquidity Management Subcommittee (SGAP) Purposes: analyze the impact of different variables on the financial management of assets and liabilities and liquidity; propose to the Committee of Management of Assets and Liabilities and Liquidity (CGAP) the Bank's strategy with regard to the management of assets and liabilities and liquidity; 57 Risk Management Report - Pillar 3 – 2T14 propose guidelines for Treasury operation to CGAP, subject to overall limits set by the Global Risk Committee (CRG); evaluate Treasury’s performance, showing its results to the conglomerate and informing the CGAP; define opportunity curve models; evaluate backtesting results and adopt, when necessary, corrective measures in the models of asset-liability management; and Monitor and evaluate the measures implemented by the subcommittee. 5.2.10 Liquidity Risk Management Process Banco do Brasil maintains liquidity levels suitable to the Institution’s commitments in Brazil and abroad, as a the result of its broad and diversified base of depositors, the quality of its assets, the capillarity of its network of external offices and of its access to international capital markets. The strict liquidity risk control is in line with the Liquidity and Market Risks Policy established for the Conglomerate, meeting the requirements of national banking oversight, as well as of the other countries in which the Bank operates. The process of managing liquidity risk involves continuous flow of information, following the steps listed in the section of the risk management process. Banco do Brasil’s liquidity risk management segregates the liquidity in Reais from the liquidity in Foreign Currencies. For this, the following instruments are used: Liquidity Forecasts; Stress test; Liquidity Risk Limits; and, Liquidity Risk Limits. The liquidity risk management instruments are regularly monitored and reported to the institutions’ Strategic Committees. The Liquidity Forecasts allow a prospective assessment of the effect of the mismatch between funding’s and investments, in order to identify situations that could compromise the liquidity of the Institution, taking into account both budgetary planning and market conditions. Periodically, Short-term Liquidity Forecasts are assessed under alternative and stress scenarios. If the result of any of these liquidity projection scenarios remain below the adopted liquidity level limit, then the previously established Contingency Measures Potential is put into effect, in order to recover the Institutions’ liquidity. Furthermore, Banco do Brasil uses the following metrics: Liquidity Reserve (RL); Liquidity Cushion; and Free Resources Statement (DRL). Liquidity Reserve is the metric used in short-term liquidity risk management. It is the minimum level of high liquidity assets the Bank must maintain, compatible with the risk exposure arising from the nature of its operations and market conditions. The Liquidity 58 Risk Management Report - Pillar 3 – 2T14 Reserves methodology is used as a parameter to identify a liquidity contingency and to activate the Liquidity Contingency Plan, being monitored daily. The Liquidity Cushion limit aims to monitor the daily liquidity under stressed conditions, while the Liquidity Reserve limit monitors the going - concern daily liquidity and the liquidity forecast. The Availability of Free Resources (DRL) indicator, used in planning and in the execution of its annual budget, is intended to ensure a balance between funding and resources invested, with a focus on Commercial Divisions and provide liquidity financing. The DRL limit used to guide the execution and planning of the budget, according to the funding and investment goals, is defined annually by the Global Risk Committee (CRG), and its monitoring occurs on a monthly basis. The Liquidity Contingency Plan, on its turn, establishes procedures and responsibilities to be adopted on liquidity stress situations. On this case, one or more measures may be adopted so that the institution can assure its payment capacity. The measurement of the potential measures is made monthly. The processes and procedures of the liquidity risk management structure are validated and performed by two internal units at different points in time, a fact that ensures the adequate separation of duties and the independence of work. The Internal Control Board (DICOI) is responsible for validating the financial conglomerate’s risk determination and measurement models and the bank’s internal control system. Internal Audit (AUDIT) periodically evaluates credit risk management processes to verify whether they are consistent with the strategic guidelines, liquidity policy, and regulatory and internal rules. 5.3 Operational Risk 5.3.1 Management Objectives The operational risk management at BB aims to identify, assess, mitigate, control and monitor the exposure to operational risks inherent to the Bank’s processes, business, products and services. After the changes made in the structure of operational risk management, the functions and activities related to the management of that risk was centralized in Operational Risk Unit (URO), leaving the Risk Management Unit (Diris) the calculation of the values of capital allocation. The responsible of the Banco do Brasil for operational risk management in the Central Bank of Brazil became the Vice President of Internal Controls and Risk Management. The Internal Controls Unit (DICOI) is responsible for the 2nd layer of control that includes, among other activities, control and compliance assessment and risk management models validation. The Board of Directors remains responsible for the disclosed information. 59 Risk Management Report - Pillar 3 – 2T14 Internal Audit is responsible for verifying operational risk management and its structure. It should be noted that the operational risk analysis process is assessed by external audit, and its results are submitted to the Executive Board, Fiscal Council and Board of Directors. In order to fulfill strategies and policies set up for and meeting the regulatory requirements, activities relating to phases of management, are summarized in the following table: Table 29 - Phases of the operational risk management process Managem ent Phase Sum m ary of Activities Consists of identify and classify the operational risk events w hich ones the Bank is exposed, Identification indicating incidence areas, causes an potentials finance impacts associated to organization’s processes, products and services. It is the quantification of the operational risk exposure w ith the objective of to assess the impact in the Assessm ent Bank business. Consist; also, of the qualitative assess of the identified risks, analyzing their probability to happen and their impact, determining the risk tolerance level. Consists of register the behavior of operational risks, limits, indicators and operational loss events, as Control w ell as to implement mechanisms, to ensure that the limits and operational risk indicators remain w ithin desired levels. Consists of create and implement mechanisms to modify the risk, w ith the objective to reduce the Mitigation operational losses by removing the cause of the risk, changing the probability of occurrence or changing the risk events consequences. The objective is identifying operational risk management process deficiencies so that the w eaknesses Monitoring detected are reported to the Board. It is the feedback phase of the operational risk management process, w hich it is possible to detect w eaknesses in the previous phases. 5.3.2 Operational Risk Policy The Operational Risk Policy reviewed and approved annually by the Board of Directors (CA) contains guidance for the Bank’s units, intended to ensure the effectiveness of the operational risk management model and it is expected that the Subsidiaries, Affiliates and investments Companies define their directions based on these guidelines, taking into account the specific needs, legal and regulatory issues to which they are subject. In adherence to recommended in Basel II and the requirements of CMN Resolution 3.380/06, politics permeates the activities regarding to operational risk management. The Bank follows operational risk management in order to identify, assess, monitor, control and mitigate operational risks associated with each individual institution's Financial Conglomerate, even as identify and monitor the risks associated with other group companies of the Economic Financial Consolidated. The Bank also has other policies that make up the list of policies associated with the management of operational risk, such as the Prevention and Combating of Money Laundering and Terrorism Financing; Business Continuity Management; Relationships with suppliers; and Information Security. 60 Risk Management Report - Pillar 3 – 2T14 5.3.3 Management Processes and Strategies Banco do Brasil performs the operational risk management conservatively, segregating the functions of risk management, in compliance to the standards and guidelines for supervision and bank regulation. The Bank`s current Strategic Plan, approved by the Board of Directors (CA), inserts the Financial Perspective the strategic objective of reducing operational losses. Strategic management takes place at the Global Risk Committee (CRG), composed of the Chairman and Vice Chairmen, whose purpose is to propose policies and decide about the risk guidelines. Banco do Brasil defines Global Operational Loss Limit, which is based on the maximum amount of losses for the period of one year. That limit is in line with the strategy of reducing operating losses and with the values established in the institution's budget. The Bank also uses Specific Limits Operating Loss with the definition responsible area for identifying the causes generating losses as well as for proposing mitigation actions. In order to speed up the management process, operational issues related to operational risk are deliberate in SRO, which aims monitor operational risk through specific limits of operational losses and key risk indicators. It also is among the assignments of the SRO, the measures proposition / adoption to keep the risk parameters (exposure, limits etc.) within the pre-defined tolerance approved by CRG. With the goal of promoting the sharing of projects and actions taken, as well as technical discussions on issues related to managing operational risk, the Bank uses the Forum called “Fórum de Gestão Integrada de Risco Operacional”. It also evaluates the risks of greater relevance; the models used for the identification of operational risks and controls associated with these, as well as it promotes the integration of actions related to operational risk. The Bank also has other Forum called “Fórum Técnico Preventivo de Risco Legal” subordinate to SRO - with the aim of contributing to the reduction of operational losses by identifying, evaluating and proposing mitigating actions, within the legal service. Mainly aims to identify the main causes of litigation, case law and decisions that may impact the Bank and evaluate action plans for treatment of risks and control their effectiveness in mitigation. 5.3.4 Communication and Notification Processes Monthly, are presented in CRG and SRO the position of global limit, specific limits and Key Risk Indicators (KRI). The behavior of operational losses (losses and provisions for contingent claims), mitigation actions, as well as the main operational risks are detailed. Monthly is communicated to managers of processes, products and services operating losses position, the position of legal issues and the specific limit position of their 61 Risk Management Report - Pillar 3 – 2T14 respective areas. The reports, through the internet, are designed to allow the manager to identify operational risks and their main causes in order to propose mitigation actions. The Operational Risk Unit participates in some of the Bank's strategic forums where are discussed topics related to operational risk. This dynamic promotes the sharing information about projects and actions willing the operational risk’s identification and mitigation. Regarding the culture of operational risk management is continuously reviewed internal certification of internal controls, compliance and operational risk, as well as courses related to operational risk management. These courses are available for whole staff of the institution and are important means of dissemination. Instead of the advice to managers of processes, products and services in the identification and mitigation of operational risk are widespread concepts and best practices in operational risk management. 5.3.5 Measurement Systems Bank uses a model based on the Alternative Standardized Approach (ASA) to calculate capital for operational risk. The capital portion value for Operational Risk corresponds to the Referential Equity (PR) consumption with capital for operational risk. This metric monitoring is defined by strategic committees - CRG and SRO. Beyond the capital monitoring, BB has set operational losses global limit and specific limits that correspond to the unfolding of internal area global limit, segmented by network and product managers or by losses type’s managers. Are also monitored global and specific limit for external branches. Operating losses of BB are distributed by loss events categories, as described in Table 32. Operational losses managers receive a monthly report containing information about losses for analysis and proposition of mitigation actions. 5.3.6 Operational Risk Mitigation The units that manage processes, products, and services must create and implement action plans and instruments to mitigate operational risk, based on the causes noted in the operational risk identification phase and on the decisions made by the CRG and/or SRO. The Diris and Diges advising the manager about making action plans to mitigate operational risks. The action plans are registered in a specific tool that allows the monitoring of measures and its reporting to CRG and SRO. 5.3.7 Processes and Strategies to Monitor the Effectiveness of Mitigators The monitoring of operating losses is conducted monthly by calculating the amounts of losses observed in comparison to the global limit of operational losses, reporting to Operational Risk Subcommittee (SRO) and the Global Risk Committee (CRG). 62 Risk Management Report - Pillar 3 – 2T14 If any specific limits are exceeded, a document called Extrapolation Report is issued to the responsible area in order to explain the reasons, as well as mitigating actions to reestablish the values under the limits. Aiming to prevent, correct or inhibit weaknesses or deficiencies that may generate risks, the Bank may issue Technical Risk Recommendation - RTR, so the manager submits an action plan aimed at mitigating operational risk, and strengthen the culture risk management in the institution. The following table shows the monitoring of BB’s operational losses performed in each risk event category, expressed in percentages. Banco do Brasil considers the constitutions and reversal of provisions – notably for contingent liabilities, in total calculated operational losses for the categories of Labor Issues, Business and Process Failures. Table 30 - Operational losses monitoring by loss events category. 4T13 3T13 2T13 Business Failures 55,9% 56,1% 4,0% Labor Issues 24,0% 29,8% 61,9% External Fraud and Theft 17,2% 11,7% 20,2% Processes Failures 1,4% 1,4% 11,7% Internal Fraud 1,2% 0,5% 1,3% Damage to Physical Assets 0,2% 0,4% 1,0% Systems Failures 0,0% 0,1% 0,0% Disruption of Activities 0,0% 0,0% 0,0% Total 100,0% 100,0% 100,0% *1st quarter/2014: not considered the extraordinary effects in provisions. 2T14 1T14* 49,6% 28,8% 9,5% 10,6% 1,2% 0,3% 0,0% 0,0% 100,0% 41,6% 46,5% 9,5% 0,8% 0,8% 0,8% 0,0% 0,0% 100,0% 5.4 Other Risks 5.4.1 Risk strategy, reputation, environmental and actuarial On the adequacy of the Bank to the requirements of CMN Resolution 3988/11 and Central Bank Circular 3547/11 process, work was developed in order to structure the management of risks strategy , reputational and environmental. The Bank instituted the concepts, and management activities for these risks, assigning responsibility for management, as follows: a) Board Risk Management (DIRIS) - develop evaluation models to assist the development of methods for identification, exposure control and verify the adequacy of the management process, the latter in conjunction with the Directorate of Strategy and Organization (DIREO) to the risks of strategy and reputation, and in conjunction with the Unit for Sustainable Development (UDS) for the environmental risk; b) Strategy and Organization (DIREO) - to develop models identifying risk, evaluating events, assist in mitigating and verify the adequacy of the risk management strategy and reputation process, the latter in conjunction with DIRIS; c) Unit of sustainable development (UDS) - develop models for identifying, evaluating events, assist in risk mitigation and verify the adequacy of the management process, the latter in conjunction with DIRIS; 63 Risk Management Report - Pillar 3 – 2T14 d) Other strategic units - identify events, mitigate and verify the adequacy of identification and mitigation of risks. In addition, the Subcommittee of Operational Risk, CRG and the CA, were defined as the governance structure to resolve issues related to these risks. Currently, the Bank has established procedures related to reputational risk, among which we can mention those listed below: a) Crisis Management - the process of the Board of Marketing and Communication (DIMAC) which consists in treating disseminated in the news media that can affect the image of the Bank; b) Customer Satisfaction Survey - process of the Board of Strategy and Organization (DIREO) which consists of measuring customer satisfaction regarding products and services, as well as meeting the service channels; c) CARPS - control and monitoring of risks of products, services and self-service channels - system under the management of DIREO, keeps track of the creation, modification and deletion of the Bank's products, features and questions recorded by several product managers answers channels and risks, identifying potential risks, including those related to the image of the Bank. With regard to the risk strategy during the process of formulation of corporate strategy, the Bank has a policy analysis of macroeconomic scenarios and the financial industry in order to better assess the opportunities and threats in the market and mitigate the risks of decisions strategic mistaken. The institution has processes to monitor its performance against strategic objectives and also the negotiation and administrative goals. With respect to environmental risk, the Bank has processes that contribute to the implementation of social and environmental actions. Examples are, Dow Jones Sustainability Index, Agenda 21, the Stakeholders Panel, the Forum for Sustainability Executives, the Equator Principles and IFC Performance Standards, which corroborate with strategic planning and continuous improvement of sustainability issues and the environmental risk. In addition, the Bank has structured an area with activities related to environmental risk in DICRE, whose duties include the development of methodology for environmental risk analysis for credit, monitoring standards and legal requirements and preparation of sectoral guidelines. Additionally, the creation of the Division of Environmental Management in Agribusiness, the Board of Agribusiness (DIRAG) assists in managing processes related to environmental responsibility, since it aims, advise on agribusiness market linked to environmental issues, propose adjustments in products and services to include attributes related to environmental responsibility, among others. The Bank also has a Plan Supply Division, Eco-efficiency and Supplier Development, in the Board of Operations and Business Support (DINOP), which aims to monitor and develop Plan Supplier of Goods, Services and Materials Engineering, coordinate and 64 Risk Management Report - Pillar 3 – 2T14 monitor the implementation of projects under implementation in fixed investment Bank, to develop strategies for the development of suppliers, develop strategies for implementing programs and actions related to eco-efficiency, among others. With regard to the actuarial risk, the Bank of Brazil, in the role of sponsor pension funds and health care, through the Employee Relations Board and sponsored entities (DIREF) develops activities that contribute to the control of any impacts related to this risk. Among the activities developed by DIREF, it is worth mentioning: a) b) c) d) e) f) g) h) i) j) manage solutions for governance of Sponsoring Entities; relate to entities sponsored by the Bank and employees; relate to the regulatory and supervisory bodies; supervise and inspect the pension funds and health sponsored by BB; develop solutions to actuarial calculation; monitoring solutions, methodologies, criteria and standards for the management of actuarial calculation implemented; monitoring, under the actuarial technical aspect, the commitments of the Bank with health care, pension plans and other retirement obligations complementation of employees; an opinion on documents formulated by the Sponsoring Entities actuarial nature as to be signed by representatives of the Bank; provide advice to the Board of Deliberative sponsored entities in matters relating to actuarial calculation; manage the process of calculating gains and losses relating to pension plans and health sponsored by the Bank. Notwithstanding the existing processes, there are actions in progress in the institution in order to identify and implement necessary improvements to the managements of these risks. Moreover, the process of identifying relevant risk to the Bank of Brazil, considering those incurred in banking activities and also in other companies where the Bank holds interest, undergoes periodic review and may indicate new risks to be managed. 5.4.2 Shareholdings Banco do Brazil SA has wide range of businesses, products, services and customers. By organizational, strategic choice or by legal and regulatory requirements, the operation of its business and processes are distributed between multiple bank and its Related Entities (ELBB), located in the country and abroad, under various organizational and legal forms. In the regulatory field, the National Monetary Council (CMN), through Resolutions No. 3380, 3464, 3721 and 4090 established, among other things, that the structure of management of market risks and liquidity must identify, evaluate, control and monitor, as well as the management structure of credit risk and operational shall identify, evaluate, control, mitigate and monitor risks associated with the financial conglomerate. As well as identify and monitor market risks, liquidity, credit and operational risks associated with the other companies of the Consolidated Financial and Economic. 65 Risk Management Report - Pillar 3 – 2T14 Additionally, through Resolution No. 3988, the CMN established that the structure of capital management should encompass all institutions and financial conglomerate also consider the possible impacts in its capital coming from the risks associated with other companies of the economic-financial consolidated . As a leading institution of economic-financial consolidated, it is the Bank of Brazil responsibility for ensuring the effectiveness and integrity of this business model, establishing corporate governance mechanisms that promote the alignment of the Related Entities of the Bank of Brazil (ELBB). In February/2013 was approved by the Director (CD), the benchmark assignments for Organizational Units model. Among other things defines the responsibilities of the units, with regard to the relationship with the Affiliated Entities to the Bank from the following roles: a) guidelines; b) monitoring and control; c) providing the Services; d) Governance. The area of risk management accounts for the roles of Guidance, Control and Monitoring and Service Provider Management and Risk Management Unit Entities of the role of governance. In June/13 was approved by CD, the Process Guidance on Risk Management of ELBB consisting of the risk assessment model of enterprises. Procedures for the identification and assessment were developed based on two dimensions: qualitative and quantitative. In qualitative terms, the form covers aspects related to risk management in the companies such as: a) b) c) d) e) risk appetite; existence of policies and strategies applied to risk management; organizational structure; processes, procedures and systems; concepts, criteria, models and methodologies, metrics, indicators, parameters and limits applied to risk management; f) reporting tools; g) existence of strategic committees for deliberations and monitoring risks; h) segregation between the areas responsible for the business management and risk management. The quantitative assessment uses methods of measuring the risks incurred. After the evaluations of the companies, the area of risk management presents the degree of risk exposure of companies, the weaknesses identified, the guidance for risk management, among other aspects process. The process is complemented with guidance along the Bank's representatives to ELBB's on the adoption of measures for reducing risks, which is held by the respective areas of governance. 66 Risk Management Report - Pillar 3 – 2T14 Below is the equity holdings not classified in the trading portfolio, segregated by business segments as requested in Article 14 of Circular 3678/13: Table 31 - Shareholdings – Banking Book % of Total Shares Activity R$ thousands Banking Segm ent Banco Votorantim S.A. Investm ent Segm ent Kepler Weber S.A. Companhia Brasileira de Securitização - Cibrasec Neoenergia S.A. Segm ent of Insurance. Private Pension Fund and BB Seguridade Participações S.A. Seguradora Brasileira de Crédito à Exportação - SBCE Segm ent of Paym ent Methods BB Administradora de Cartões de Crédito S.A. BB Elo Cartões Participações S.A. Cielo S.A. Tecnologia Bancária S.A. - Tecban Other Segm ents Ativos S.A. Securitizadora de Créditos Financeiros Ativos S.A. Gestão de Cobrança e Recuperação de Crédito BB Administradora de Consórcios S.A. BB Tur Viagens e Turismo Ltda. BB Tecnologia e Serviços S.A. Cadam S.A. Cia Hidromineral Piratuba Estrutura Brasileira de Projetos - EBP Provisão para Investimentos Book Value of Market Value Value of Equity of Equity Capital Interests Interests Requirem ent (4 (6) Bank 5000,00% 3,706,985 - (4 (6) (5 (7) (4 (6) Industry Credits Acquisition Energy 17.56% 12.12% 11.99% 67,873 9,039 1,094,114 7,466 2,126 120,353 (3 (6) (5 (6) Holding Insurance Company 66.25% 12.09% 3,407,623 3,185 801,537 749 (3 (3 (4 (5 (6) (6) (6) (6) Service Rendering Holding Service Rendering Service Rendering 100.00% 100.00% 28.76% 13.53% 27,404 541,858 1,046,216 42,254 6,446 115,913 246,090 4,648 (3 (3 (3 (3 (3 (5 (5 (5 (6) (6) (6) (7) (6) (6) (6) (6) (8) Credits Acquisition Credits Acquisition Consortium Tourism IT mining Tourism Project Development 100.00% 100.00% 100.00% 100.00% 99.97% 2164,00% 15.46% 11.11% 885,579 5 159,165 13,333 188,282 22,886 2,520 8,372 (6,770) 208,305 1 37,439 1,467 20,711 2,517 277 921 (1) Value for the minimum capital requirement for equity interests registered in the fixed assets and included in the calculation of risk-weighted assets regarding exposure to credit risk (RWA CP A D ) under Central Bank Circular No. 3,644/2013. (2) According to Resolution CM N No. 4,192/2013, the value of the investment in Banco Votorantim S.A. is deducted from the Reference Equity, with no capital requirement. (3) Subsidiaries, evaluated by the equity method. (4) Joint venture, evaluated by the equity method. (5) Associated companies, evaluated by the equity method. (6) The Financial Statements, evaluated by the equity method, refers to June/2014. (7) The Financial Statements, evaluated by the equity method, refers to M ay/2014. (8) Unrealized, but acknowledged losses, referring to companies Cadam S.A. and Kepler Weber S.A., whose value is computed in the calculation of Common Equity. 67 Risk Management Report - Pillar 3 – 2T14 6. Capital 6.1 Capital Management On June 30, 2011, in line with Pillar II of Basel, Bacen issued the Resolution CMN 3.988/11, which established the need to implement a capital management framework for financial institutions. Pursuant to the Resolution, Banco do Brasil defined as part of this structure, the Department of Accounting and the Units of Risk Management, Controlling and Finance. Also in line with the Resolution, in January, 2012, BB’s Board of Directors indicated the director of the Controlling Unit as responsible to Capital Management with the Bacen. The areas defined in the capital management structure respond jointly or individually by: identification of relevant risks; assessment of the capital required to support them; projection of risk and capital indicators; calculation of the Referential Equity (PR); elaboration of the capital plan and contingency plan and; evaluating capital sources and its restoration. ICAAP, Stress Tests, and Managerial Report, and Capital Management Policy. For Capital Management, BB calculates the Core Capital Ratio (ICP), Tier 1 Capital Ratio, Capital Adequacy Ratio (IB). The Prudential Capital Adequacy Ratio (IBP) that represents the Bank's directive to keep the IB two points above the minimum regulatory in order to sustain the risk of interest rate transactions not included in the trading book (plot RBAN) and serve as a prudential margin to face the other risks not considered in Pilar I. The Resolution CMN 3.988/11 yet established the need for Internal Capital Adequacy Assessment Process (ICAAP), which the Risk Management Unit is responsible for. At BB, the Unit of Internal Controls, independent area of capital management structure, is responsible for the validation of the ICAAP. Already Internal Audit annually evaluates the process of capital management. BB constituted a technical forum for capital management, so-called Forum de Capital, which has members from the Units of capital management structure. The Forum meets monthly, and has as main activities the preparation of the capital structure projections, the analysis of the main variations and trends of the Institution’s IB, and the impacts of changes in the regulatory and business environment. Banco do Brasil also periodically prepares managerial reports on capital adequacy for intervening areas and strategic committees, such as Subcommittee of Risks (Operational, Market and Liquidity and Credit), the Global Risk Committee, the Executive Board and the Board of Directors. 68 Risk Management Report - Pillar 3 – 2T14 6.2 Referential Equity (RE) Details On 10.01.2013 the Conselho Monetário Nacional (CMN) approved changes in the rules for defining and determining the RE of financial institutions by CMN Resolution No. 4,192/2013, included in the regulatory scope of Basel III. The new rules adopted address the following issues: i. new methodology for calculating regulatory capital, which continues to be divided into Tier I and II, the Tier I consists of the Core Capital (net of Regulatory Adjustments) and Additional Tier I Capital; ii. new methodology for calculating the capital requirement maintenance, adopting minimum requirements for Referential Equity, Tier I and Core Capital, and the introduction of the Additional Core Capital. The consolidation scope used as the basis for establishing the operating limits was also amended, considering the Consolidated Financial Report from 10.01.2013 until 12.31.2014 (considering the information relating to Banco Votorantim by the Equity Method - MEP as determined by Bacen), and the Prudential Conglomerate, defined in CMN Resolution No. 4,280/2013, from 01.01.2015 All quotes to the Referential Equity - RE, prior to 10.01.2013, refer to the Basel II methodology and were determined according to the criteria established by CMN Resolution No. 3,444/2007. Table 32 - RE Historical Series – Financial Conglomerate. 2Q14 Financial R$ Thousand 2Q13 Econom ic and Financial Financial 118,042,870 116,351,017 117,975,571 84,276,305 74,607,192 76,417,089 62,049,999 63,416,113 64,954,526 Shareholders' equity 70,043,646 63,182,901 64,721,314 Regulatory adjustments (1) (7,993,647) RE - Referential equity Tier I Core Capital (1) -- Revaluation reserves (2) Deferred assets Mark-to-market (2) (2) Capital Managem ent (1) -- (4,605) (4,605) -- (95,241) (95,241) -- 333,058 333,058 11,191,079 11,462,563 22,226,306 13,376,542 Hybrid instruments authorized in accordance w ith CMN Resolution No. 4,192/2013 -- -- -- 8,849,764 11,191,079 11,462,563 Tier II 33,766,565 45,125,190 45,743,633 Subordinated Debt Qualifying as Capital 33,772,649 38,193,524 38,193,524 Hybrid instruments authorized in accordance w ith regulations preceding the CMN Resolution No. 4,192/2013 Subordinated Debt authorized in accordance w ith CMN Resolution No. 4,192/2013 - Financial Bills (3) (4) 1,716,498 -- -- Subordinate debt authorized in accordance w ith regulations preceding the CMN Resolution No. 4,192/2013 32,056,151 38,193,524 38,193,524 Funds obtained from the FCO (5) 19,614,708 17,635,766 17,635,766 6,341,472 6,506,572 6,506,572 311,678 1,261,564 1,261,564 5,788,293 12,789,622 12,789,622 Funds obtained abroad (6) Funds obtained from the CD (6) Funds raised in Financial Bills (6) Excess of subordinated debt instruments (2) (7) -- (889,927) Deduction from Tier II (1) (6,084) -- Funding instruments issued by financial institutions (6,084) -- -- Mark-to-market (2) (333,058) ---(333,058) Hybrid instruments (2) (3) -- 8,150,046 7,878,562 Revaluation reserves -- 4,605 4,605 (2) -(3,381,365) (4,185,151) Deduction from the RE (2) Financial instruments excluded from RE -(3,381,365) (4,185,151) (1) Methodology adopted from October 1, 2013, in accordance to CMN Resolution No. 4,192/2013. (2) Methodology adopted until September 30, 2013, in accordance to CMN Resolution No. 3,444/2007. (3) According to CMN Resolution No, 3,444/2007, Hybrid Instruments authorized by Bacen to compose Tier I of the RE are limited to 15% of the total of Tier I, including the value of the Hybrid Instruments itself, The values of the Hybrid Instruments that may exceed that limit are added to Tier II of the RE. (4) The Instruments authorized by Bacen to compose the Referential Equity according to CMN Resolution No. 3,444/2007 and do not fulfill the requirements established by CMN Resolution No. 4,192/2013 suffer the decrease of 10% per year from 2013 to 2022, on the values that composed the RE on December 31, 2012. (5) According to CMN Resolution No. 4,192/2013, balances of the FCO are eligible to compose the RE. (6) On June 30, 2014, it w as considered the current balance of subordinated debt instruments, applying on it a maturity term reducer, as determined by CMN Resolution No. 4,192/2013. (7) The Subordinated Debt Instruments allow ed to select Level II of RE, are limited to 50% of Tier I, according to CMN Resolution No, 3,444/2007, The value that exceeds this limit should be excluded from Tier II RE. 69 Risk Management Report - Pillar 3 – 2T14 6.3 Regulatory Adjustments deducted from Referential Equity (methodology adopted from October 2013): The regulatory adjustments are deductions from the Core Capital of heritage elements that can compromise its quality due to their low liquidity, difficulty to evaluate or reliance on future profits to be realized. The following items relating to regulatory adjustments started to be deducted from the Referential Equity from January 2014: i. Goodwill; ii. Intangible assets constituded from October 1, 2013; iii. actuarial assets related to defined benefit pension funds net of deferred tax liabilities; iv. Non-controlling interest; v. investments, directly or indirectly, greater than 10% of the capital of unconsolidated entities similar to financial institutions, and insurance companies, reinsurance companies, capitalization companies and open pension entities (superior investments); vi. Tax credits resulting from temporary differences that rely on the generation of future taxable profits or revenues for its realization; vii. Tax credits resulting from tax loss of excess depreciation; viii. Tax credits resulting from tax losses and negative basis of social contribution on net income. According to CMN Resolution No. 4,192/2013, these deductions will be gradually implemented, 20% per year, from 2014 to 2018, with the exception of deferred assets and funding instruments issued by institutions authorized to operate by Banco Central do Brasil (Bacen) which are already being fully implemented since October 2013. Table 33 - Regulatory Adjustments R$ thousands 2Q14 Funding instruments issued by financial institutions (3,706,985) Actuarial assets related to defined benefit pension funds net of deferred tax liabilities (1) (1,578,241) Goodw ill (2) (800,288) Intangible assets constituded from October 2013 (734,037) Superior investments and tax credits resulting from temporary differences that rely on the generation of future taxable profits or revenues for its realization (excess of 15%) (591,384) Tax credits resulting from tax losses and negative basis of social contribution on net income (257,610) Tax credits resulting from temporary differences that rely on the generation of future taxable profits or revenues for its realization (excess of 10%) (123,951) Non-controlling interest (120,245) Tax credits resulting from tax loss of excess depreciation (41,736) Deferred assets (39,170) Total (7,993,647) (1) See notes 27.e – Benefits for Employee and 25.d - Taxes. (2) The base value for calculating the goodw ill is composed of: R$ 931,371 thousand in investment and R$ 3,070,067 thousand in intangible assets (Notes 14 Investments and 16 - Intangible Assets). In Intangible assets, refers to the goodw ill paid for the acquisition of Banco Nossa Caixa, incorporated in November/2009. 70 Risk Management Report - Pillar 3 – 2T14 Table 34 - RE Historical Series – Financial Conglomerate R$ mil Patrim ônio de Referência Nível I Capital Principal ( 1 ) Patrimônio líquido Ajustes prudenciais (1) Ágios pagos na aquisição de investimentos com fundamento em expectativa de rentabilidade futura Ativos intangíveis constituídos a partir de outubro de 2013 Ativos atuariais relacionados a fundos de pensão de benefício definido líquidos de passivos fiscais diferidos a eles Participação de não controladores Créditos tributários decorrentes de diferenças temporárias que dependam da geração de lucros (excesso dos 10%) Investimentos superiores e créditos tributários decorrentes de diferenças temporárias que dependam da geração de lucros (excesso dos 15%) Créditos tributários decorrente de prejuízo fiscal de superveniência de depreciação Créditos tributários decorrentes de prejuízos fiscais e de base negativa de contribuição social sobre o lucro líquido Ativos diferidos Instrumentos de captação emitidos por instituições financeiras Reservas de reavaliação (2) Ativo permanente diferido (2) Ajustes ao valor de mercado (2) Capital Com plem entar ( 1 ) IHCD autorizados em conformidade com a Resolução CMN n.º 4.192/2013 IHCD autorizados segundo normas anteriores à Resolução CMN n.º 4.192/2013 (3) (4) Nível II Dívidas Subordinadas Elegíveis a Capital Dívidas Subordinadas autorizadas em conformidade com a Resolução CMN n.º 4.192/2013 - Letras Financeiras Dívidas Subordinadas autorizadas segundo normas anteriores à Resolução CMN n.º 4.192/2013 Recursos captados do FCO (5) Recursos captados no exterior (6) Recursos captados com CDB (6) Recursos captados com Letras Financeiras (6) Excesso de Instrumentos de Dívidas Subordinadas (2) (7) Dedução do Nível II (1) Instrumentos de Captação emitidos por instituição financeira Ajustes ao valor de mercado (2) Instrumentos híbridos de capital e dívida (2) (3) Reservas de reavaliação (2) Deduções do PR ( 2 ) Instrumentos financeiros excluídos do PR 2T14 118,042,870 84,276,305 62,049,999 70,043,646 (7,993,647) (3,706,985) (1,578,241) (800,288) (734,037) (257,610) (123,951) 1T14 112,293,282 80,571,363 63,520,399 72,096,740 (8,576,341) (3,547,425) (2,283,281) (843,911) (687,425) (284,166) (81,236) 4T13 118,234,351 85,500,897 67,055,163 70,537,211 (3,482,048) (3,433,968) - 3T13 118,377,268 75,972,957 64,577,013 64,472,574 - 2T13 116,351,017 74,607,192 63,416,113 63,182,901 - (120,245) (126,437) (44,500) (43,392) 17,050,964 8,201,200 8,849,764 31,721,919 31,741,950 31,741,950 19,103,867 4,800,822 1,292,346 6,544,915 (20,031) (20,031) - (48,080) 18,445,734 8,489,750 9,955,984 32,733,454 32,747,645 32,747,645 18,529,802 5,400,925 1,453,889 7,363,029 (14,191) (14,191) - (4,585) (93,074) 202,098 11,395,944 11,395,944 45,807,226 38,324,519 38,324,519 18,041,929 6,420,672 1,004,486 12,857,432 (338,041) (202,098) 8,018,261 4,585 (3,402,915) (3,402,915) (4,605) (95,241) 333,058 11,191,079 11,191,079 45,125,190 38,193,524 38,193,524 17,635,766 6,506,572 1,261,564 12,789,622 (889,927) (333,058) 8,150,046 4,605 (3,381,365) (3,381,365) (41,736) (39,170) 22,226,306 13,376,542 8,849,764 33,766,565 33,772,649 1,716,498 32,056,151 19,614,708 6,341,472 311,678 5,788,293 (6,084) (6,084) - (1) M eto do lo gia utilizada a partir de 01.10.2013, co nfo rme Reso lução CM N n.º 4.192/2013. (2) M eto do lo gia utilizada até 30.09.2013, co nfo rme Reso lução CM N n.º 3.444/2007. (3) Co nfo rme Reso lução CM N n.º 3.444/2007, o s Instrumento s Híbrido s de Capital e Dívida – IHCD auto rizado s pelo B acen a co mpo r o Nível I do P R estão limitado s a 15% do to tal do Nível I, incluído o pró prio valo r do IHCD. Os IHCD que venham ultrapassar esse limite são adicio nado s ao Nível II do P R. (4) Os Instrumento s auto rizado s pelo B acen a co mpo r o P R co nfo rme Reso lução CM N n.º 3.444/2007 e que não se enquadram no s requisito s exigido s pela Reso lução CM N n.º 4.192/2013 so frerão decaimento de 10% ao ano , de 2013 a 2022, so bre o s valo res que co mpunham o P R em 31.12.2012. (5) De aco rdo co m a Reso lução CM N n.º 4.192/2013, o s saldo s do FCO são elegíveis a co mpo r o P R. (6) P ara 30.06.2014, co nsidero u-se o saldo co rrente do s instrumento s de Dívida Subo rdinada, aplicando -se so bre ele o reduto r po r decurso de prazo de vencimento , co nfo rme determina a Reso lução CM N n.º 4.192/2013. (7) Os Instrumento s de Dívidas Subo rdinadas auto rizado s a co mpo r o Nível II do P R, são limitado s a 50% do P R Nível I, co nfo rme Reso lução CM N n.º 3.444/2007. O valo r que exceder a esse limite deverá ser excluído do Nível II do P R. To learn more about the composition of Referential Equity consult the “Attachment 1 Composition of the Reference Equity". 6.4 Minimum Reference Equity Required (MRER) The Minimum Reference Equity Required (MRER) is the equity required (capital volume required) of institutions, financial conglomerates, and other institutions authorized to operate by Bacen, to face the risks to which they are exposed in light of the risks to which they are exposed due to the activities they are involved in, and it is definied by CMN Resolution 4.193/13. The MRER, which relaced the Required Referential Equity (PRE) from 10.01.2013, corresponds to the application of the factor "F" to the amount of RWA, with: 11% of RWA, from 10.01.2013 to 12.31.2015; 9.875% from RWA 01.01.2016 to 12.31.2016, 9.25% of RWA from 01.01.2017 to 31.12.2017; 8.625% of RWA from 01.01.2018 to 31.12.2018; and 8% of the RWA from 01.01.2019. 71 Risk Management Report - Pillar 3 – 2T14 In determining the amount of risk-weighted assets, we consider the sum of the following portions: I - RWACPAD concerning credit risk exposures subject to the calculation of capital requirements under the standardized approach; II - RWAMPAD concerning market risk exposures subject to the calculation of capital requirements under the standardized approach, and, III - RWAOPAD on the calculation of the capital requirement for operational risk under the standardized approach. In 01.10.2013 took effect in Brazil the legislative set that implemented the recommendations of the Basel Committee on Banking Supervision regarding the capital structure of financial institutions, known as Basel III. The new rules adopted address the following issues: I - new methodology for calculating regulatory capital, which continues to be divided into Tier I and II, the Tier I consists of the Core Capital (net of Regulatory Adjustments) and Additional Tier I Capital; II - new methodology for calculating the capital requirement maintenance, adopting minimum requirements for Referential Equity, Tier I and Core Capital, and the introduction of the Additional Core Capital. The consolidation scope used as the basis for establishing the operating limits was also amended, considering the Consolidated Financial Report of 10.01.2013 until 12.31.2014, and the Prudential Conglomerate, defined in CMN Resolution n.º 4.280/2013, from 01.01.2015. All quotes to the Required Referential Equity (RRE), prior to 10.01.2013 dates, refer to the Basel II methodology and were determined according to the criteria established by CMN Resolution 3.490/2007. 72 Risk Management Report - Pillar 3 – 2T14 The tables below show the PRE of the Financial Conglomerate and the Consolidated Economic and Financial, by type of risk. Table 35 - Minimum Reference Equity Required of the Financial Conglomerate R$ thousand RWACPAD 2% Credit Risk 20% 4Q13 3Q13 2Q13 761,431,384 725,288,153 695,439,137 1,908 2,250 7,528 9,159,634 9,288,966 8,874,952 - - 2,400,052 1,494,731 6,943,504 5,997,569 5,056,319 50% 17,435,975 16,070,332 17,112,938 28,469,916 23,763,653 75% 129,523,956 130,667,437 132,895,552 234,521,288 231,432,079 85% 133,804,526 148,006,249 132,841,948 100% 380,274,980 352,982,079 367,037,068 388,871,757 371,018,261 150% 59,166,606 53,815,658 50,023,455 48,426,681 44,883,496 250% 23,268,750 23,820,150 24,117,371 21,721,836 20,910,092 22,549,210 875,477 1.250% Credit Value Adjustment (CVA) RW A OPAD Asset Management Operational Risk 1Q14 763,068,276 35% 300% Commercial Retail Brokerage Corporate Finance - - - - - - - 22,598,459 22,846,916 870,032 534,439 - 295,461 637,463 380,602 - 36,578,814 36,578,814 36,951,723 36,951,723 33,436,225 1,130,176 1,130,176 1,126,657 1,126,657 1,130,989 13,457,208 13,457,208 13,625,178 13,625,178 10,749,055 44,065 44,065 42,045 42,045 845,308 - 845,308 - 386,066 - 386,066 - 40,351 - 67,117 Trading and Sales 9,939,540 9,939,540 9,463,981 9,463,981 10,275,276 Payments and Settlements 4,291,040 4,291,040 4,291,234 4,291,234 4,220,126 972,638 972,638 967,705 967,705 951,877 7,589,455 7,589,455 7,820,989 7,820,989 6,135,667 12,534,491 11,727,133 15,239,976 11,115,560 1,879,909 166,518 169,344 114,898 182,253 717,916 2,017,763 2,022,121 1,530,899 790,188 1,101,591 50,783 Financial Agent Services Retail RW A MPAD Prefixed interest rate, in reais - RWAJUR[1] Market Risk 2Q14 782,472,612 Foreign currency coupons - RWAJUR[2] Price index coupons - RWAJUR[3] 42,448 38,905 47,277 49,642 Interest rate coupons - RWAJUR[4] - - - - - Share price fluctuations - RWAACS - - - 7,212 3,437 6,181 Commodity price fluctuations - RWACOM Exchange rate fluctuations - RWACAM Risk Weighted Assets (RWA) (1) Minim um Referential Equity Requirem ent (MRER) (2) 8,203 3,968 13,868 11,354 10,299,558 9,492,795 13,533,033 10,074,912 831,585,917 811,374,223 813,623,083 773,355,436 730,755,270 91,474,451 89,251,164 89,498,539 85,069,098 80,383,080 - (1) A cco rding to CM N Reso lutio n No . 4.193/2013. Fo r perio ds prio r to 10.01.2013, the values were o btained fro m the Required Referential Equity acco rding to the criteria o f CM N Reso lutio n No . 3.490/2007, which was co nverted in RWA . (2) In co mpliance with CM N Reso lutio n No . 4.193/2013, co rrespo nds to the applicatio n o f the facto r "F" to the amo unt o f RWA , with "F" equals to 11% o f RWA , fro m 10.01.2013 to 12.31.2015; 9.875% fro m RWA 01.01.2016 to 12.31.2016, 9.25% o f RWA fro m 01.01.2017 to 31.12.2017; 8.625% o f RWA fro m 01.01.2018 to 31.12.2018, and 8% o f the RWA fro m 01.01.2019. Fo r perio ds prio r to 10.01.2013, the values refer to the Required Referential Equity and were determined acco rding to the criteria established by CM N Reso lutio n. No 3.490/2007. 6.5 Capital Adequacy Ratio In compliance with the recommendations of the Basel Committee on Banking Supervision, BACEN established operational limits to be observed by financial institutions, among which the Total Capital Ratio (IB), the Core Capital Ratio (ICP) and the Tier 1 Capital Ratio stand out. The Capital Adequacy Ratio was determined according to the criteria established by CMN Resolutions n. º 4.192/2013 and n. º 4.193/2013, which refer to the calculation of the Referential Equity (RE) and Minimum Reference Equity Require (MRER) in relation to Risk Weighted Assets (RWA ), respectively. 73 Risk Management Report - Pillar 3 – 2T14 BACEN has determined that financial institutions must permanently maintain, a PR value higher than the PRMR value. Complementarily CMN Resolution 4.193/13 established minimum requirements for core capital (4.5% of RWA) and Tier I (5.5% of RWA and 6% until 31.12.2014, from 01.01.2015), also demanding that institutions maintain sufficient PR to address the banking book interest rate risk (RBAN portion). The following tables show the evolution of the ratio (IB), Core Capital Index (PCI), Tier I Capital Ratio (ICN1), the RBAN portion and the margin of compatibility of PR. Table 36 - The Total Capital Ratio and RE margin - Financial Conglomerate. Referential Equity (RE) (R$ thousand) (1) Tier I (R$ thousand) Core Capital (R$ thousand) Minim um Referential Equity Requirem ents (MRER) (R$ thousand) (2) Risk Weighted Assets (RWA) (R$ thousand) (3) Capital Adequacy Ratio Tier I Ratio Core Capital Ratio Interest rate risk of operations not classified under negotiable portfolio (RBAN) (R$ thousand) Com patibility Margin of RE (RE - MRER - RBAN) (R$ thousand) 2Q14 1Q14 4Q13 3Q13 2Q13 118,042,870 112,293,282 118,234,351 118,377,268 116,351,017 84,276,305 80,571,363 85,500,897 75,972,957 74,607,192 62,049,999 63,520,399 67,055,163 64,577,013 63,416,113 91,474,451 89,251,164 89,498,539 85,069,098 80,383,080 831,585,917 811,374,223 813,623,083 773,355,436 730,755,270 14,19% 13,84% 14,53% 15,31% 15,92% 10,13% 9,93% 10,51% 9,82% 10,21% 7,46% 7,83% 8,24% 8,35% 8,68% 3,333,193 2,669,626 2,710,568 3,268,427 3,166,235 23,235,225 20,372,491 26,025,244 30,039,743 32,801,702 (1) In co mpliance with CM N Reso lutio n No 4.192/2013. To perio ds prio r to 10.01.2013 values were o btained using criteria fro m Reso lutio n CM N 3.444/2007. (2) In co mpliance with CM N Reso lutio n No . 4.193/2013, co rrespo nds to the applicatio n o f the facto r "F" to the amo unt o f RWA , with "F" equal to 11% o f RWA , fro m 10.01.2013 to 12.31.2015; 9.875% fro m RWA 01.01.2016 to 12.31.2016, 9.25% o f RWA fro m 01.01.2017 to 31.12.2017; 8.625% o f RWA fro m 01.01.2018 to 31.12.2018, and 8% o f the RWA fro m 01.01.2019. Fo r perio ds prio r to 10.01.2013, the values refer to the Required Referential Equity and were determined acco rding to the criteria established by CM N Reso lutio n. No 3.490/2007. (3) A cco rding to CM N Reso lutio n No . 4.193/2013. Fo r perio ds prio r to 10.01.2013, the values were o btained fro m the Required Referential Equity acco rding to the criteria o f CM N Reso lutio n No . 3.490/2007, which was co nverted in RWA . 6.6 Assessment of Sufficiency and Adequacy of Referential Equity (PR) Banco do Brasil annually prepares/reviews its capital planning considering a minimum time horizon of 36 months and linking the matter to the business and economic guidelines from its Corporate Strategy, aiming to ensure that its capital is sufficient to support, beyond relevant risks, the business growth. The Capital Plan is submitted for analysis of technical forums and approved by the Board of Officers and the Board of Directors. The Capital Plan aims to guarantee that the strategy adopted is appropriate to ensure the solvency ratios of the institution, without compromising the results. For this purpose, projections for PR and RWA are prepared, incorporating the impact of full implementation of Basel III in Brazil. The monitoring of the Capital Plan is performed monthly by the Forum and reported to the management. In this monitoring, projections and needs of realignment of the strategy are evaluated, taking into account the amounts realized, regulatory changes and business expectations. 74 Risk Management Report - Pillar 3 – 2T14 In this context, the Bank assesses the projections based on the limits of each indicator and the deadline for any breach, as shown below: Table 37 - Criteria and parameters for classification of the capital condition Capital Index Common Equity Tier 1 Index Tier 1 Index Basel Prudential Index 0 to 6 Period of noncompliance (months) 7 to 12 13 to 18 19 to 24 25 to 30 CRITICAL CRITICAL CRITICAL ALERT ALERT ALERT From 31st month SURVAILLANCE SURVAILLANCE SURVAILLANCE According to Table 41 above, the projections indicate that when extrapolating Basel Prudential Index (IBP) - currently at 13% - or other indicator of capital, the Company will have enough time to promote strategic changes to prevent the extrapolation of the same. The capital control conditions are monthly reported by the Capital Forum at the regular meetings of strategic risk committees related to the capital management structure (SRC, SRML, SRO and CRG), containing, when necessary, suggestions of capital contingency measures to be adopted. 75