Resurs Bank
Annual Report 2021
BOARD OF DIRECTORSREPORT
The Board of Directors and CEO hereby present the Annual Report and consolidated financial
statements for Resurs Bank AB (publ), Corporate Identity Number 516401–0208, for the financial
year 1 January 2021 to 31 December 2021.
OWNERSHIP STRUCTURE
Resurs Bank AB is a wholly owned subsidiary of Resurs Holding AB, Corporate Identity Number 556898-2291, which has been
listed on Nasdaq Stockholm since April 2016.
COMPANY OVERVIEW
The Resurs Bank Group is a leader in the consumer credit market in the Nordic region, offering payment solutions and
consumer loans. Resurs has established itself as a leading partner for sales-driven payment and loyalty solutions in retail and
e-commerce in the Nordics. Resurs Bank has had a banking licence since 2001 and is under the supervision of the Swedish
Financial Supervisory Authority. The Resurs Bank Group operates in Sweden, Norway, Denmark and Finland.
Resurs has divided its operations into two business segments based on the products and services offered: Payment Solutions
and Consumer Loans. The two segments differ in nature. Payment Solutions comprises the retail finance, credit cards and
factoring areas. Within retail finance, Resurs is the leading partner for sales-driving finance, payment and loyalty solutions in
the Nordic region. Credit cards includes the Resurs credit cards, as well as cards that enable retail finance partners to promote
their own brands. Consumer Loans customers are offered unsecured loans. Consumer Loans also helps consumers to
consolidate their loans with other banks, in order to reduce their monthly payments or interest expense.
Nonrecurring items during the year
2021 included nonrecurring effects of SEK 73 million, which referred to a reversal of the loss allowance of SEK 75 million that
was recognised in 2020 due to the pandemic and the uncertainty prevailing in the market. Earnings in 2020 were also charged
with nonrecurring costs of SEK 60 million related to the transformation journey, which comprised costs of SEK 22 million
related to personnel changes, impairment of previously capitalised IT investments of SEK 38 million and impairment of a small
unlisted shareholding of SEK 10 million.
Income
The Group’s operating income declined 9 per cent to SEK 3,086 million (3,407). Net interest income fell 11 per cent to SEK 2,535
million (2,844), with interest income amounting to SEK 2,899 million (3,251) and interest expense to SEK 364 (407). The
relatively lower income was mainly due to lower lending and margins in Norway, lower interest income in Denmark, and mix
effects in Payment Solutions where many of Resurs’s retail finance partners noted higher demand in connection with the
pandemic. At the same time, these large partnerships involve lower margins for Resurs, which negatively impacted the overall
NBI margin.
Fee & commission income amounted to SEK 418 million (425) and fee & commission expense to SEK 71 million (64), resulting
in a total net commission of SEK 347 million (362).
The market value of bond portfolios increased slightly, which resulted in a positive outcome for net income from financial
transactions of SEK 3 million (-14). Other operating income, primarily comprising remuneration from lending operations,
amounted to SEK 201 million (216).
Expenses
The Group’s expenses before credit losses declined 7 per cent to SEK 1,274 million (1,367). The decline was due to
nonrecurring costs of SEK 60 million related to the transformation journey in the comparative item. Viewed in relation to the
operations’ income, the cost level amounted to 41.3 per cent (40.1) as a result of the lower income level. Enhancing the
efficiency of the operations and thus reducing the cost/income ratio is an important part of the ongoing transformation
journey.
Credit losses totalled SEK -645 million (-854) and the credit loss ratio was 2.0 per cent (2.7), meaning a decline both in absolute
terms and as a share of lending due to the higher credit quality of the loan portfolio, and the dissolution of the extra credit
provision of SEK 75 million that was made in the first half of 2020 due to the pandemic. The high credit quality was a result of
the active austerity measures implemented in credit lending when the pandemic started. This positive development is clear
both in Payment Solutions and Consumer Loans as well as in all Nordic markets. The risk-adjusted NBI margin totalled 7.6 per
cent (8.2).
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Profit
Operating income decreased 2 per cent to SEK 1,167 million (1,186). Tax expense for the period amounted to SEK 220 million
(–306), corresponding to an effective tax rate of 18.9 per cent (25.8). The difference in the effective tax rate was due to that
unlike in prior years a change was made to the method in 2021, which resulted in a deduction for tax paid in the foreign
branches. This resulted in a positive nonrecurring effect of SEK 49 million for 2021. A tax provision of SEK 31 million was made
last year, which also contributed to the difference in the effective tax rate between the years. Net profit for the period
amounted to SEK 947 million (880).
SEGMENT REPORTING
Payment Solutions
The Payment Solutions segment comprises the retail finance, credit cards and factoring areas. Within retail finance, Resurs is
the leading partner for sales-driving finance, payment and loyalty solutions in the Nordic region.
Credit cards includes the Resurs credit cards, as well as cards that enable retail finance partners to promote their own brands.
Lending to the public as of 31 December 2021 had declined 4 per cent to SEK 11,463 million (10,994). Operating income
amounted to SEK 1,239 million (1,409), down 12 per cent compared with the year-earlier period. Operating income less credit
losses amounted to SEK 1,074 million (1,147). The risk-adjusted NBI margin fell to 9.6 per cent (10.2). Credit losses fell both in
absolute terms and as a percentage of lending, which was an effect of improved credit quality in the loan portfolio.
SEKm
Jan–Dec
2021
Jan–Dec
2020
Change
Lending to the public at end of the period
11,463
10,994
4%
Operating income
1,239
1,409
-12%
Operating income less credit losses
1,074
1,147
-6%
Risk-adjusted NBI margin, %
9.6
10.2
Credit loss ratio, %
1.5
12.3
Consumer Loans
Consumer Loans’ customers are offered unsecured loans.
Consumer Loans also helps consumers to consolidate their loans with other banks, in order to reduce their monthly payments
or interest expense.
Lending to the public as of 31 December 2021 amounted to SEK 21,884 million (19,865). Operating income declined 8 per cent
in the period to SEK 1,847 million (1,999). Operating income less credit losses totalled SEK 1,367 million (1,406), and the risk-
adjusted NBI margin amounted to 6.5 per cent (7.1). The trend in the risk-adjusted NBI margin was mainly due to the lower
margins in the Norwegian and Danish markets. Credit losses fell both in absolute terms and as a percentage of lending,
primarily impacted by the dissolution of the COVID-19 provision but also as an effect of improved credit quality in the loan
portfolio.
SEKm
Jan–Dec
2020
Jan–Dec
2019
Change
Lending to the public at end of the period
21,884
19,865
10%
Operating income
1,847
1,999
-8%
Operating income less credit losses
1,367
1,406
-3%
Risk-adjusted NBI margin, %
6.5
7.1
Credit loss ratio, %
2.3
3.0
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BALANCE SHEET AND CASH FLOW
F
inancial position
The Group’s financial position is strong and on 31 December 2021 the capital base amounted to SEK 5,345 million (5,367) in the
consolidated situation, comprising the Parent Company, Resurs Holding, and the Resurs Bank Group. The total capital ratio
was 16.3 per cent (17.4) and the Common Equity Tier 1 ratio was 14.8 per cent (15.1).
Due to COVID-19, the authorities decided in spring 2020 to reduce the regulatory minimum capital requirement in the
countercyclical capital buffer. This entails a total reduction of about 1.8 percentage points to 0.2 per cent for Resurs.
Lending to the public amounted to SEK 33,347 million (30,858) on 31 December 2021, representing an increase of 8 per cent. In
constant currencies the increase was 6 per cent. The specification of lending on 31 December 2021 was as follows: Sweden 50
per cent, Norway 20 per cent, Denmark 13 per cent and Finland 17 per cent.
In addition to capital from shareholders and bond investors, the operations are financed by deposits from the public. The
Group is working actively on various sources of financing to create and maintain diversified financing for the long term.
On 31 December 2021, deposits from the public totalled SEK 26,287 million (24,872). The bank has deposits in SEK, NOK and
EUR. Financing through issued securities totalled SEK 7,872 million (6,297). Liquidity remained extremely healthy and the
liquidity coverage ratio (LCR) was 240 per cent (288) in the consolidated situation. The minimum statutory LCR is 100 per cent.
Lending to credit institutions on 31 December 2021 amounted to SEK 4,366 million (3,819). Holdings of treasury and other bills
eligible for refinancing, as well as bonds and other interest-bearing securities, totalled SEK 2,451 million (2,953). Bonds of a
nominal SEK 2,200 million and NOK 1,050 million were issued under Resurs Bank’s MTN programme in 2021. The Group has a
high level of liquidity for meeting its future commitments.
Intangible assets amounted to SEK 1,979 million (1,847), and primarily comprise the goodwill that arose in the acquisition of
Finaref and Danaktiv in 2014 and yA Bank in 2015.
Statement of cash flows
Cash flow from operating activities amounted to SEK 373 million (1,214) for the period. Cash flow from deposits amounted to
SEK 966 million (674) and the net change in investment assets totalled SEK 523 million (397). Cash flow from investing
activities for the year totalled SEK -113 million (57) and cash flow from financing activities was SEK 282 million (-1,377).
Seasonal effects
Resurs’s operations may be influenced by seasonal effects since the propensity to borrow increases in summer holiday period
and during the Christmas shopping period.
COVID-19
An extra forward-looking credit provision of SEK 75 million was made in the first half of 2020 to meet potential higher credit
losses, in addition to the model-based reserves, in accordance with IFRS 9. The company has not noted any negative trend in
customer payment patterns and uncertainty regarding the ongoing economic recovery and the trend in unemployment and its
associated effects on customers’ solvency have declined significantly, with credit quality instead improving. As such, the
Board of Directors has resolved to dissolve the extra credit provision of SEK 75 million in its entirety, which impacted earnings
positively for the second half of 2021.
Resurs took action at an early stage of COVID-19 to introduce temporary austerity measures in credit lending in Consumer
Loans in order to ensure continued high control of the risk level, which reduced the risk in new lending in all markets, with the
associated declining volumes. In addition to this, new lending in Finland was primarily negatively affected by interest
limitation and direct marketing regulations that were temporarily introduced at the beginning of the second half of 2020. The
direct effect on the Group’s earnings was mainly related to the decline in the travel industry, which in turn has negatively
impacted credit card commission and currency exchange fees negatively, while lower factoring activity resulted in lower
commissions.
EMPLOYEES
In 2021, the average number of employees in the Nordic region was 630 (679). Most of Resurs’s business activities are
conducted by employees at Resurs Bank’s head office, which includes centralised accounting, legal, risk management,
marketing, HR and IT functions. In addition to the aforementioned centralised functions, Resurs has employees who address
customer and business-related matters at a national level. The company employs the services of external suppliers for certain
support functions, including marketing and IT/operations. In terms of IT/operations, the external supplier manages IT services
including storage/data centres, support services and telecommunication.
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Variable remuneration earned in 2021 is linked to both quantitative and qualitative goals for employees who sell payment
protection insurance in accordance with the Swedish Financial Supervisory Authority’s Insurance Distribution Directive (IDD).
The Group has ensured that all goals related to variable remuneration for 2021 can be reliably measured. In the interest of
preventing employees with authority over credit decisions from exercising influence on the Group’s risk level, the Group has
noted that employees who can independently make decisions in credit matters cannot have targets linked exclusively to sales
that they can influence through credit decisions. In the Group’s assessment, the level of risk applied must be in good
proportion to the Group’s earnings capacity. The Group annually conducts an analysis aimed at identifying employees whose
duties have a significant influence on the company’s risk profile.
REMUNERATION OF RESURS’S SENIOR EXECUTIVES
The Board has established a remuneration policy in accordance with Swedish Financial Supervisory Authority’s FFFS 2011:1
Regulations regarding remuneration structures in credit institutions.
The Board has instituted a Remuneration Committee, which is responsible for preparing significant remuneration decisions,
and the bank has a control function which, when appropriate and at least annually, independently reviews how the bank’s
management of remuneration matters corresponds to the regulatory framework.
The Chairman and members of the Board are paid the fees resolved by the Annual General Meeting. Remuneration of the CEO
and Deputy CEOs and the Heads of the bank’s control functions is determined by the Board.
Remuneration comprises a basic salary, other benefits and pension. Senior executives are not paid a bonus or variable
remuneration.
Pensions
The bank’s pension obligations for senior executives are primarily covered by defined contribution pension plans.
Termination conditions and benefits
In the event of termination of employment by the Bank, the CEO and Deputy CEO are entitled to salary during the notice
period, which is 12 months for the CEO and 6 months for the Deputy CEO. The notice period for other senior executives is 6-9
months. No termination benefits are paid.
ENVIRONMENT
Resurs strives to conduct its operations in an environmentally sustainable manner and has adopted Group-wide targets under
which the direct climate impact of the operations is to be reduced by 50 per cent by 2030. In order to analyse primarily the
indirect effects that the operations give rise to, Resurs carried out a climate calculation under the GHG Protocol in 2021 (base
year 2020). As part of its efforts to be climate neutral in the future, Resurs works on active measures and influencing
employees and customers to make climate-smart choices, for example, through collaborations with various partners. For
2021, Resurs Holding has prepared a Sustainability Report that can be found in Resurs Holding’s Annual Report. This report
also encompasses Resurs Bank.
RISKS AND UNCERTAINTIES Resurs Bank
A variety of risks arise in the bank’s operations that could be relevant in different ways. The following main risk categories
have been identified:
- Strategic risks
- Business risks
- Operational risks
- Liquidity risks
- Market risks
- Total credit risk
- Other operational risks (including sustainability risks and reputational risks).
The bank deems credit risks, liquidity risks and operational risks to be the most significant risks arising in the context of its
operations. For further information on the Group’s risks, see Note G3 Risk management.
The bank’s operations are subject to extensive regulations concerning capital adequacy and liquidity requirements, which are
primarily governed by the regulatory package that comprises CRD and CRR, which jointly comprise the Basel agreement within
the European Union (the “Basel regulatory framework”).
The Basel regulatory framework includes certain capital requirements that are intended to be adjustable over time and that
are dependent on such factors as the presence of cyclical and structural systemic risks. At all times, the bank must fulfil the
specified capital and liquidity requirements, and have access to sufficient capital and liquidity.
The bank monitors changes related to capital and liquidity requirements and takes these into consideration regarding the
bank’s financial targets.
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Risk management
The bank is exposed to a number of risks that are typical for companies within the industry that are of a similar size and that
operate within the same geographical markets. The bank has a low risk tolerance and employs a cautious approach
concerning the risks that arise in its operations.
The bank manages risks through such methods as issuing policies under a hierarchy comprising three levels. The Board of
bank has adopted a number of policies that, along with the external regulatory framework, comprise the basis for the bank’s
control environment and management of the majority of risks that arise in its operations. The policies also outline the
delegation of authorities within specific areas of risk. Someone is appointed in each organisation to take responsibility for
each policy and monitor compliance, manage reporting and propose necessary adjustments to the policies.
Guidelines comprising the level under policies are determined by the CEO or the person responsible for the specific risk area in
the bank. In general, these guidelines include relevant information to help employees manage and identify solutions for issues
that arise. On the operational level, company managers establish the procedures that apply for specific groups of employees.
The procedures are more detailed and intended for risk management in the daily operations.
The bank uses three lines of defence in managing operational risks.
The first line of defence is the bank’s operational personnel, who are familiar with the business and the operational risks that
may arise.
The second line of defence comprises the various control functions of the bank risk, control, compliance and information
security which impartially and independently monitor the bank’s operations and regularly report on significant shortcomings
and risks to the Board of Directors, the CEO and certain Board committees.
The third line, the internal audit function, regularly reviews the bank’s operations, which includes reviewing activities in the
first and second lines of defence to determine whether the first two lines of defence are being adequately managed from a
risk perspective. The Internal Audit function reports regularly to the Board.
The bank’s risk management capabilities were affected to a certain extent during the pandemic but the impact was limited
due to robust processes. The bank managed the risk of a loss of personnel in critical functions by introducing different zones
and remote working. More employees working from home set higher requirements on information security and following up
the bank’s control framework.
The bank’s approach to corporate governance and internal control is described in greater detail in the following section on
Corporate Governance.
PARENT COMPANY’S OPERATIONS
Resurs Bank AB (publ) is the Parent Company of the Group, which in addition to Resurs Bank includes two additional
companies: RCL1 Ltd and Resurs Norden AB. Resurs Bank has three branch offices, with operations in three countries:
Denmark, Norway and Finland. In 2021, the Parent Company’s operating income amounted to SEK 3,089 million (3,414) and
operating profit was SEK 1,017 million (1,141). Lending operations are conducted in Resurs Bank AB. For additional
commentary on earnings, see the introductory description of the Group.
SIGNIFICANT EVENTS DURING THE YEAR
Resurs Bank dissolved the extra credit provision of SEK 75 million made due to COVID-19
In April 2020, Resurs Bank made an extra credit provision of SEK 75 million due to COVID-19. Resurs did not note any negative
trend in customers’ payment patterns. On the contrary, credit quality improved and the provision was therefore dissolved in
September 2021.
Nordic Leisure Travel Group choose Resurs’s e-commerce solution for continued focus on Nordic market
Resurs Bank will provide e-commerce solutions to Nordic Leisure Travel Group (NLTG), and its well-know Ving, Spies,
Globetrotter and Tjäreborg brands, when the Group introduces a new customer offering for the Nordic market as the travel
industry picks up again. Through its partnership with Resurs Bank, NLTG will be one of the first travel providers to feature a
Nordic consumer offering that lives up to customer expectations for a flexible, safe and smooth experience.
Resurs recruited top names and presented a new Group Management focus on strengthening position in e-commerce and
growth across the business
Mattias Ekman, from Klarna, who has served in various senior commercial roles, will join Resurs as CCO of the Retail Finance
business line. Group Management was also expanded with a new CCO for the Credit Cards business line and a new Chief
Governance & Risk Officer. New CCO of Nordic Consumer Loans, COO and CFO & Head of IR also took office during 2021.
Resurs launched its suitability initiative Resurs Society
Resurs wants to contribute to a more sustainable society and a more responsible credit market. As a result, Resurs Society
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was launched in September, which pools all of Resurs’s tangible investments to contribute to a sustainable development for
customers, partners, the industry and society as a whole.
Resurs Bank invests in the Nordic region’s first cloud-based banking platform that meets the needs of the customers of
tomorrow
Resurs Bank is investing in a new, entirely cloud-based banking platform that creates the prerequisites to provide customers
and partners with state-of-the-art services, interfaces and products. The global fintech company Intellect Design Arena will
be supplying the new platform. Resurs’s investment in this IT transformation amounts to about SEK 500 million, part of which
consists of Intellect’s cloud-based solution.
Resurs sold non-performing loans to leading international investor
In June 2021, Resurs Bank AB entered into an agreement with PRA Group, a leading international credit management company
in non-performing loans, to sell parts of Resurs Bank’s non-performing loans in Norway for a gross carrying amount of
approximately NOK 800 million. The sale had a positive impact on Resurs Bank’s capital requirements and liquidity and
ultimately had a neutral effect on earnings.
Resurs Bank awarded with a higher credit rating (BBB, stable outlook)
In April 2021, Resurs Bank received an update from the rating company Nordic Credit Rating (NCR). Resurs Bank’s credit rating
was raised from BBB- to BBB based on Resurs Bank’s ability to attract new partners and an improved Nordic consumer credit
market.
SIGNIFICANT EVENTS AFTER THE END OF THE YEAR
Early repayment of subordinated loan in Resurs Bank AB (publ)
On 17 January 2022, Resurs Bank AB (publ) repaid in advance a subordinated loan of SEK 300,000,000 that was issued on 17
January 2017.
S
wedish Financial Supervisory Authority’s preliminary assessment of Resurs Bank’s credit assessments
Resurs Bank is to be subject to an investigation by the Swedish Financial Supervisory Authority for the purpose of examining
whether the bank’s credit assessments comply with the Swedish Consumer Credit Act and the Authority’s general guidelines
regarding consumer credit (FFFS 2014:11). On 8 February 2022 the bank received official communication from the Swedish
Financial Supervisory Authority where the preliminary assessment is that the bank does not base its credit assessments on
adequate data and thus is non-compliant with the Consumer Credit Act. Resurs Bank does not share the Authority’s
preliminary assessment.
The war in Ukraine
On February 24, Russia launched an invasion of Ukraine. Resurs continuously analyzes the external situation in relation to our
suppliers and assesses the risk that the business will be affected given the information that is available and which is
confirmed to be known at present. Based on the information Resurs has, the analysis is that few of Resurs' suppliers use
resources from Ukraine and none from Russia. As of today, Resurs has no customers in either Russia or Ukraine. Resurs has
taken proactive measures to reduce any impact depending on the development we see in the outside world and continuously
monitors the situation and its possible effects on the business.
ANTICIPATED FUTURE PERFORMANCE
Resurs provides sales-driving financing solutions for retailers, consumer loans and niche insurance products in the Nordic
region. Resurs has continuously expanded its operations and its loan portfolio increased from SEK 9.3 billion at 31 December
2013 to SEK 33.3 billion on 31 December 2021. Resurs has established a stable platform, and continues to have potential for
substantial growth in the years to come.
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CORPORATE GOVERNANCE REPORT
Proper corporate governance practices are fundamental in maintaining the market’s confidence in the company and creating
added value for our stakeholders. As part of this effort and in order to prevent any conflicts of interest, roles and
responsibilities are clearly defined and delegated among shareholders, the Board of Directors, management and other
stakeholders. A detailed presentation of corporate governance at Resurs Bank Aktiebolag (publ) (“Resurs Bank”) is provided
on the following pages.
Corporate governance
Resurs Bank is a Swedish public limited liability company. The company’s corporate governance practices are predominately
based on Swedish law, the Swedish Financial Supervisory Authority’s regulations, the company’s Articles of Association and
internal rules and policies. Resurs Bank is a wholly owned subsidiary of Resurs Holding AB and is included in Resurs Holding’s
corporate governance model. Resurs Holding’s shares are listed at Nasdaq Stockholm. As per 31 December 2021 one owner of
Resurs Holding had an ownership share exceeding 10 % of the share capital/votes i.e. Waldakt Aktiebolag with a ownership
share of 28,9 %. Resurs Holding’s Corporate Governance Report is available at www.resursholding.se.
General meeting of shareholders
The general meeting of shareholders is the company’s highest decision-making body. The Articles of Association do not
contain any specific provisions that affect decision-making at general meetings. The Articles of Association do not include
any specific provisions concerning the election or dismissal of Board members, or concerning amendments to the Articles of
Association, nor do they stipulate any limitations on how many votes each shareholder can cast at a general meeting of
shareholders. The Board does not currently hold any authority granted by a general meeting of shareholders to make a
decision on Resurs Bank issuing any new shares or acquiring any own shares.
Board of Directors
Following the general meeting of shareholders, the Board is the company’s highest decision-making body and its highest
executive body. The work of the Board is primarily governed by the Swedish Companies Act. The Board’s work is also governed
by the rules of procedure that are established annually by the Board. The rules of procedure govern such matters as the
delegation of tasks and responsibilities among the Board and the CEO, and the procedures for the CEO’s financial reporting.
The Board’s tasks include establishing strategies, business plans and budgets, submitting interim reports and financial
statements and adopting policies. The Board must also monitor the company’s financial performance, ensure the quality of
the financial reporting and reporting by the control functions, and evaluate the company’s operations based on the
established targets and policies adopted by the Board. Finally, the Board also decides on major investments and significant
organisational and operational changes in the company.
CEO and other senior executives
The CEO is subordinate to the Board of Directors and is responsible for the company’s operational management and its day-
to-day business. The delegation of duties among the Board and the CEO is outlined in the Board's rules of procedure and the
CEO's instructions. The CEO is also responsible for preparing reports and compiling information from management ahead of
Board meetings and makes presentations at the Board meetings.
Pursuant to the internal policies on financial reporting, the CEO is responsible for financial reporting at Resurs Bank and must
thus ensure that the Board has sufficient information in order to be able to regularly assess the company and the banking
group’s financial position. Accordingly, the CEO continuously keeps the Board informed of the performance of the business,
earnings and financial position, trends in liquidity and credit risk, key business developments, as well as any other event,
circumstance or condition that could be assumed to be of significance for the company’s shareholders. Furthermore, the CEO
is to lead the executive management and execute the decisions made by the Board.
Internal control
The Board’s responsibility for internal control is primarily governed by the Swedish Companies Act, the Annual Accounts Act
(1995:1554), and the applicable elements of the Swedish Financial Supervisory Authority’s regulations and general
recommendations. The procedures for internal control, risk assessment, control activities and monitoring regarding its
financial reporting were designed to ensure reliable overall financial reporting and external financial reporting pursuant to
IFRS, prevailing laws and regulations, and other requirements that must be complied with by companies with financial
instruments listed on the Nasdaq Stockholm. These efforts involve the Board, Group Management and other personnel.
Control environment
The Board has adopted a number of policy documents, which, along with the external regulatory framework, comprise the
basis for Resurs Bank’s control environment. All employees are responsible for complying with the adopted policies. The Board
has adopted policies that govern the responsibilities of the CEO and the Board. The Board’s rules of procedures stipulate that
due to the consolidated situation, which included Resurs Bank together with Resurs Holding, the Board is to ensure the
8
presence of a risk control function (second line of defence), a compliance function (second line of defence) and an internal
audit function (third line of defence), all of which are organisationally separated from one another. Resurs Bank also has
another function in the second line of defence, the Information Security function. The control functions must regularly report
on significant weaknesses and risks to the Board and CEO. The reports are to follow up on previously reported weaknesses
and risks and account for each newly identified significant weakness and risk. The Board and the CEO are to take the
appropriate actions based on the control functions’ reports as soon as possible. The Board and the CEO are to ensure that
Resurs Bank has procedures in place to regularly follow up the actions it has taken based on the reports made by the control
functions. Responsibility for maintaining an effective control environment and a regular focus on risk assessment and internal
control regarding financial reporting is delegated to the CEO. However, responsibility ultimately lies with the Board. The CEO
must regularly provide the Board with a written CEO report, including general commentary on significant events. As operative
personnel in the first line of defence, managers at various levels within the Group are responsible for identifying and
addressing identified risks.
The Audit Committee continuously ensures the quality of Resurs Bank’s financial reporting, while the Corporate Governance
Committee of Resurs Holding ensures the quality of Resurs Bank’s corporate governance, internal control, compliance, risk
control, information control and internal audit functions. In addition, the Remuneration Committee ensures that Resurs Bank
complies with external and internal rules regarding remuneration.
Risk assessment and control activities
Resurs Bank has implemented risk assessment for errors in the accounting and the financial reporting. The most significant
items and processes in which the risk of material errors may typically exist include income-statement and balance-sheet
items, lending to the public, intangible assets and financial instruments. Resurs Bank continuously monitors the effectiveness
of the control of these items and processes.
Monitoring, evaluation and reporting
The Board continuously evaluates the information it receives. The Board regularly receives reports from the business lines
concerning Resurs Bank’s financial position and reports from the Audit Committee regarding their observations,
recommendations, and proposals on actions and decisions. The Compliance, Risk and Information Security functions and the
Internal Audit function regularly report their observations and proposals for actions to the CEO, the Board and certain Board
Committees. The internal and external regulatory frameworks that govern financial reporting are communicated internally by
way of policies that are published on the Group’s intranet.
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THIS IS A TRANSLATION FROM THE SWEDISH ORIGINAL
1 | 6
Auditor’s report
To the general meeting of the shareholders of Resurs Bank AB (publ), corporate identity number 516401-0208
Report on the annual accounts and consolidated accounts
Opinions
We have audited the annual accounts and consolidated accounts of
Resurs Bank AB (publ) for the year 2021. The annual accounts and
consolidated accounts of the company are included on pages 2-105 in
this document.
In our opinion, the annual accounts have been prepared in
accordance with the Annual Accounts Act for Credit Institutions and
Securities Companies and present fairly, in all material respects, the
financial position of the parent company as of 31 December 2021 and
its financial performance and cash flow for the year then ended in
accordance with the Annual Accounts Act for Credit Institutions and
Securities Companies. The consolidated accounts have been prepared
in accordance with the Annual Accounts Act for Credit Institutions and
Securities Companies and present fairly, in all material respects, the
financial position of the group as of 31 December 2021 and their
financial performance and cash flow for the year then ended in
accordance with International Financial
Reporting Standards (IFRS), as
adopted by the EU, and the Annual Accounts Act for Credit Institutions
and Securities Companies. Our opinions do not cover the corporate
governance statement on pages 8-9 The statutory administration
report is consistent with the other parts of the annual accounts and
consolidated accounts.
We therefore recommend that the general meeting of
shareholders
adopts the income statement and balance sheet for the parent
company and the group.
O
ur opinions in this report on the annual accounts and consolidated
accounts are consistent with the content of the additional report that
has been submitted to the parent company's audit committee in
accordance with the Audit Regulation (537/2014) Article 11.
Basis for Opinions
We conducted our audit in accordance with International Standards
on Auditing (ISA) and generally accepted auditing standards in
Sweden. Our responsibilities under those standards are further
described in the Auditor’s Responsibilities section. We are
independent of the parent company and the group in accordance with
professional ethics for accountants in Sweden and have otherwise
fulfilled our ethical responsibilities in accordance with these
requirements. This includes that, based on the best of our knowledge
and belief, no prohibited services referred to in the Audit Regulation
(537/2014) Article 5.1 have been provided to the audited company or,
where applicable, its parent company or its controlled companies
within the EU.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our opinions.
Key Audit Matters
Key audit matters of the audit are those matters that, in our
professional judgment, were of most significance in our audit of the
annual accounts and consolidated accounts of the current period.
These matters were addressed in the context of our audit of, and in
forming our opinion thereon, the annual accounts and consolidated
accounts as a whole, but we do not provide a separate opinion on
these matters. For each matter below, our description of how our
audit addressed the matter is provided in that context.
W
e have fulfilled the responsibilities described in the Auditor’s
responsibilities for the audit of the financial statements section of our
report, including in relation to these matters. Accordingly, our audit
included the performance of procedures designed to respond to our
assessment of the risks of material misstatement of the financial
statements. The results of our audit procedures, including the
procedures performed to address the matters below, provide the
basis for our audit opinion on the accompanying financial statements.
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Lending to the public and provision for credit losses
Detailed information and description of the area is presented in the annual accounts and consolidated accounts. Credit risk exposure and how it is handled
is described in note G3 section Credit risk. The group’s reported credit losses are specified in note G16 and the provision for credit losses is specified in
note G20. Information concerning the parent company is presented in note P14 and P18. Regarding the area relevant accounting policies for the group,
these can be found in note G2, section Credit losses and impairment of financial assets. Note P1 shows that the accounting principles of the parent company
concerning credit granting and provision for credit losses correspond with the accounting principles of the group.
Description How our audit addressed this key audit matter
As of 31 December 2021, lending to the public amounts to SEK 33 346
(33 392) SEK million for the group (parent company). Lending to
public consists of outstanding gross receivables at the amount of SEK
36 380 (36 425) million less provision for expected credit losses of SEK
3 033 (3 033) million. The Group’s model for credit losses is based on
IFRS 9.
The model for credit losses implies that lending to the public are
categorized into three stages depending on the grade of increase of
credit risk. In stage 1 the provision for credit losses correspond to
expected credit losses the coming 12 months. In stage 2 and 3 the
provision for credit losses correspond to expected credit losses
during the remaining duration of the credit.
The model for credit losses is prospective which implies that the bank
estimates the credit risk in each exposure and the loss that could be
realized. The model requires the bank to perform judgements and
estimates for example of criteria’s for defining a significant increase
of the credit risk and methods for calculating expected credit losses.
As part of the groups estimate also macro-economic factors and
other factors not reflected by the model should be included.
Lending to the public and provision for credit losses amount to
significant amounts. There is a risk that credits are accepted on faulty
grounds which could lead to an unwanted credit exposure. Further
the calculation of expected credit losses means that the bank
performs judgements and estimates. This means that identifying
doubtful credits and estimation of impairments have a significant
influence on the results and position of the bank and the group. We
have therefore considered lending to the public and provision for
credit losses to be a key audit matter of the audit.
We have reviewed the bank’s process of granting credits. This review
includes policies and guidelines, as well as the configuration of the
processes focusing on identifying significant risks of errors and controls
in order to prevent and detect those kinds of errors. We have evaluated
the effectiveness of significant controls and verified that they operate
as intended by testing a selection of transactions.
We have assessed whether the bank’s model for calculating credit
losses is in accordance with IFRS 9.
We have, among other things, with support from our modelling
specialists, evaluated if the company’s model of calculating provisions
is operating according to the requirements of IFRS 9. We have also
tested for the bank relevant controls relating to input to model data,
the model and the result of the calculations.
We have also, by testing samples assessed the reasonableness of the
grouping of lending to public into the different stages. We have also
tested the input data to the models.
We have assessed supporting assumptions and calculations related to
macro-economic factors and other factors not reflected by the model.
We have also assessed the disclosures in the financial statements
regarding lending to public and provision for credit losses are
appropriate.
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Goodwill and impairment test
Detailed information and description of the area is presented in the annual report. The group’s reported goodwill is specified in note G24 and the parent
company’s in note P23. Regarding the area relevant accounting policies these can be found in note G2, section Goodwill. Estimates and assessments are
described in note G2, section Judgements and estimates in the financial statements and also in note G40 and P39.
Description How our audit addressed this key audit matter
The goodwill as of December 31 2021 amounts to SEK 1 708 million
in the group and SEK 1 268 million in parent company. The company
tests the book value of goodwill and intangible assets with indefinite
useful lives annually and whenever events or changes in
circumstances indicate that the carrying amount might not be
recoverable. The recoverable amount per cash generating unit is
determined based on estimates of value in use using a discounted
cash flow model. Anticipated future cash flows are based on the first
five years of forecasts of risk-weighted volumes, income, expenses,
credit losses and anticipated future capital requirements. The
forecasts are based primarily on an internal assessment of the
company based on historical performance, market development of
future revenue and cost trends, economic conditions, anticipated
interest rate and anticipated effects of future regulations. In addition,
a forecast is conducted after the first five-year forecast period based
on a long-term growth rate assumption. The impairment test in 2021
did not result in an impairment. The calculated recoverable amount
is dependent on a number of different variables. The most important
variables are the assumption of capital requirement, interest rate and
economic trends, future margins, credit losses and cost effectiveness.
Considering that goodwill constitutes a significant amount and that
the valuation is dependent on judgement we have considered
goodwill to be key audit matter of the audit.
In our audit we have evaluated and tested the company´s process for
impairment testing, by analyzing earlier accuracy in forecasts and
assumptions. We have together with our valuations specialists
reviewed the company´s model and method applied for the
impairment test and we have evaluated the company’s own sensitivity
analyses. We have also together with our valuation specialists
examined whether the assumptions of the interest rate and the long-
term growth are based on marketable assumptions. We have evaluated
whether the information in the annual report is appropriate.
Responsibilities of the Board of Directors and the Managing
Director
The Board of Directors and the Managing Director are responsible for
the preparation of the annual accounts and consolidated accounts
and that they give a fair presentation in accordance with the Annual
Accounts Act for Credit Institutions and Securities Companies and,
concerning the consolidated accounts, in accordance with IFRS as
adopted by the EU. The Board of Directors and the Managing Director
are also responsible for such internal control as they determine is
necessary to enable the preparation of annual accounts and
consolidated accounts that are free from material misstatement,
whether due to fraud or error.
In preparing the annual accounts and consolidated accounts, The
Board of Directors and the Managing Director are responsible for the
assessment of the company’s and the group’s ability to continue as a
going concern. They disclose, as applicable, matters related to going
concern and using the going concern basis of accounting. The going
concern basis of accounting is however not applied if the Board of
Directors and the Managing Director intends to liquidate the
company, to cease operations, or has no realistic alternative but to do
so.
The Audit Committee shall, without prejudice to the Board of
Director’s responsibilities and tasks in general, among other things
oversee the company’s financial reporting process.
Auditor’s responsibility
Our objectives are to obtain reasonable assurance about whether the
annual accounts and consolidated accounts as a whole are free from
material misstatement, whether due to fraud or error, and to issue an
auditor’s report that includes our opinions. Reasonable assurance is a
high level of assurance, but is not a guarantee that an audit conducted
in accordance with ISAs and generally accepted auditing standards in
Sweden will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are considered
material if, individually or in the aggregate, they could reasonably be
expected to influence the economic decisions of users taken on the
basis of these annual accounts and consolidated accounts.
As part of an audit in accordance with ISAs, we exercise professional
judgment and maintain professional skepticism throughout the audit.
We also:
Identify and assess the risks of material misstatement of the
annual accounts and consolidated accounts, whether due to
fraud or error, design and perform audit procedures responsive
to those risks, and obtain audit evidence that is sufficient and
appropriate to provide a basis for our opinions. The risk of not
detecting a material misstatement resulting from fraud is higher
than for one resulting from error, as fraud may involve collusion,
forgery, intentional omissions, misrepresentations, or the
override of internal control.
Obtain an understanding of the company’s internal control
relevant to our audit in order to design audit procedures that are
appropriate in the circumstances, but not for the purpose of
expressing an opinion on the effectiveness of the company’
s
i
nternal control.
Evaluate the appropriateness of accounting policies used and the
reasonableness of accounting estimates and related disclosures
made by the Board of Directors and the Managing Director.
Conclude on the appropriateness of the Board of Directors’ and
the Managing Director’s use of the going concern basis of
accounting in preparing the annual accounts and consolidated
accounts. We also draw a conclusion, based on the audit evidence
obtained, as to whether any material uncertainty exists related to
events or conditions that may cast significant doubt on the
company’s and the group’s ability to continue as a going concern.
If we conclude that a material uncertainty exists, we are required
to draw attention in our auditor’s report to the related
disclosures in the annual accounts and consolidated accounts or,
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if such disclosures are inadequate, to modify our opinion about
the annual accounts and consolidated accounts. Our conclusions
are based on the audit evidence obtained up to the date of our
auditor’s report. However, future events or conditions may cause
a company and a group to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the
annual accounts and consolidated accounts, including the
disclosures, and whether the annual accounts and consolidated
accounts represent the underlying transactions and events in a
manner that achieves fair presentation.
Obtain sufficient and appropriate audit evidence regarding the
financial information of the entities or business activities within
the group to express an opinion on the consolidated accounts.
We are responsible for the direction, supervision and
performance of the group audit. We remain solely responsible for
our opinions.
We must inform the Board of Directors of, among other matters, the
planned scope and timing of the audit. We must also inform of
significant audit findings during our audit, including any significant
deficiencies in internal control that we identified.
We must also provide the Board of Directors with a statement that we
have complied with relevant ethical requirements regarding
independence, and to communicate with them all relationships and
other matters that may reasonably be thought to bear on our
independence, and where applicable, actions taken to eliminate
threats or related safeguards applied.
From the matters communicated with the Board of Directors, we
determine those matters that were of most significance in the audit
of the annual accounts and consolidated accounts, including the most
important assessed risks for material misstatement, and are therefore
the key audit matters. We describe these matters in the auditor’s
report unless law or regulation precludes disclosure about the matter.
Report on other legal and regulatory requirements
Opinions
In addition to our audit of the annual accounts and consolidated
accounts, we have also audited the administration of the Board of
Directors and the Managing Director of Resurs Bank AB (publ) for the
year 2021 and the proposed appropriations of the company’s profit
or loss.
We recommend to the general meeting of shareholders that the profit
be appropriated (loss be dealt with) in accordance with the proposal
in the statutory administration report and that the members of the
Board of Directors and the Managing Director be discharged from
liability for the financial year.
Basis for opinions
We conducted the audit in accordance with generally accepted
auditing standards in Sweden. Our responsibilities under those
standards are further described in the Auditor’s Responsibilities
section. We are independent of the parent company and the group in
accordance with professional ethics for accountants in Sweden and
have otherwise fulfilled our ethical responsibilities in accordance with
these requirements.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our opinions.
Responsibilities of the Board of Directors and the Managing
Director
The Board of Directors is responsible for the proposal for
appropriations of the company’s profit or loss. At the proposal of a
dividend, this includes an assessment of whether the dividend is
justifiable considering the requirements which the company's and the
group’s type of operations, size and risks place on the size of the
parent company's and the group’s equity, consolidation
requirements, liquidity and position in general.
The Board of Directors is responsible for the company’s organization
and the administration of the company’s affairs. This includes among
other things continuous assessment of the company’s and the group’s
financial situation and ensuring that the company's organization is
designed so that the accounting, management of assets and the
company’s financial affairs otherwise are controlled in a reassuring
manner. The Managing Director shall manage the ongoing
administration according to the Board of Directors’ guidelines and
instructions and among other matters take measures that are
necessary to fulfill the company’s accounting in accordance with law
and handle the management of assets in a reassuring manner.
Auditor’s responsibility
Our objective concerning the audit of the administration, and thereby
our opinion about discharge from liability, is to obtain audit evidence
to assess with a reasonable degree of assurance whether any member
of the Board of Directors or the Managing Director in any material
respect:
has undertaken any action or been guilty of any omission which
can give rise to liability to the company, or
in any other way has acted in contravention of the Companies
Act, the Banking and Financing Business Act, the Annual Accounts
Act for Credit Institutions and Securities Companies or the
Articles of Association.
Our objective concerning the audit of the proposed appropriations of
the company’s profit or loss, and thereby our opinion about this, is to
assess with reasonable degree of assurance whether the proposal is
in accordance with the Companies Act.
Reasonable assurance is a high level of assurance, but is not a
guarantee that an audit conducted in accordance with generally
accepted auditing standards in Sweden will always detect actions or
omissions that can give rise to liability to the company, or that the
proposed appropriations of the company’s profit or loss are not in
accordance with the Companies Act.
As part of an audit in accordance with generally accepted auditing
standards in Sweden, we exercise professional judgment and
maintain professional skepticism throughout the audit. The
examination of the administration and the proposed appropriations
of the company’s profit or loss is based primarily on the audit of the
accounts. Additional audit procedures performed are based on our
professional judgment with starting point in risk and materiality. This
means that we focus the examination on such actions, areas and
relationships that are material for the operations and where
deviations and violations would have particular importance for the
company’s situation. We examine and test decisions undertaken,
support for decisions, actions taken and other circumstances that are
relevant to our opinion concerning discharge from liability. As a basis
for our opinion on the Board of Directors’ proposed appropriations of
the company’s profit or loss we examined the Board of Directors’
reasoned statement and a selection of supporting evidence in order
to be able to assess whether the proposal is in accordance with the
Companies Act.
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The auditor’s examination of the ESEF report
Opinion
In addition to our audit of the annual accounts and consolidated
accounts, we have also examined that the Board of Directors and the
Managing Director have prepared the annual accounts and
consolidated accounts in a format that enables uniform electronic
reporting (the Esef report) pursuant to Chapter 16, Section 4(a) of the
Swedish Securities Market Act (2007:528) for Resurs Bank AB (publ)
for the financial year 2021.
Our examination and our opinion relate only to the statutory
requirements.
In our opinion, the ESEF report #[checksum] has been prepared in a
format that, in all material respects, enables uniform electronic
reporting.
Basis for opinion
We have performed the examination in accordance with FAR’s
recommendation RevR 18 Examination of the ESEF report. Our
responsibility under this recommendation is described in more detail
in the Auditors’ responsibility section. We are independent of Resurs
Bank AB (publ) in accordance with professional ethics for accountants
in Sweden and have otherwise fulfilled our ethical responsibilities in
accordance with these requirements.
We believe that the evidence we have obtained is sufficient and
appropriate to provide a basis for our opinion.
Responsibilities of the Board of Directors and the Managing
Director
The Board of Directors and the Managing Director are responsible for
the preparation of the Esef report in accordance with Chapter 16,
Section 4(a) of the Swedish Securities Market Act (2007:528), and for
such internal control that the Board of Directors and the Managing
Director determine is necessary to prepare the Esef report without
material misstatements, whether due to fraud or error.
Auditor’s responsibility
Our responsibility is to obtain reasonable assurance whether the Esef
report is in all material respects prepared in a format that meets the
requirements of Chapter 16, Section 4(a) of the Swedish Securities
Market Act (2007:528), based on the procedures performed.
RevR 18 requires us to plan and execute procedures to achieve
reasonable assurance that the Esef report is prepared in a format that
meets these requirements.
Reasonable assurance is a high level of assurance, but it is not a
guarantee that an engagement carried out according to RevR 18 and
generally accepted auditing standards in Sweden will always detect a
material misstatement when it exists. Misstatements can arise from
fraud or error and are considered material if, individually or in
aggregate, they could reasonably be expected to influence the
economic decisions of users taken on the basis of the Esef report.
The audit firm applies ISQC 1 Quality Control for Firms that Perform
Audits and Reviews of Financial Statements, and other Assurance and
Related Services Engagements and accordingly maintains a
comprehensive system of quality control, including documented
policies and procedures regarding compliance with professional
ethical requirements, professional standards and legal and regulatory
requirements.
The examination involves obtaining evidence, through various
procedures, that the Esef report has been prepared in a format that
enables uniform electronic reporting of the annual and consolidated
accounts. The procedures selected depend on the auditor’s judgment,
including the assessment of the risks of material misstatement in the
report, whether due to fraud or error. In carrying out this risk
assessment, and in order to design audit procedures that are
appropriate in the circumstances, the auditor considers those
elements of internal control that are relevant to the preparation of
the Esef report by the Board of Directors and the Managing Director,
but not for the purpose of expressing an opinion on the effectiveness
of those internal controls. The examination also includes an
evaluation of the appropriateness and reasonableness of assumptions
made by the Board of Directors and the Managing Director.
The procedures mainly include a technical validation of the Esef
report, i.e. if the file containing the Esef report meets the technical
specification set out in the Commission’s Delegated Regulation (EU)
2019/815 and a reconciliation of the Esef report with the audited
annual accounts and consolidated accounts.
Furthermore, the procedures also include an assessment of whether
the Esef report has been marked with iXBRL which enables a fair and
complete machine-readable version of the consolidated statement of
financial performance, financial position, changes in equity and cash
flow.
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The auditor’s examination of the corporate governance statement
The Board of Directors is responsible for that the corporate
governance statement on pages 8-9 has been prepared in
accordance with the Annual Accounts Act.
Our examination of the corporate governance statement is conducted
in accordance with FAR´s standard RevR 16 The auditor´s examination
of the corporate governance statement. This means that our
examination of the corporate governance statement is different and
substantially less in scope than an audit conducted in accordance with
International Standards on Auditing and generally accepted auditing
standards in Sweden. We believe that the examination has provided
us with sufficient basis for our opinions.
A corporate governance statement has been prepared. Disclosures in
accordance with chapter 6 section 6 the second paragraph points 2-6
of the Annual Accounts Act and chapter 7 section 31 the second
paragraph the same law are consistent with the other parts of the
annual accounts and consolidated accounts and are in accordance
with the Annual Accounts Act.
Ernst & Young AB was appointed auditor of Resurs Bank AB (publ) by
the general meeting of the shareholders on the 28 April 2021 and has
been the company’s auditor since the 29 April 2013
Stockholm 21 March, 2022
Ernst & Young AB
Jesper Nilsson
Authorized Public Accountant
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