Annual Report 2014 EN v2 - Edmond de Rothschild · ANNUAL REPORT 2014 | 5 Edmond de Rothschild (Suisse) SA 7 Message ... model and value proposal. Finally, new technologies are reshaping

ANNUAL REPORT 2014EDMOND DE ROTHSCHILD (SUISSE) S.A.

Edmond de Rothschild (Suisse) SA Annual Report 2014

ANNUAL REPORT 2014 | 3

Contents

5 Edmond de Rothschild (Suisse) SA

7 Message

from Baron Benjamin de Rothschild

8 Message from the Executive Committee

11 Corporate Governance

12 Introduction

13 Group structure and shareholders

15 Capital structure

17 Board of Directors

27 Executive Committee

33 Remuneration, profit-sharing and loans

34 Shareholders’ rights

36 Take-overs and defensive measures

37 Independent Auditors

38 Information policy

39 Edmond de Rothschild (Suisse) SA

Group

Financial Report

40 Key figures

41 Report of the Directors

45 Report of the statutory auditor

47 Consolidated subsidiaries

51 Consolidation principles

53 Valuation policies

54 Consolidated balance sheet

56 Consolidated profit and loss account

57 Consolidated cash flow statement

58 Notes to the consolidated

financial statements

85 Edmond de Rothschild (Suisse) SA,

Geneva

Financial Report

86 Key figures



94 Balance sheet

96 Profit and loss account

97 Notes to the financial statements

107 Pay Report

115 Addresses

4 | EDMOND DE ROTHSCHILD (SUISSE) SA


Edmond de Rothschild (Suisse) SA

7 Message

from Baron Benjamin de Rothschild

8 Message from the Executive Committee



Message from Baron Benjamin de Rothschild Global growth proved disappointing in 2014 contrary to

economic projections, particularly in emerging markets. At just

over 3%, it was on a level with the two previous years –

demonstrating once again that the road to recovery since the

outbreak of the financial crisis in September 2008 is a long

one.

The biggest event last year was ultimately the massive drop in

oil prices. On a geopolitical level, this drop had the immediate

effect of rebalancing growth prospects between developed

economies and emerging economies – a change that is more

structural than it appears. Many large emerging countries

suffer from structural imbalances that affect their development

and undermine stability. The drop in oil prices has accelerated

this trend. The situation has certainly improved for importing

countries due to lower energy bills, which allow better control

of production costs; however, these countries have also

suffered from the growing trend toward deflation.

Finally, 2014 will be remembered as the year that China

became the largest economic power in the world. Of course

this is not a surprise, but the speed with which it happened is

remarkable.

Faced with these major developments, we have chosen to

create a more coherent Group and develop our spirit of

conquest – both in areas where we have operated for many

years and in new emerging markets.

And now, for once, I would like to introduce our annual report

by focusing on the future rather than reviewing the past.

In early 2015, I made the decision to further consolidate my

family’s position at the head of the Edmond de Rothschild

Group. In January, the Board of Directors of our Group’s

holding company appointed my wife, Ariane, as Chairwoman

of the Group Executive Committee, reflecting my desire for our

family to play a more direct role in overseeing the Group’s

business. For my part, I will of course remain Chairman of our

Group’s Board of Directors, and I will actively support my wife

and the Group’s teams.

Our decision was the result of careful consideration.

Faced with an uncertain economic environment, increasingly

stringent regulations and fierce competition, my family’s

commitment to our Group is deeper than ever before. In the

last three years, we have made great progress towards

melding our banks and financial services into a coherent

Group, driven by a common vision, common goals and

progressively common systems.

The challenge we face today is to move beyond organisational

factors so that we can return our Group’s focus to its spirit of

conquest. The year 2015 marks a new milestone in the

history of our Group. Our goal is to reconcile what may seem

to be two opposing forces: our passion for entrepreneurship

and an environment that places a strong emphasis on

controlling risk. By placing ourselves on the front lines of

executive management, we as a family are demonstrating our

commitment to making ourselves fully accountable for the next

phase of our Group’s development.

Finally, I would like to add that for the first time in the history of

the Rothschild family, the Executive Committee is chaired by a

woman. Few financial institutions are or have been managed

by a woman. I am delighted that Ariane accepted my

proposal.

In 2014, the Group’s business remained buoyant despite a

context of major change. I would like to take this opportunity

to thank every one of the Group’s employees, whose skills are

invaluable. I know I can count on our employees to help build

the robust and innovative group we strive to be and to

position Edmond de Rothschild as a leader in the global

financial sector.

Benjamin de Rothschild

Chairman of the Board of Directors


Message from the Executive Committee

Private banking is one of the few sectors of finance that is

growing. It continues to expand worldwide, in line with the

rising number and assets of high and ultra-high net worth

individuals (U/HNWIs), especially in the emerging markets.

But even as the number of U/HNWIs grows in emerging and

newly emerged economies, competition between the world’s

financial centres is also increasing. The products and services

offered by many of these centres are very different from those

provided by traditional private banks.

In fact, the banking universe is becoming ever more complex

and sophisticated and it is changing at an accelerating pace.

Regulations have become increasingly constraining. As a

result of changes in banking secrecy, cross-border rules,

FATCA, the arrival of a MiFID II and the automatic exchange of

information, banks have been forced to rethink their business

model and value proposal.

Finally, new technologies are reshaping the landscape as well,

with the increasing use of paperless communications

between banks and clients and with the digitalisation of

workflows.

In response to all these changes, our Group also has to

enhance its value proposition to clients by offering more

advisory, transparent asset management choices and

performances and clear-cut fees. Moreover, we have to

continue demonstrating our independence and ability to align

our interests with those of our clients, a principle that we know

is greatly valued by our shareholders.

Our Group has already changed considerably to adapt and

thereby build an organisation that is not only in tune with its

environment but also poised to meet future challenges. This

indispensable process has mainly involved transforming our

business model and complying with regulatory requirements.

But it in no way alters the DNA of our Group. Personalised

relations with clients, top-quality investment advisory and a

rock-solid balance sheet remain our foremost concerns.

Another of our priorities lies in bolstering the relevance and

diversity of our offering, which we did in 2014 by developing a

broader array of state-of-the-art services affording greater

differentiation. These range from Multi-strategy Portfolio

Management, Active Advisory and Private Equity to Risk

Management, Corporate Finance and Currency Overlay.

When it comes to conviction-based investments, our Group

has pioneered biotechnology investing and economic

development in Africa. Last year our private equity fund

dedicated to financing local small and medium-sized

businesses in Africa raised more than $530 million—a

remarkable feat. Another fund focused on European

infrastructure projects exceeded €430 million at its first closing,

positioning us among the front-runners in this segment. In 2015

we will further tap our spirit of innovation with projects covering

all sectors of the real economy, from technology and healthcare

to infrastructures and emerging markets.

In alternative multimanagement, despite last year’s challenging

conditions we were ranked first worldwide out of 425 fund of

hedge funds management companies. The prestigious

magazine InvestHedge once again honoured the performance

of our fund lines over a 12-year period. We are proud of this

outstanding long-term track record, which rewards the work

and expertise of our fund management teams. Alternative

multimanagement, with its power to diversify risks and reduce

volatility, continues to deserve its place in our portfolios.

Finally, for clients seeking exposure to hard assets, we

recently launched a vehicle that offers the merits of an

investment in physical gold as well as counterparty security.

We also bolstered our real estate offering by acquiring a

majority stake in OROX Asset Management, a Swiss property

fund.

The global economic recovery gained momentum last year,

particularly in the developed countries. The largest of these

registered GDP growth close to their growth potential. In 2015

the United States will remain the world’s main growth engine.

Booming job creation and a general reduction in household

debt will enable American consumers to open up their wallets

further. Wages will start rising soon. By contrast, growth in the

Euro Zone will remain subdued for fundamental reasons.

Crushing public debt and unemployment across the Continent

will continue to siphon off a large portion of wealth creation.

Geopolitical tensions between Russia and the West over the

Ukraine crisis are moreover curbing companies’ capital

investment and exports, particularly in Germany. In China the

economic downturn should not be too severe but it will

nevertheless need to be monitored closely. Beijing is

orchestrating a controlled slowdown as it tries to recast the

country’s economic model. The old formula driven by


competitive yuan depreciation and real estate investment is

being gradually sloughed off and replaced by a new one geared

more towards private consumption. The authorities will try to

apply measured stimulus. It will all be a matter of control.

The halving and more of crude oil prices, between June and

December 2014, will give a sizeable boost to GDP growth

worldwide. But on the other hand, it will also depress inflation

rates and in 2015 central banks will have to factor this into their

monetary policies. In the Euro Zone, Japan and even China,

they will have to do more by lowering short-term interest rates, if

that is still possible, and by pumping massive doses of liquidity

into the financial system via asset-purchase programmes. In the

US, after weaning the markets off these injections in 2014, the

Federal Reserve will continue to normalise its monetary policy

during the current year. Expectations of a highly probable rise in

the US federal funds rate are tracked carefully by analysts and

are bound to result in repeated market spasms. The upshot is

that monetary policies will continue to have a powerful impact

on borrowing costs and risk premiums. On the whole, demand

for bonds should remain relatively strong, preventing yields from

rising quickly. The dollar should appreciate further at the

expense of the euro and the yen, in particular.

The markets’ extreme sensitivity to monetary policies has

buoyed equity benchmarks tremendously in recent years.

Multiples have escalated even though earnings forecasts have

been revised relentlessly downward. The S&P 500, for

example, rocketed 213% between March 2009 and December

2014, whereas the constituent companies’ profits rose only

62% during the same period. If stockmarkets are to keep on

climbing in 2015, earnings will have to improve. If there is one

major risk, it is of an erosion of investor confidence. Trends

have been “disconnected” from fundamentals for several years

now and investors view this situation “complacently”, to borrow

terms used in turn by the Bank for International Settlements and

the US Federal Reserve. More recently, the International

Monetary Fund weighed in, noting investors’ “optimism”.

In any event, our portfolio managers have to find ways of

generating sustainable, risk-adjusted returns in an environment

marked by artificially high valuations. The higher asset prices go,

the more difficult it will be to secure strong performances.

In this context, preserving and developing our clients’ wealth

remains our fundamental purpose. Our Investment department

strives to enhance returns by innovating, broadening the

universe of investable assets and, in a world marked by variable

and unstable relationships between the various asset classes,

by better managing risk in general.

Given the magnitude of market distortions due to the massive

interventions of central banks, we firmly believe that portfolio

diversification, though necessary, is no longer enough to

mitigate risks. Risk management therefore lies at the heart of

our investment philosophy and our profession as bankers. Our

decades of experience in this area will prove more useful than

ever this year.

Edmond de Rothschild is a unique Group, distinguished by our

shareholder’s commitment and local management.

Differentiation is our watchword. In the aftermath of the crisis,

the banking industry as a whole committed to reviewing its

model and the size of its players. As has always been the case

and now more than ever, we are convinced that there is a place

for players on a human scale who place client relationships and

impartial investment advisory at the heart of their concerns. We

continue to stand by the values of our shareholders and remain

committed to our fiduciary responsibility vis-à-vis our clients.

Modernising a Group such as ours is a long-term project. It is

indispensable in order to serve our clients professionally and

effectively in today’s and tomorrow’s world.

At Edmond de Rothschild, we can claim a true legitimacy in our

field, thanks to our name, our history and the values of our

shareholder’s family. By asserting our long-term vision, our

pursuit of performance, our innovative spirit and our social

responsibility, we will succeed in preserving this heritage.

We wish to thank the Group’s shareholders for their patience

and commitment, our teams for the work they perform in a

complex environment and, of course, our clients for their loyalty,

which we will strive to continue to deserve.

The Executive Committee



Corporate Governance

12 Introduction

13 Group structure and shareholders

15 Capital structure

17 Board of Directors

27 Executive Committee

33 Remuneration, profit-sharing and loans

34 Shareholders’ rights

36 Take-overs and defensive measures

37 Independent Auditors

38 Information policy


Corporate Governance Introduction

This section of our Annual Report has been drafted in

accordance with the relevant legal and stock exchange

requirements, including the Swiss Code of Obligations (CO)

and Directive on Corporate Governance (DCG) issued by SIX

Swiss Exchange (SIX) on 1 September 2014. It also draws on

the Swiss Code of Best Practice for Corporate Governance

issued by economiesuisse (SECO) on behalf of the Federation

of Swiss Enterprises, as amended in 2014, containing

standards for corporate governance.

The above-mentioned DCG was issued by SIX based on art.

8 of Switzerland’s Stock Exchanges and Securities Trading

Act (SESTA) and articles 1-6 and 49 et seq of SIX’s Listing

Regulations. The DCG mainly apply to issuers incorporated in

Switzerland whose equity securities are traded on SIX. It also

draws on the Ordinance on Excessive Remuneration in Listed

Companies (OER) of 20 November 2013.

The major concerns underlying the above-mentioned

regulations are to limit economic risks, safeguard companies’

reputations and promote responsibility. Corporate governance

is anchored in a set of principles designed to protect

shareholders by ensuring transparency, the issuance of clear

information and a balance at the highest level between the

company’s executives, on the one hand, and its owners, on

the other. At the same time, these principles uphold decision-

making power and efficiency.

The main information required by the SIX Guidelines is

disclosed in the following pages and in the Remuneration

Report. There are also cross-references to items included

elsewhere in this report, our Bank’s Articles of Association and

Bylaws, which can be found on the Bank’s website:

www.edmond-de-rothschild.ch / About Us / Investor

Relations – Legal Documents.


1. Group structure and shareholders

1.1. Group structure

1.1.1. Presentation of the Group’s operating structure

Board of Directors

Chairman

Baron Benjamin de Rothschild

Vice-Chairwoman

Baroness Benjamin de Rothschild

Secretary

Jean Laurent-Bellue

Members

Luc J. Argand

Veit de Maddalena 1)

Rajna Gibson Brandon 2)

François Hottinger

Klaus Jenny

Maurice Monbaron

Jacques-André Reymond

E. Trevor Salathé

1) = until 29 April 2014


3) = from 29 April 2014, replacing Rajna Gibson Brandon

4) = As per section 3.2.1.2 al. 4 of the Bylaws the members of the Promotions Committee are the same as those of the Pay Committee

5) = Executive Committee as constituted since 2 October 2014

6) = From 29 April 2014, replacing François Maendly.

Audit Committee

Chairman

Klaus Jenny

Vice-Chairman


Members

Jean Laurent-Bellue

Maurice Monbaron3)

E. Trevor Salathé

Pay Committee 4)

Chairwoman


Secretary

Jean Laurent-Bellue

Members

Luc J. Argand

Klaus Jenny

E. Trevor Salathé

Nomination Committee 4)

Chairwoman


Secretary

Jean Laurent-Bellue

Members

Luc J. Argand

Klaus Jenny

E. Trevor Salathé

Executive Committee 5)

Chairman and Chief Executive

Officer

Emmanuel Fievet

Deputy Chief Executive Officers

Luca Venturini Vice-Chairman; Deputy Chief Executive Officer in charge of Private Banking

Sabine Rabald

Deputy Chief Executive Officer Chief Administrative Officer

Members

Yves Aeschlimann Chief Compliance Officer

Cynthia Tobiano Chief Financial Officer

More information on the Board of

Directors and Executive Committee

can be found on pp. 17 et seq. and

30 et seq. of this report.

Internal Audit

Senior Vice-President

Jean-Christophe Pernollet 6)

Independent Auditor

PricewaterhouseCoopers SA


1.1.2. Legal structure of Edmond de Rothschild (Suisse) SA

Edmond de Rothschild (Suisse) SA is a joint-stock company traded on SIX (ISIN CH0001347498 / Security number 134749TK).

Its stockmarket capitalisation at 31.12.2014 was CHF 1.375 billion. It is the only listed Edmond de Rothschild (Suisse) SA Group

company.

1.1.3. Group legal structure

The fully consolidated entities of the Edmond de Rothschild (Suisse) SA group are listed on pp. 47-50 of this report.

Par value Percentage of share

capital

Percentage of voting

rights

1.2. Major shareholders importants

(at 31.12.2014) (in CHF ‘000) (in %) (in %)

Major shareholders

Edmond de Rothschild Holding SA (1) 36,679.5 81.5 86.9

Rothschild Holding AG, Zurich (2) 3,800.0 8.4 9.4

(1) The entire share capital of Edmond de Rothschild Holding SA is directly or

indirectly controlled by members of the de Rothschild family. 17% of the

company’s share capital (representing 6.77% of voting rights) is owned by

Baroness Edmond de Rothschild and 66.33% (representing 89.84% of

voting rights) by Baron Benjamin de Rothschild. The financial statements of

Edmond de Rothschild Holding SA are available on request in writing to the

company (PO Box 5254, 1211 Geneva 11).

(2) Rothschild Holding AG, Zurich is owned by 1) Eric de Rothschild, Paris; 2)

David de Rothschild, Paris; 3) Alexandre de Rothschild, Paris; 4)

Stéphanie Lifford de Buffévent, Paris; 5) Louise de Rothschild, Paris; 6)

Financière de Tournon SAS, Paris; 7) Financière de Reux SAS, Paris; 8)

Béro SCA, Paris; 9) Ponthieu Rabelais SAS, Paris; 10) Integritas BV,

Amsterdam; 11) Rothschild Trust (Schweiz) AG, Zurich; 12) AYRE

Corporation (1972) Limited, Amsterdam; 13) Edouard de Rothschild, Paris;

14) Holding Financier Jean Goujon SAS Paris; 15) Rothschild Concordia

SAS, Paris; 16) Philippe de Nicolay, Paris; 17) Olivier Pécoux, Paris; 18)

François Henrot, Paris; 19) Compagnie Financière Martin-Maurel SA,

Marseille; 20) Eranda Foundation, UK; 21) PO Gestion

SAS, Paris; 22) PO Commandité SAS, Paris 23) CD GFA SARL, Paris ;

24) Christophe Desprez, Paris ; 25) Nicolas Bonnault, Paris ; 26) Laurent

Baril, Paris ; 27) Philippe Le Bourgeois, Paris ; 28) Maria de Rothschild,

Paris ; 29) Julia Footnick, Paris ; 30) Elisabeth Donovan, Paris ; 31) James

de Rothschild, Paris ; 32) Anna de Rothschild, Paris ; 33) Pierre de

Rothschild, Paris ; 34) Alexandra Pécoux, Paris ; 35) Emmanuelle Pécoux,

Paris ; 36) Maylis Pécoux, Paris (together persons/entities 1), 3) and 13) to

36) represent the “PO-Group” and together entities and persons 1) to 12)

represent the RCSAS-Group); Rothschild Holding AG, Zurich owns 20,000

registered shares and 3,600 bearer shares of Edmond de Rothschild

(Suisse) SA, Geneva, representing 8.44% of the total share capital and

9.44% of voting rights.

RCSAS Group owns a controlling interest in Rothschild Concordia SAS, Paris.

The PO Group controls Paris Orléans SCA, which in turn controls Concordia

Holding Sàrl, Paris. Concordia Holding Sàrl controls Rothschild Concordia AG,

Zug, which in turn owns a controlling stake in Rothschilds Continuation

Holdings AG, Zug. Rothschilds Continuation Holdings AG controls Rothschild

Holding AG, Zurich, which owns a direct holding in Edmond de Rothschild

(Suisse) SA, Geneva.

Number of shares owned

Percentage of share

capital

Percentage of voting

rights

1.3. Cross-holdings (in %) (in %)

Cross-holdings

Rothschild Holding AG, Zürich 10,161 12.1 13.8

*Direct and/or indirect holding by the parent company.


2. Capital structure

Par value Number of shares

Capital ranking for

dividend

2.1. Share capital (in CHF ‘000) (in CHF ‘000)

Share capital

Fully paid registered shares at CHF 100.– par value 20,000 200,000 20,000

Fully paid bearer shares at CHF 500.– par value 25,000 50,000 25,000

Total share capital 45,000

2.2. Specific indications regarding authorised and contingent capital

Edmond de Rothschild (Suisse) SA has no authorised or

contingent capital.

2014 2013 2012 2011

2.3. Changes in share capital (in CHF ‘000)

Share capital

Fully paid registered shares with a par value of CHF 100.– 20,000 20,000 20,000 20,000

Fully paid bearer shares with a par value of CHF 500.– 25,000 25,000 25,000 25,000

Total share capital 45,000 45,000 45,000 45,000

2.4. Shares and non-voting certificates

The 200,000 unlisted registered shares with a par value of

CHF 100 and the 50,000 bearer shares with a par value of

CHF 500 listed on the SIX confer the same entitlements in

proportion to their par value, in accordance with art. 7 para. 2

and 3 of our articles of incorporation. The registered and

bearer shares are fully paid up.

Under art. 6 para. 5 and 6 of the articles of incorporation, the

restricted registered shares confer preferential membership

rights: each share, regardless of its par value (art. 15 para. 1),

entitles the owner to one vote at the Annual General Meeting.

Again in respect of membership rights, art. 18 para. 3 of the

Articles of Association provides that each group of

shareholders (i.e. the owners of bearer or registered shares)

may demand to be represented on the Board of Directors by

at least one member of its choice.


2.5. Dividend-right certificates

Edmond de Rothschild (Suisse) SA has not issued any

dividend-right certificates.

2.6. Transferability restrictions and registration of nominees

2.6.1. Transferability restrictions and provisions

governing dispensations

Under art. 6 para. 5 of the Articles of Association, the

Board of Directors may refuse the transfer of title to or use

of registered shares on valid grounds, having due regard

for either the corporate purpose or the Bank’s desire to

preserve its financial independence and, in particular, its

family character. The Board of Directors may also refuse to

enter shares in the share register if the buyer fails to warrant

in writing that he/she is purchasing the shares in his/her

own name and on his/her own behalf (art. 6, para. 6 of the

Articles of Association). Finally, the Board of Directors may

refuse to enter shares in the share register by offering to

purchase the transferred shares on behalf of the Bank,

other shareholders or third parties, at the shares’ actual

value at the time their registration is requested (art. 6, para.

8 of the Articles of Association).

When registered shares are transferred by succession or

under a matrimonial property settlement or foreclosure, the

Board of Directors may only refuse to enter the shares in

the share register if it offers to buy the relevant shares at

their actual value (art. 6, para. 7 of the Articles of

Association and art. 685b, para. 4 of the CO).

2.6.2. Grounds for granting dispensations during

the reporting year

No dispensations were granted in 2014 and none were

requested.

2.6.3. Eligibility of nominees

There are no percentage clauses or other provisions that

create exceptions from the rules stated in section 2.6.1

(see art. 6 of the Articles of Association) regarding the

registration of nominees.

2.6.4. Procedure and conditions for lifting

transferability restrictions

Any amendment to the provisions of the articles of

Association relating to registered share transferability

restrictions (art. 6 of the Articles of Association) must be

approved by a two-thirds majority of the votes represented

at the Annual General Meeting and by an absolute majority

of the par value of the shares represented (art. 15 para. 6

of the Articles of Association and art. 704 para. 1 of the

Swiss Code of Obligations).

2.7. Convertible bonds and options

Edmond de Rothschild (Suisse) SA has not issued any

convertible bonds or options.


3. Board of Directors 3.1. Members of the Board of Directors

The Board of Directors is made up of 10 1) members, who in

accordance with industry practice do not exercise an

executive function within the Bank. Notwithstanding this, some

of them do exercise managerial duties within the Group, or did

so in the past.

Baron Benjamin de Rothschi ld

Chairman, French, 1963

Education / training

1984 Master in Business and Management,

Peperdine University, California (US)

Career summary

1985 BP, London

1985-1987 LCF Rothschild Group, Geneva and Paris

(now the Edmond de Rothschild Group)

1989 Fondation de la Compagnie Benjamin de Rothschild

– Chairman

Present duties

Since 1997 Chairman of the Edmond de Rothschild Group

Directorships

Chairman of:

— Edmond de Rothschild Holding SA (Switzerland)

— Holding Benjamin et Edmond de Rothschild, Pregny SA

(Switzerland)

— Edmond de Rothschild (Suisse) SA

— Edmond de Rothschild (Europe)

— Edmond de Rothschild Asset Management (Suisse) SA

(Switzerland)

— The Caesarea Edmond Benjamin de Rothschild Development

Corporation Ltd (Israel)

— The Edmond de Rothschild Foundation (USA)

— Edmond de Rothschild (France)

Director of:

— La Compagnie Fermière Benjamin et Edmond de Rothschild SA

— La Compagnie Vinicole Baron Edmond de Rothschild SA

— Rothschild Continuation Holdings A.G. (Switzerland)

— La Compagnie Générale Immobilière de France (Cogifrance)

— EBR Ventures

Chairman of the Supervisory Board of Société Française des Hôtels de

Montagne (SFHM)

Member of the Supervisory Board of Les Domaines Barons de Rothschild

(Lafite)

Baroness Benjamin de Rothschi ld

Vice-Chairwoman, French, 1965

Education/training

1984 A-levels, Kinshasa (Zaïre) – Nantes Academy

1988 BBA in Finance, Pace University, New York

1990 MBA in Financial Management, Pace University, New York

Career summary

1988-1990 Financial analyst, then currency dealer at Société Générale,

Australia and New York

1990-1995 Currency dealer at AIG, New York. Helped launch Paris

subsidiary and developed business in Europe

Directorships

Chairwoman of:

— EDR Communication

— Administration et Gestion SA

Vice-Chairwoman of:

— Edmond de Rothschild Holding SA (Switzerland)

— Edmond de Rothschild SA

— Edmond de Rothschild (Suisse) SA

— Edmond de Rothschild (Europe) (Luxembourg)

— OPEJ

Vice-Chairwoman of the Supervisory Board of Société Française des

Hôtels de Montagne (S.F.H.M.)

Honorary Vice-Chairwoman of RIT Capital Partners (London)

Director of:

— Holding Benjamin et Edmond de Rothschild, Pregny SA

(Switzerland)

— Baron et Baronne Associés (holding company of SCBA

Société Champenoise des Barons Associés)

— Edmond de Rothschild (France)

Member of Supervisory Board of:

— SIACI Saint-Honoré

— Milestone

1) = at 31 December 2014


Jean Laurent-Bel lue

Secretary, French, 1951


1974 Institut d’Études Politiques de Paris

1975 Licences in Literature and Law

1977 MBA from the Hautes Etudes Commerciales

Career summary

1978-1980 Executive with the Compagnie du Midi Group

1980-1987 Institut de Développement Industriel (IDI), first as a budget

controller and later in charge of marshalling equity

investments and managing the portfolio of holdings

1987-1999 Various duties with the Crédit Commercial de France

Group relating to corporate finance and private equity:

- 1987-1999: CEO of Nobel, in charge of investments

- 1993: Central Manager and a member of the Executive

Board of CFF

- 1994-1998: in charge of corporate finance in Paris and

London (Charterhouse Bank)

- 1998-1999: responsible for private equity in Paris and

London (Charterhouse Development Capital)

2000-2004 Member of the Executive Board of Crédit Lyonnais Group

2004 LCF Edmond de Rothschild Group (now Edmond de

Rothschild Group) as a member of the Executive Board of

La Compagnie Financière Edmond de Rothschild Banque

and Chairman of the Executive Board of Edmond de

Rothschild Corporate Finance

2009-2011 Secretary-General of the Executive Board of Compagnie

Financière Saint Honoré and Chairman of the Board of

Directors of Edmond de Rothschild Corporate Finance

Present duties

Since Group Secretary-General at Edmond de Rothschild

Jan. 2011 Holding SA, Geneva

Member of the Board of Directors of Edmond de

Rothschild (Suisse) SA and Member of the Supervisory

Board of EDR SA, Paris

Other Offices

Since 1999 Director and member of the Supervisory Board of KPMG

Associés

Since 2005 Director and member of the Supervisory Board of KPMG

SA and KPMG Associés (SA)

Since 2008 Member of the Supervisory Board of

Edmond de Rothschild Private Equity Partners

Luc J. Argand

Member, Swiss, 1948


1968 Diploma in Classical Studies, Collège Calvin (Geneva)

1968-1972 University of Geneva

1972 LLM, University of Geneva

1972-1974 Articled at Antoine Hafner Solicitors

1974 Admitted to the Geneva Bar

1976 MBA, INSEAD

Career summary and Present duties

1977-1981 Trained at La Compagnie Financière Benjamin & Edmond

de Rothschild; Goldman Sachs, New York; NMR, London

Worked for Edmond de Rothschild (Suisse) SA, Geneva

1982-present Partner of Pfyffer & Associés Solicitors, Geneva

Since 1986 Director of Banque Morval SA, Geneva

1993-present Director of Edmond de Rothschild (Suisse) SA, Geneva

Director of Edmond de Rothschild Asset Management

(Suisse) SA, Geneva Director of Benjamin and Edmond de

Rothschild , Pregny SA (Switzerland)

1996-1998 President of the Geneva Bar Association

1996-1998 President of the Geneva Bar Association

1990-present Arbitrator for the Court of Arbitration for Sport, Lausanne

1998-2007 Member of the Geneva Magistrates’ Upper Council

2004-present Member of the Geneva Notaries’ Supervisory Commission

2005-2011 President of the Geneva Auto Show

Since 2007 Director of Banque Syz & Co SA, Geneva


Veit de Maddalena 1)

Member, Swiss, 1967

Rajna Gibson Brandon 2)

Member, Swiss, 1962


1982 Licence in Commercial and Industrial Sciences (Business

administration), University of Geneva

1987 PhD, summa cum laude, Economic and Social Sciences

(Specialization in Finance), University of Geneva

Academic experience

1991-2000 Professor of finance at HEC, University of Lausanne

1993-1997 Director of the Master’s programme in Banking and

Finance at HEC, University of Lausanne

2000-2008 Professor of Finance at the Swiss Banking Institute,

University of Zurich

Since 2001 Director and Assistant Director of the National Centre

of Competence in Research, Financial Valuation and

Risk Management (FINRISK)

Since 2006 Research Director at the Swiss Finance Institute (SFI)

Since 2008 Professor of Finance at the University of Geneva

and Chairholder at the Swiss Finance Institute

Since 2009 Director of Geneva Finance Research Institute, University

of Geneva

Regulatory bodies

1995-1996 Member of the Swiss Takeovers Board

1997-2004 Member of the Swiss Federal Banking Commission

Directorship

Since 2000 Director of Swiss Re

Since 2012 Director of Edmond de Rothschild (Suisse) SA

François Hott inger

Member, Swiss, 1943


1965 French Banking Association courses at the Sorbonne

1966-1967 Trained at BNP (ex BNCI), Paris

1967-1968 Trained in the commercial banking department of Banque

Hottinguer & Cie, Paris

1968 Trained at Baring Bros, London

Career summary

1969-1992 Managing partner of Banque Hottinger & Cie, Zurich

1975-1990 Managing partner of Banque Hottinguer & Cie, Paris

1992-2008 Managing partner of J.F.E. Hottinger & Co, Zurich

1995-2008 Director of Banque Hugo Kahn AG, Zurich

2009-2012 Limited partner of J.C.E. Hottinger & Co., Zurich

Present duties

Since 1970 Director of Edmond de Rothschild (Suisse) SA, Geneva

Since 1992 Director of Hottinguer Corporate Finance SA, Paris

(formerly Jean-Philippe Hottinguer & Cie, Corporate

Finance SA, Paris)

Since 1992 Director of Messieurs Hottinguer Gestion Privée SA, Paris

(formerly Jean-Philippe Hottinguer & Cie, Gestion Privée

SA, Paris)

Since 2010 Director of Bolux Sicav, Luxembourg

Since 2012 Director of J.C.E. Hottinger AG, Zurich

1) = position held until 29 April 2014

His/her personal data can be found in previous annual reports available

on the Bank’s website: www.edmond-de-rothschild.ch, under the

heading “About Us / Library / Annual Reports”.



Klaus Jenny

Member, Swiss, 1942


1967 M. Sc. in Economics (major in banking), University of

Saint Gallen)

1973 Ph. D. in Economics, University of Saint Gallen)

1975 LLM, Glaris Canton

1986 Program for Senior Executives, Massachusetts Institute

of Technology

Career summary

1972 à 1998 Credit Suisse / Credit Suisse Group from 1987

Member of the Executive Board

Member of the Executive Board Committee Member

Executive Board of Credit Suisse Group CEO of Credit

Suisse Private Banking

Since 1999 Self-employed financial consultant for companies,

institutions and private clients

Directorships

Since 2000 Maus Frères SA

Since 2001 Téléverbier SA

Since 2009 Assivalor SA

Since 2009 Edmond de Rothschild Holding SA

Since 2010 Edmond de Rothschild (Suisse) SA

(Various other directorships for smaller companies and

assignments for boards of charitable foundations)

Since 2014 Lombard Odier SCA

Member of the Supervisory Board

Maur ice Monbaron

Member, Swiss, 1946


1965 Diploma from the Neuchâtel Business School

1965-1966 Sales representative for Montres Cortébert, Biel

1968 Baccalauréat in Commerce,

Collège de Fribourg

1972 Licence in Management Studies (HEC), University of

Lausanne

Career summary

1972-1988 American Express Bank (Switzerland) AG, credit analyst

and commercial banking employee in Zurich,

Deputy to Geneva Branch Manager, Basel Branch

Manager, Geneva Branch Manager

1988-1990 Deputy CEO of TDB American Express Bank, Geneva

and a member of the Executive Board

1990-2005 Crédit Lyonnais (Suisse) SA, Deputy CEO and from

1992 CEO. From 1996, Head of International Private

Banking for the Crédit Lyonnais Group

Present duties

Since 2005 Vice-Chairman of the Board of Directors of Crédit

Agricole (Suisse) SA

Since 2009 Vice-Chairman of the Board of Directors of the

International Centre for Monetary and Banking Studies,

Geneva

Since 2013 Director of Edmond de Rothschild (Suisse) SA, Geneva

Trade associations

1992-2013 Director of the France-Swiss Chamber of Commerce

and lndustry and, since 2008, Chairman of the Board

2002-2011 Director of the Association of Foreign Banks in

Switzerland and, since 2006, Vice-Chairman of the

Board

2006-2011 Director of the Swiss Bankers Association



Member, Swiss, 1937



1962 Master’s in Commerce, University of Geneva

1963 Degree from the Institute of Comparative Law, New York

University


1973 Ph. D. in Law, University of Geneva

Career summary

1964-1965 Articled at Shearman & Sterling, New York

1965-1966 Articled at Helg, Picot, Grandjean, Geneva

1966-1968 Worked for Lenz Solicitors

1968-1996 Worked for and in 1972 became a partner of Sandoz,

Mayor, Moreillon & Reymond Solicitors

1974-1998 Professor of commercial and tax law at the Faculty of Law,

University of Geneva, Dean from 1989 to 1993

Present duties

Solicitor, honorary professor at the University of Geneva,

member of the Board of Directors of Edmond de

Rothschild (Suisse) SA, member of the Board of Directors

of Edmond de Rothschild Holding SA, and

Vice-Chairman of the Audit Committee of Edmond de

Rothschild (Suisse) SA

E. Trevor Salathé

Member, Swiss and British, 1925




Career summary, present duties and directorships

1946–1948 Trainee with Martin Achard et Haissly,

a Geneva law firm

1949–1953 Practising attorney in Geneva

1954–1959 Executive Assistant, Société Bancaire de Genève

1959–2000 Managing Director of Banque Privée SA, which became

Edmond de Rothschild (Suisse) SA, Geneva

Current directorships

Edmond de Rothschild Holding SA, Geneva


Edmond de Rothschild Asset Management (Switzerland)SA, Geneva

Edmond de Rothschild (Switzerland) Europe, Luxembourg

Banque de Gestion Edmond de Rothschild, Monaco

Edmond de Rothschild Gestion, Monaco

None of the Directors had a close business relationship with

Edmond de Rothschild (Suisse) SA or with a Group company.


3.2. Other activities and vested interests

To find out the other activities and interests of Board

members, please refer to their personal data in section 3.1.

We also point out that Luc J. Argand is Chairman of the

Geneva Notaries’ Supervisory Commission.

3.3. Provisions relating to the number of positions that may be held under art. 12 para. 1 ch. 1 of OER

As required by art. 12 para. 1 ch. 1 of OER, the Board of

Directors of Edmond de Rothschild (Suisse) SA will propose

an amendment to the Articles of Association at the 2015

General Meeting providing for the addition of an art. 19quater

concerning the maximum number of offices that Directors may

hold in other companies and organisations.

The proposed wording will appear in the agenda of the

General Meeting of Edmond de Rothschild (Suisse) SA to be

published on 1 April 2015 in the FOSC.

3.4. Elections and terms of office

Pursuant to OER, which came into force on 1 January 2014,

the Chair (art. 9 ch. 3 of the Articles of Association) and

members of the Board of Directors (art. 9 ch. 2 of the Articles

of Association) are elected by individual ballot at the General

Meeting. Their term of office is one year, regardless of their

age, and ends at the conclusion of the next ordinary General

Meeting after their election (art. 19bis of the Articles of

Association). They may however be re-elected.

In accordance with the law, the Bank also provides in its

revised Articles of Association that the members of the Pay

Committee and the Independent Proxy be elected by

individual ballot each year for a one-year term, like the Chair

and the members of Board of Directors.

The average age of the Directors is currently 67.

The following table provides details of the length of Board

members’ current terms:

Directors Member of the Board

since

Term ends

Baron Benjamin de Rothschild 1985 2015

Baroness Benjamin de Rothschild 2009 2015

* M. Jean Laurent-Bellue 2011 2015

* M. Luc J. Argand 1993 2015

* Mme Rajna Gibson Brandon 2012 2015

* M. François Hottinger 1970 2015

* M. Klaus Jenny 2010 2015

* M. Maurice Monbaron 2013 2015

* M. Jacques-André Reymond 1996 2015

* M. E. Trevor Salathé 1959 2015

* Fulfil the independence requirements provided in FINMA circular 08/24

“Supervision and internal control - banks”.

3.5. Organisational structure

Board of Directors

The current version of the Bank’s Bylaws provide inter alia as

follows:

1. In addition to its wealth management and securities

dealing core business, the Bank operates as the parent

company of a banking and financial group as defined in

Swiss legislation and rules on banking. As a result, the

duties and powers of the Bank’s governing bodies have

increased (art. 2.1. of the Bylaws);

2. The Bylaws and Articles of Association state the required

level of skills, experience, diligence, availability, loyalty and

independence for each governing body (art. 1.4., 3 and 4

of the Bylaws and art. 18 to 23bis of the Articles of

Association);

3. The Bank points out that the members of its governing

bodies must organise their personal and work relationships

so as to avoid as much as possible any conflict of

interests with the Bank and the banking and financial

group of which it is the parent company (art. 3.1.1.7.,

3.2.1.6., 3.3.1.6. and 3.4.1.5 of the Bylaws);


4. Both for itself and for the banking and financial group of

which it is the parent company, the Bank broadens the

duties and reinforces the powers of the Audit Committee

(art. 3.3.2. of the Bylaws) and the Internal Auditors (art. 4

of the Bylaws), as well as of the Compliance Office and

Risk Management Department (art. 3.1.2. of the Bylaws);

5. The Bank consolidates the systems used for internal

monitoring, information management, reporting (art. 3.4.2.

of the Bylaws) and risk management (art. 3.1.2 of the

Bylaws);

6. The Board of Directors sets the credit-granting powers

assigned to the governing bodies, the Credit Committee,

the head of the Credit Department and his/her

subordinates.

3.5.1. Breakdown of tasks within the Board of

Directors

The Board of Directors, made up of 10 members, is chaired

by Baron Benjamin de Rothschild. Since 26 April 2012,

Baroness Benjamin de Rothschild and Jean Laurent-Bellue

respectively hold the offices of Vice-Chairman and Secretary.

The Board of Directors operates as a collegial body (art.

3.1.1.3 of the Bylaws and art. 20 of the Articles of

Association). Resolutions are passed by an absolute majority

of the directors present and in the event of a tie, the Chairman

has the casting vote. In special circumstances Board

resolutions may be passed by circular as prescribed in the

Bylaws.

The Chair of the Board shall have the rights and prerogatives

provided in the law, the Articles of Association and these

Bylaws (art. 3.1.1.9. of the Bylaws).

The Chair must be informed regularly by the Chair or Vice-

Chair of the Executive Committee on business development

and the situation of the Bank and its subsidiaries.

If the Chair and/or Vice-Chair of the Executive Committee

hesitate to deem a matter as falling within the Executive

Committee’s jurisdiction, they must submit the issue to the

Chair of the Board of Directors, who shall decide whether the

matter should be handled by the Executive Committee or the

Board.

If the Chair is absent, his/her duties shall be exercised by the

Vice-Chair of the Board or, failing this, by the oldest member.

3.5.2. Composition, powers and limitation of powers

of the Board’s committees

In accordance with the Bank’s Articles of Association and

Bylaws, the Board of Directors is empowered to set up

supervisory committees composed of its members. It has

created an Audit Committee, a Pay Committee and a

Promotions Committee.

Audit Committee

Under the Bylaws the Board of Directors has delegated part of

its powers to an Audit Committee made up of at least three

Board members. Their powers primarily include acting as a

liaison unit between the Independent Auditors and the Board

of Directors and supervising the activities of the Internal

Auditors, the Compliance Office and the Risk Management

Department. The Board has appointed five of its members

(Klaus Jenny as Chairman, Jacques-André Reymond as Vice-

Chairman, Maurice Monbaron1), Jean Laurent-Bellue and E.

Trevor Salathé) to form the Audit Committee. Fabienne

Thionnet-Chevrier, Corporate-Affairs attorney and head of

Corporate Governance was appointed non-member

Secretary.

Most of these members meet the requirements regarding

independence and all have the necessary skills and

experience.

1) = Since 29 April 2014 in replacement of Rajna Gibson Brandon


Pay Committee and Promotions Committee

Under the Bylaws, the Board of Directors has delegated some

of its powers to the Pay Committee, which must comprise at

least three Directors. The powers of the Pay Committee

include (i) drawing up regulations on remuneration; (ii)

approving the overall pay package and level of bonuses for

the Bank’s staff; (iii) after consulting the CEO, submitting

proposals to the Board of Directors regarding the

remuneration of the members of the Executive Committee;

and (iv) submitting proposals to the Board of Directors

regarding the remuneration of the Directors for the tasks they

perform in this capacity and as members of the Board’s

committees. Proposals relating to the remuneration referred to

in subsections (iii) and (iv) shall be decided by the Board of

Directors and then submitted to the General Meeting for

approval (art. 9 ch. 6 and 7 of the Articles of Association).

The Board of Directors has appointed five of its members to

form the Pay Committee: Baroness Benjamin de Rothschild

(Chairwoman), Jean Laurent-Bellue (Secretary), Luc J.

Argand, Klaus Jenny and E. Trevor Salathé. This Committee

holds meetings at least twice a year.

The Promotions Committee is responsible for submitting a

preliminary opinion to the Board of Directors regarding the

appointment and removal of Directors, members of the

Executive Committee and persons in charge of managing and

representing the Bank.

The composition of the Promotions Committee is the same as

that of the Pay Committee (art. 3.2.1.2 of the Bylaws).

The preparatory, advisory and decision-making powers of the

aforementioned Committees appear in the Bylaws and the

Articles of Association.

3.5.3 Working procedures of the Board of Directors

The Board of Directors meets periodically and holds

extraordinary meetings if necessary. In 2014 it met seven

times. On average Board meetings last half a day. The Board

of Directors works on the basis of files prepared by its

secretariat and the Chair of the Executive Committee. Minutes

are taken at Board meetings. They must be duly numbered

and signed jointly by the Chair and the Secretary. The

meetings follow a set agenda that mainly covers the following

items:

1. Reading and approval of the minutes of the last meeting;

2. Word by the Chair of the Board of Directors;

3. Report of the CEO;

4. Report of the CFO;

5. Report of the CAO;

6. Report of the Head of Legal & Compliance;

7. Report of the Audit Committee;

8. Report of the Pay Committee;

9. Words by independent Directors;

10. Any other business


3.6. Powers

The Board of Directors is the Bank’s highest governing body

and is responsible for supervising and monitoring its

operations. Under the statutes and the Articles of Association,

it has the widest powers of oversight as regards how the

Bank’s business is managed.

The Board has inter alia the inalienable and non-transferrable

powers stated in art. 22 of the Articles of Association, namely

to do the following:

a) Examine and prepare proposals to be submitted to the

General Meeting and execute its resolutions;

b) Issue the necessary instructions and organisational

regulations regarding the Bank’s management and

delineate the powers of the various governing bodies;

c) Pass resolutions on all matters which, under the Bylaws,

fall within the jurisdiction of the Board of Directors;

d) Appoint and remove members of the Executive Committee

and persons in charge of managing and representing the

Bank;

e) Appoint the independent auditors required by the Banking

Act;

f) Set the Bank’s accounting and financial control principles

and draw up the financial plan and financial report;

g) Examine the reports of the independent auditors;

h) Decide on all matters which, under the law and the Articles

of Association, are not the responsibility of the General

Meeting or any other governing body;

i) Oversee the persons in charge of managing the Bank to

ensure, inter alia, that they abide by the law, the Articles of

Association, applicable regulations and instructions that

have been given;

j) Inform the judicial authorities if the Bank’s exceeds the

prescribed debt limits;

k) Draw up the Pay Report.

In addition to exercising the powers set out in art. 22 of the

Articles of Association, the Board of Directors may decide on

all matters assigned to it in art. 3.1.2 of the Bylaws.

Aided by its committees, it sets the general strategy of the

Bank and Group. It lays down the principles pertaining to

organisation, management and control and ensures that they

are applied. It supervises on a consolidated basis all the

Swiss and foreign entities that together comprise the Edmond

de Rothschild (Switzerland) Group. The Board of Directors has

delegated oversight of the Bank’s day-to-day business to the

Executive Committee (see section 4 below).

The Board of Directors has no official terms of reference. Its

powers and those of its Committees are clearly delineated in

the Bank’s Articles of Association and Bylaws (www.edmond-

de-rothschild.ch, About Us/Investor Relations/ Legal

Documents), which will be amended in 2014 to meet the

requirements of the OEPLC.

3.7. Information and control instruments

Description of reporting by the Executive Committee

At each meeting of the Board of Directors, the Chief Executive

Officer and/or the Deputy Chief Executive Officers report on

the major decisions taken by the Executive Committee and on

the operations dealt with, presenting those matters that fall

within the jurisdiction of the Board of Directors. However, the

Chief Executive Officer and his Deputies may only participate

in Board meetings in an advisory capacity.

To help them perform their oversight obligations, at each

meeting the members of the Board of Directors are given

among other documents a monthly progress report including

mainly comments by the CEO, the summarised accounts of

the various Group entities comparing actual business

performance with the budget and, finally, a list of the Group’s

financial investments and holdings.

At meetings the Board members also receive a quarterly

report on risks noting, inter alia: the level of shareholders’

equity; major risks, if any; market, interest rate and counter-

party risks in the banking industry; the level of cash reserves;

and risks of a legal and reputational nature.

The Board of Directors has also put facilities in place that are

designed to monitor and supervise management at the Group

level. These facilities are outlined on pp. 58 et seq. of this

annual report.

Between meetings of the Board of Directors and the Board

Committee, the Chairman and Deputy Chairmen of the

Executive Committee keep the Chairman of the Board of

Directors regularly informed on major executive decisions.


Other members of the Executive Committee, as well as other

Bank executives, employees, internal auditors and external

advisers or experts whose presence is needed, may also be

invited to the meetings of the Board of Directors and the

Board Committee. However, these persons may only

participate in an advisory capacity.

Description of the internal auditing system

Pursuant to the applicable regulations and laws (art. 9 para. 4

of AMLO, art. 20 para. 2 of SESTO, sections 9 and 54 et seq

of FINMA Circ. 08/24), the Board of Directors has an Internal

Audit Department that reports directly to it in the chain of

command. The chief internal auditor and his assistant are

appointed by the Board on the advice of the Board

Committee, to which they report directly. The rights and

obligations of the Internal Auditing Department are set out in

the Bank’s Bylaws and in the internal auditors’ Charter. In

particular, the Internal Auditing Department has access to all

the documents of the Bank and of the consolidated affiliates

that it audits.

The Internal Auditing Department currently has a staff of 13.

It draws up an auditing programme each year that is

discussed and approved by the Audit Committee. In addition

to a detailed list of assignments planned for the current year,

this programme contains a summary of the departments and

functions that have been audited over the past three years

and of those for which a review is scheduled in the three

coming years.

This programme is also discussed with the Independent

Auditors.

A separate report is drafted for each area audited. The

Executive Committee’s view on each item is included in the

report, along with a deadline for implementing the

recommended steps. At its meetings the Audit Committee

deals with the Internal Auditing Department’s reports in the

presence of the chief internal auditor and resolves to take

additional measures when necessary. The Chief Internal

Auditor is asked to attend the meetings of the Audit

Committee and even in some cases to meetings of the Board

of Directors. In certain circumstances the Chairman of the

Board of Directors or of the Audit Committee may assign

special tasks to the Chief Internal Auditor.

The Independent Auditors draw up an auditing plan for each

financial year and submit it to the Audit Committee for

discussion and implementation. The 2014 auditing plan was

presented to the Board Committee at its meeting on

27 August 2014. The Audit Committee meets regularly with

representatives of the Independent Auditors.

Description of the risk control and management

system

Please refer to pp. 58-61 of the “Notes to the consolidated

financial statements”.


4. Executive Committee The Executive Committee is comprised of five 1) members

appointed by the Board of Directors and operates as a

collegial body, holding weekly meetings that on average last

half a day. In 2014 it met 35 times. Resolutions are passed by

an absolute majority of the members present, provided they

form a quorum. In the event of a tie, the Chairman has the

casting vote. The Executive Committee’s resolutions may also

be passed by circular as prescribed in the Bylaws. Minutes

are taken at the meetings of the Executive Committee; they

are duly numbered and signed by the Secretary. Each

meeting follows a standing agenda that covers the full range

of the Bank’s operations.

Each of the Bank’s departments is placed under the

supervision of a member of the Executive Committee. After

each meeting these members inform their staff on any major

developments that have occurred in their area of

responsibility.

The members of the Executive Committee receive documents

and statistics issued weekly, monthly or quarterly by the

departments and groups concerned. These include

summarised monthly accounts comparing actual business

performance with the budget, the financial statements of the

various entities forming the Edmond de Rothschild (Suisse) SA

Group, a report on risk control noting market, interest rate and

counterparty risks, the level of shareholders’ equity and risks

of a legal and reputational nature (cf. compliance). The

Executive Committee can also rely on the supervision and

monitoring facilities described in section 3.7 above. These

facilities are honed year after year to enhance their

effectiveness.

1) = at 31 December 2014

The Executive Committee has set up the following

committees: an Extended Executive Committee; a Private

Banking Management Committee; an Operational

Management Committee; a Private Banking Supervision

Committee (Asset Management Division); an Asset Allocation

Strategy Committee; an Administrative and Operational

Committee (Asset Management Division); a Compliance

Committee; a Risks Committee; a Credit Committee; an

Asset- and a Private Banking Committee.

Minutes are taken at the meetings of these committees. They

are numbered, dated and signed, and a copy is remitted to

each member of the Executive Committee.

Other Bank executives, as well as employees, internal

auditors and external advisers or experts may also be invited

to the meetings of the Executive Committee. However, these

persons may only participate in an advisory capacity.


4.1. Members of the Executive Committee

Emmanuel F ievet

Chairman, Belgian, 1969

Chief Executive Officer


1993 B.S. in applied economics

Université Catholique de Louvain

Career summary

1994-2000 Vice-President JP Morgan-London, EMEA Region

2000-2005 Managing Director Citigroup London, EMEA Region

2005-2008 Managing Director UBS Wealth Management, London UK

Domestic

2008-2014 Managing Director Barclays Wealth and Investment

Management, London/Geneva, EMEA &UK Markets

Present duties

Since CEO Edmond de Rothschild (Suisse) SA, Head of

1 May 2014 Private Banking International and member of the Edmond

de Rothschild Group Executive Committee

Since Chairman of the Private Banking International Committee

13 Jan. 2014

Directorships

Since 30 June 2014 Chairman of the Board of Edmond de Rothschild

Israel LTD

Since 27 Oct.2014 Director of Edmond de Rothschild (UK) Limited

Since 12 Nov. 2014 Director of Edmond de Rothschild (Europe)

Since 1 Dec. 2014 Director of Edmond de Rothschild Private Equity,

Luxembourg

Chr istophe de Backer 1)

Chairman, French, 1962

Chief Executive Officer


2) = until 31 July 2014

Their personal data can be consulted in our previous annual reports on

the Bank’s website www.edmond-de-rothschild.ch, under the heading

“About Us/ Library/ Annual Reports”.

Luca Ventur in i

Deputy Chief Executive Officer, Italian, 1968

Head of Private Banking


1997 Master in Marketing & Management

Middlesex University Business School – London 1999 Passed Bar Exam (Solicitor) Appellate Court Milan, Italy Career Summary

1994 - 1995 Foreign Markets Marketing Manager for ‘Sico Italiana S.r.l.’,

Tradate (Italy) 1996 - 1998 Legal Practitioner at Studio Muscolo (Law Firm), Milan (Italy) 1998 - 2003 Controlfida (Suisse) SA - Lugano (Switzerland)

Member of the Board of Directors

Chief Legal Officer

2001 – 2003 Controlfida Management Company Ltd (Ireland)

Member of the Board of Directors

Chief Legal Officer

2003 – 2003 Controlfida (Suisse) SA – Lugano (Switzerland)

Controlfida Management Company Ltd – Dublin (Ireland)

Chief Legal Officer 2003 – 2003 Camperio SpA SIM – Milan (Italy)

Controller

2003 - 2005 Protrust Financial Services Group SA (Switzerland)

Operations Director

2005 - 2007 Credit Suisse Private Banking (Switzerland)

Senior Vice President - Lugano

2007 - 2011 Banca Sarasin & C. Ltd - Lugano (Switzerland)

Branch Manager & Head of Private Banking

2011 - 2014 Edmond de Rothschild-(Lugano) SA (Switzerland)

Presidente del Collegio di Direzione

Head of Private Banking

Manuel Leuthold 1)

Vice-Chairman, Switzerland, 1959

Deputy Chief Executive Officer

Hervé de Mont l ivaul t 2)

Member, French, 1955

Deputy Chief Executive Officer in charge of Private Banking


Sabine Rabald

Swiss, 1969

Deputy Chief Executive Officer


1986-1989 Commercial apprenticeship, Federal Certificate of Capacity

in business - Société de Banque Suisse, Geneva

Career summary

1990-1995 Cash management (one year)

Société de Banque Suisse, Geneva

Back office derivative currencies (two years) and Middle

office

Société de Banque Suisse, Zurich

Back office derivative securities (two years)

1995-2014 Edmond de Rothschild Asset Management

(Suisse) SA

1995-1997 Back-office employee

1998-2007 Head of Back office and Control

2007-2013 Control and Compliance


2014 Chairwoman of the Administration, Control and

Compliance Department

Present duties

Since Oct. 2014 Deputy Chief Executive Officer, CAO

Yves Aeschl imann

Member, Switzerland, 1967




1996 Admitted to the Geneva Bar Association

Career summary

1996-1999 Practising attorney in Geneva

1999-2000 Clerk, Canton of Geneva High Court

2001-2009 Investigating Magistrate, Canton of Geneva Criminal

Justice Department

2010-2012 Senior Financial Sector Specialist in Financial Market

Integrity for the World Bank, Washington DC

Present duties

Since 2013 Senior Vice-President, Head of Group Compliance and

Legal and member of the Executive Committee of


Directorship

Director of Edmond de Rothschild (Bahamas) Ltd. (Nassau)


Cynthia Tobiano

Member, French, 1976



1994-1996 Private preparatory institute for higher teaching exams

1996-2000 MBA, Ecole Supérieure des sciences économiques et

commerciales de Paris (ESSEC)

1998 Brandeis University, Boston

Career Summary

2000-2003 Goldman Sachs, London, M&A team-analyst

2003-2006 Goldman Sachs, Paris, Associate, M&A team

2006-2011 Goldman Sachs London/Paris Vice-President M&A team

2011-2013 Edmond de Rothschild (France), CFO and Head of

Development

Present duties

Since 2013 Edmond de Rothschild Group and Edmond de Rothschild

(Suisse) SA, CFO and Member of the Executive Committee

Directorships

EDRPEP (Holding company for EdR’s private equity stakes),

Edmond de Rothschild UK,

Edmond de Rothschild Israel,

CFSH Luxembourg Sàrl and

Edmond de Rothschild Real Estate

Frédér ic Binggel i 3)

Member, Swiss, 1961


A lexandre Col 4)

Member, French and Swiss, 1963


Marc-Henr i Balma 5)

Member, Swiss, 1962

Head of Operations


1993-1994 CS International Bankers School, New York, Logistics and

Operations Program (eight months), Diploma

1990-1993 Centre de Perfectionnement des cadres, Geneva

(CPCG)Diploma

Career summary

1983-1987 Credit Suisse, Geneva

Back-office Securities

1997-1999 JP Morgan (Suisse) SA, Geneva

Vice-President, Middle-office manager (Private banking) for

Europe and Asia

1999-2001 Banque Labouchère (Suisse) SA, Deputy CEO, member of

the Executive Committee, Head of Back office

2001 Société Financière Privée SA, Geneva

Senior Vice-President, CAO, Head of Back office

2002-2003 Independent consultant, organisation mandates for a

Spanish bank in Geneva and Sungard Investment

Systems, vendor of ApsysIII

2003-2007 Union Bancaire Privée, Geneva

Member of the Senior management

Head of Transaction processing

Present duties

Since 2008 Edmond de Rothschild (Suisse) SA, Geneva Head of Securities and Cash Administration, the Central Register and General Services


4) = until 30 May 2014

His/Her personal data can be consulted in our previous annual reports on

the Bank’s website www.edmond-de-rothschild.ch, under the heading

“About Us/ Library/ Annual Reports”. 5) = Member from 1 May 2014 to 1 October 2014


Jérôme Moser 5)

Member, Swiss, 1975

Head of Risks


1992-1995 Banking apprenticeship, Société de Banque Suisse, Fribourg

1995 Federal Certificate of Capacity in business

2003 ISMA Operations Certificate

2007-2008 Institut Supérieur de Formation Bancaire, Diploma in Banking

operations

Career summary

1995-1997 Société de Banque Suisse, Operations Division, Account

Manager

1997-1999 UBS SA Zurich, Operations Division

1999-2004 Six Group Zurich, Customer Relation Manager and Sales

Manager

Present duties

Since 2004 Edmond de Rothschild (Suisse) SA

Vice-President, head of the Risks and Control Department

Vice-Chairman of the Operational Management Committee

A lessandra Gaudio 5)

Member, Italian, 1965 CIO Group and CIO Switzerland


1998 San Diego State University Exchange Program

1989 Degree in Economics – Università Cattolica, Milan

1993 Financial Analyst Degree – Centre de Formation à l’AnalyseFinancière – SFAF, Paris

Career summary

1990-1995 Groupe BNP, Paris – BNP Gestions

Sell Side Financial Analyst

1995-1998 Groupe BNP, Paris – BNP Gestions

Manager of institutional and mutual funds

1998-2001 Crédit Agricole Management, Paris

Senior Fund Manager, European Equities

2001-2003 Crédit Agricole Asset Management, Milan

Head of Global Equities

2003-2006 Crédit Agricole Asset Management, Milan, CIO

2006-2007 NEXTRA (Merger of Banca Intesa and Crédit Agricole Asset

Management), Milan

Head of European Equities

2007-2013 Indosuez Gestion, Groupe Crédit Agricole, Paris

CEO – CIO

Member of the Executive Committee of

Indosuez Private Banking

Member of the Managing Committee of CA Private Banking

5) = Member from 1 May 2014 to 1 October 2014


4.2. Other activities and vested interests

The members of the Executive Committee have no other

activities or vested interests within the meaning of art. 4.2. of

the SIX Guidelines on Corporate Governance except those

described in section 4.1.

4.3. Provisions relating to the number of positions that may be held (art. 12 para. 1 subpara. 1 of OER)

As required in art. 12 para. 1 subpara. 1 of OER, the Articles

of Association of Edmond de Rothschild (Suisse) SA contain a

provision (art. 23bis) on the maximum number of offices that

members of the Executive Committee may hold in other

companies and organisations.

Thus, within the limits permitted by Swiss banking regulations

and with the consent of the Board of Directors, members of

the Executive Committee may hold up to three offices in the

senior management and supervisory bodies of other legal

entities. Offices held in legal entities under joint control are

deemed to constitute a single office for the purposes of this

provision.

A company is not deemed another legal entity, within the

meaning of the above provision of the Articles of Association,

if:

1. it controls the Bank or is controlled by the Bank; or

2. it is under no obligation to register with the Registrar of

Companies or with a similar authority abroad; or

3. the office is held at the request of the Bank.

The Board of Directors of Edmond de Rothschild (Suisse) SA

will propose an amendment to this provision at the 2015

General Meeting, with a view to harmonising it with the

wording of the new article (19quater) of the Articles of

Association, to be introduced in 2015 (see section 3.3),

concerning the maximum number of offices that may be held

by the Directors

The amended wording of art. 23bis above will appear on the

agenda of the General Meeting of Edmond de Rothschild

(Suisse) SA to be published in the FOSC on 1 April 2015.

4.4. Management contracts

No such contracts exist at Edmond de Rothschild (Suisse) SA


5. Remunerations, profit-sharing and loans

Under OER, this year for the first time Edmond de Rothschild

(Suisse) SA is publishing details of the remuneration of its

Board of Directors and Executive Committee in a Pay Report

(p.107). The Pay Report also contains information that up to

now has appeared in section 5.


6. Shareholders’ rights

6.1. Limitation and representation of voting rights

6.1.1 Provisions of the Articles of Association limiting

voting rights

Owners of registered shares may exercise their voting rights if

their names have been entered in the share register (art. 6,

para. 4 and art. 14, para. 1 of the Articles of Association).

Para. 5 et seq of art. 6 of the Articles of Association indicate

the grounds on which the Board of Directors may refuse to

enter the name of a shareholder in the share register (see also

section 2.6). Unless the approval needed to transfer

registered shares has been given by the Board of Directors,

the membership rights attaching to such shares shall remain

vested in the shareholder whose name appears in the share

register (art. 6, para. 9 of the Articles of Association and art.

685c, para. 2 of the CO).

The Articles of Association do not contain any restrictions on

the voting rights attaching to bearer shares. Holders of bearer

shares may exercise their voting rights at the General Meeting

simply by producing such shares or in any other manner

prescribed by the Board of Directors (art. 14, para. 3 of the

Articles of Association).

6.1.2 Provisions of the Articles of Association limiting

the voting rights of institutional representatives

The Articles of Association do not contain any restrictions on

the voting rights of institutional representatives.

6.1.3 Grounds for allowing exceptions during the

reporting year

As mentioned in section 2.6.2, no exceptions to the

restrictions on transferring registered shares were granted in

2014.

6.1.4 Procedure and conditions for abolishing

restrictions on voting rights

The procedure and conditions for abolishing restrictions on

transferring registered shares are indicated in section 2.6.4.

6.1.5 Provisions of the Articles of Association on

participating in General Meetings

Shareholders who own registered shares may only be

represented at General Meetings by another owner of

registered shares who has received a written proxy card or by

the Independent Proxy (art. 14, para. 2 of the Articles of

Association).

6.1.6 Instructions to the Independent Proxy and online

voting

The Articles of Association contain no rules on giving

instructions to the Independent Proxy and no provisions on

online voting for General Meetings.

6.2. Quorums

Annual General Meetings are deemed validly held when over

half the shares are represented (under art. 15 para. 1 of the

Articles of Association). In cases where this quorum is not

achieved, a second meeting may be convened with the same

agenda (cf. art. 15, para. 2 of the Articles of Association). The

second meeting may not take place until at least 30 days

have elapsed and it will be deemed validly held regardless of

the number of shares represented. This must be mentioned in

the notice (art. 15, para. 3 of the Articles of Association).


6.3. Notice of Annual General Meetings

The rules pertaining to notices of AGMs are set forth in articles

11, 12 and 31 of the Articles of Association, which draw on

the provisions of the Swiss Code of Obligations.

6.4. Items on the agenda

The rules pertaining to agendas and deadlines are set forth in

articles 11 and 12 of the Articles of Association, which draw

on articles 699 et seq of the Swiss Code of Obligations.

Art ic le 11 of the Art ic les of Associat ion

General Meetings shall be convened by the Board of Directors and, if

necessary, by the Auditors, the liquidators or the representatives of

bondholders.

One or more shareholders together representing at least 10 per cent

of the capital stock may also request that a General Meeting be

convened.

Shareholders representing shares with a total par value of CHF

1 million may request that an item be included in the agenda.

Convocations and inclusion of items in the agenda must be

requested in writing, mentioning the topics of discussion and

proposals.

Art ic le 12 para. 1 and 2 of the Art ic les of Associat ion

General Meetings shall be convened at least 20 days prior to the

date on which they are to be held, in accordance with the

procedures provided in article 31 on the Company’s notices.

Items included in the agenda must be referred to in the notice of the

General Meeting, together with the proposals of the Board of

Directors and the shareholders who requested the convocation of the

meeting or the item’s inclusion.

6.5. Entries in the share register

In accordance with Company practice, the deadline for

entering unlisted registered shares falls on the day the AGM

agenda is notified.


7. Take-over and defensive measures

7.1. Obligation to tender an offer

The Bank has included in art. 6 para. 3 of its Articles of

Association a clause providing that bidders are not required to

make a formal take-over bid pursuant to articles 32, 52 and

53 of the Swiss Stock Exchanges and Securities Trading Act

(SESTA).

7.2. Clauses relating to take-overs

No member of the Bank’s senior management (Board of

Directors, Executive Committee and other senior officers) has

signed a contract protecting him/her from a transfer of control

by the Bank.


8. Independent Auditors

8.1. Duration of the Auditors’ mandate and of the Chief Auditor’s term of service

Since 1982 PricewaterhouseCoopers SA, Geneva, has

audited the parent company financial statements of Edmond

de Rothschild (Suisse) SA, Geneva. The financial statements

of the Edmond de Rothschild (Switzerland) Group are also

audited by PricewaterhouseCoopers SA Beresford Caloia has

served as Chief Auditor for our account since 2012.

8.2. Auditing fees

Edmond de Rothschild (Suisse) SA paid a total of CHF

2,924,000 in auditing fees, VAT included, to

PricewaterhouseCoopers SA Geneva, within the meaning of

provision 8.2 of the Guidelines on Corporate Governance.

8.3. Additional fees

The Edmond de Rothschild (Switzerland) Group paid

additional fees totalling CHF 2,198,000 to

PricewaterhouseCoopers SA Geneva and Hong Kong for tax

consulting services, VAT included, within the meaning of

provision 8.3 of the Guidelines on Corporate Governance.

8.4. Consultation with the Independent Auditors

PricewaterhouseCoopers SA draws up an auditing plan each

year. It drafts one report on its review of the annual financial

statements and another on its prudential audit. The auditor in

charge of our account discusses these reports with the Audit

Committee. The auditing plan was presented to the Board

Committee at its meeting on 27 August 2014. The

Independent Auditors’ findings in respect of the annual

financial statements were presented and discussed with the

Audit Committee and the Board of Directors at their respective

meetings in March.

The Independent Auditors have access to the Audit

Committee at all times, as well as to the Executive Committee

and to the Internal Auditing Department, all of whom they meet

with regularly.

PricewaterhouseCoopers SA is hired on an annual basis. The

company’s qualifications, performance and fees are assessed

each year by the Audit Committee or the Board of Directors.

As required by FINMA, the auditor in charge of our account is

replaced every seven years.


9. Information policy

Edmond de Rothschild (Suisse) SA provides the fullest

disclosure possible to its existing and potential shareholders,

as well as to its employees and the general public. This

information is mainly conveyed in our annual reports, in press

releases, at press conferences on our annual results, through

interviews given to the financial media and securities analysts,

at the General Meeting of Shareholders and on the Bank’s

website at www.edmond-de-rothschild.ch, About Us/Investor

Relations.

Details on risk management and on the calculation of

consolidated shareholders’ equity are also available on the

Bank’s website, at www.edmond-de-rothschild.ch, About

Us/Investor Relations.

Events and calendar

10 March 2015

- Publication of the Bank’s 2014 results

31 March 2015

- Publication of our 2014 Annual Report

1 April 2015

- Publication of the notice of the Annual General Meeting of

shareholders and agenda in the FOSC (full text), le Temps, L’Agefi, the Neue Zürcher Zeitung and Finanz und Wirtschaft (summarised editions)

29 April 2015

- Annual General Meeting of shareholders in Geneva, at the

Château de Pregny.

28 August 2015

- Publication of our semi-annual 2015 results in the FOSC and

related press release.

Contacts

Investor relations:

Cynthia Tobiano

Chief Financial Officer


18, rue de Hesse, 1204 Geneva

Phone: +41 58 818 91 11

Fax : +41 58 818 91 91

E-mail : [email protected]

Medias relations:

Sarah Arnett

Head of Communications-Marketing



Phone : +41 58 818 83 56

Fax : +41 58 818 91 91


Stockmarket relations:

Yves Aeschlimann

Head of Legal and Compliance



Phone : +41 58 818 82 23

Fax : +41 58 818 91 91


Fabienne Thionnet-Chevrier

Corporate Affairs Attorney



Phone : +41 58 818 90 74

Fax : +41 58 818 91 91


Internet

www.edmond-de-rothschild.ch

in “About us/Investor Relations/Financial Informations”.


Edmond de Rothschild (Suisse) SA Group

Financial Report

40 Key Figures



47 Consolidated subsidiaries

51 Consolidation principles

53 Valuation policies

54 Consolidated balance sheet

56 Consolidated profit and loss account

57 Consolidated cash flow statement

58 Notes to the consolidated

financial statements


Key figures Edmond de Rothschild (Suisse) SA Group

2014 2013 Change

(in CHF) (in %)

Consolidated profit and loss account (in thousands of CHF)

Net interest income 40,824 37,040 3,784 10.2

Fee and commission income 496,072 507,278 (11,206) (2.2)

Results of trading operations 79,210 83,548 (4,338) (5.2)

Operating expenses (personnel costs and other overheads) 523,220 546,661 (23,441) (4.3)

Gross profit 134,528 126,280 8,248 6.5

Group net Income 63,182 75,423 (12,241) (16.2)

Profitability

% return on equity (net income/average shareholders’ equity) 1) 5.0 5.9 - -

% return on assets (net income/average assets) 0.5 0.5 - -

Shares (in CHF)

Earnings per bearer share after deducting portion due to minority interests 617 730 (112) (15.4)

Earnings per registered share after deducting portion due to minority interests 123 146 (22) (15.4)

Consolidated balance sheet (in thousands of CHF)

Due from banks 8,519,793 9,905,850 (1,386,057) (14.0)

Advances to customers 2,493,028 1,733,963 759,065 43.8

Due to banks 257,987 316,812 (58,825) (18.6)

Customer deposits 14,771,895 14,431,740 340,155 2.4

Shareholders’ equity 2) 1,294,337 1,328,790 (34,453) (2.6)

Balance sheet total 16,983,080 16,586,998 396,082 2.4

Assets under management (in millions of CHF)

Total assets under management (includes double reporting) 109,462 108,611 851 0.8

of which: - double reporting 8,698 10,213 (1,515) (14.8)

- net inflow of fresh funds (2,905) 1,585 (4,490) -

Group personnel (number of employees)

Average number of employees 1,737 1,805 (68) (3.8)

- in Switzerland 718 732 (14) (1.9)

- abroad 1,019 1,073 (54) (5.0)

Total number of employees at year-end 1,681 1,777 (96) (5.4)

Number of employees at year-end, converted into full-time jobs 1,635 1,716 (81) (4.7)

1) After appropriation of the parent company’s earnings

2) Including Group net income before payment of dividend by parent company and minority interests


Report of the Directors to the shareholders on the consolidated accounts of Edmond de Rothschild (Suisse) SA at the general meeting on 29 April 2015

Dear Shareholders,

In these relatively difficult circumstances, assets under

management of Edmond de Rothschild (Switzerland) came to

CHF 109.5 billion at 31 December 2014, up CHF 4.5 billion

(+4.3%) compared with the end-2013 level, based on an

unchanged scope of consolidation. Allowing for the sale of the

Group’s asset servicing business in Italy (removing CHF 3.6

billion, or -3.3%, of assets), the net change in assets under

management was negative, down 2.9 billion, despite positive

market and currency effects amounting to CHF 7.4 billion.

Thanks to our position as a wealth management company under

stable family control, we have the strength needed to meet the

challenges ahead and to continue striving for excellence while

constantly adapting our organisational structure to the changes

that are reshaping our industry. Today we must know not only

how to keep our business model in line with new regulatory

developments but also how to go on expanding both our

domestic and international operations.

Edmond de Rothschild (Suisse) SA introduced changes to its

governance in 2014, with the formation of a new Executive

Committee.

It now has five members:

− Emmanuel Fievet, CEO and Chair of the Executive

Committee

− Luca Venturini, Deputy CEO and Vice-Chair of the

Executive Committee

− Sabine Rabald, Deputy CEO

− Yves Aeschlimann, Head of Legal and Compliance

− Cynthia Tobiano, CFO

The role of this new Executive Committee is to steer the

operations of Edmond de Rothschild (Suisse) SA.

In Switzerland we pursued our tilt towards onshore clients

last year. Edmond de Rothschild (Suisse) SA, Geneva is the

flagship of the International Private Banking division. New

teams recruited in 2014 will soon join the Bank to spur its

growth.

2014 was a satisfactory year for our Asset Management

division and in particular for our funds of funds business (both

traditional and alternative), mainly thanks to friendly market

conditions.

The Edmond de Rothschild (Suisse) SA Group continued to

grow its Private Banking business in Switzerland and abroad.

Swiss network

Geneva, Fribourg, Lausanne and Lugano

Edmond de Rothschild (Suisse) SA has a strong presence in

Geneva and also operates through its branches in Fribourg and

Lausanne.

Our subsidiary Edmond de Rothschild (Lugano) SA continued

to grow. It had CHF 5.3 billion of assets under management

at end-2014, up 5.3% on the year-earlier level. Net profit was

up.

International network

Branch and representation office Hong Kong

The sales force of our Hong Kong branch was strengthened

in 2013 with the recruitment of Monique Chan, who is now in

charge of Edmond de Rothschild (Suisse) SA Hong Kong

Branch.

2014 also saw continuous investment in human and

operational resources that led to an inflow of fresh money

totalling more than CHF 400 million.


Subsidiaries Luxembourg

Edmond de Rothschild (Europe), our Luxembourg subsidiary,

last year pursued its strategy of long-term growth in its

businesses of private banking, asset management and

investment funds administration.

2014 was highlighted by the sale of the Group’s International

Fund Services unit in Italy and the outsourcing of part of

Luxembourg’s asset servicing, record-keeping, custody,

transfer agent and accounting segments. However, the

subsidiary maintained its role as depositary and central fund

administrator.

United Kingdom

The operation of Edmond de Rothschild (UK) Limited, form

into the following main lines of business:

- Private Merchant Banking

- Asset Management, including bond and

infrastructure funds

- Main service provider for the Capital Holdings line of

investment funds

- Bond dealing

- Trading in emerging market funds

- Corporate finance, M&A activity and financing.

The London cluster represents a strategic axis of growth for

the Edmond de Rothschild (Suisse) SA hub, as reflected by its

large-scale recruiting last year both in private banking and

asset management.

London’s asset management arm was strengthened by

setting up a team specialising in infrastructure debt, which

launched the BRIDGE programme, and by beefing up the

sales force.

Guernsey

In Guernsey, Edmond de Rothschild Securities (CI) Limited

offers structured products and brokerage services and acts

as intermediary for securities listed on the Guernsey Stock

Exchange. Edmond de Rothschild Securities (CI) Limited also

provides asset management services to investment funds as

well as discretionary portfolio management services to private

and institutional clients.

Monaco

Our Monaco subsidiary, Edmond de Rothschild (Monaco), is

54.85% owned by the Edmond de Rothschild (Switzerland)

Group.

Thanks to a dynamic sales effort, subsidiary’s assets under

management rose 7.7% in 2014 to EUR 5.9 billion. The net

inflow of fresh money totalled EUR 111 million. Consolidated

net profit came to EUR 12.1 million in 2014, marking a jump

of 29% on the previous year’s level.

Bahamas

2014 was marked by new legislation that increased pressure

on profit margins. Our Nassau subsidiary generated a net

profit of CHF 10.7 million, stable compared with 2013.


Roundup of 2014 results

Consolidated profit and loss account Despite a 6.5% increase in gross profit, the net earnings of

the Edmond de Rothschild (Suisse) SA hub were down

16.2% compared with the previous year. This was mainly due

to the non-recurrence of extraordinary income registered in

2013.

Revenue

Interest income totalled CHF 40.8 million, up 10.2%

compared with the 2013 figure (CHF 37 million). This drop

reflects historically low interest rates.

Income from fees and commissions fell 2.2% to CHF 496.1

million from CHF 507.3 million the previous year.

Results of trading operations amounted to CHF 79.2 million,

down 5.2% on their 2013 level of CHF 83.5 million. The rise

was largely due to a higher profit on forex dealing.

Other ordinary results totalled CHF 41.6 million, marking a

7.6% drop on the year-earlier figure.

Expenses

The average number of staff employed by our Group last year

was 1,737, down from 1,805 in 2013. Personnel expenses

amounted to CHF 371.9 million, compared with CHF 393.1

million the previous year, marking a decrease of 5.4%.

Other operating expenses were down 1.4% to CHF 151.3

million from CHF 153.5 million in 2013.

Total operating expenses came to CHF 523.2 million, 4.3%

lower than the year-earlier level.

Gross profit

Group gross profit was up 6.5% and totalled CHF 134.5

million, versus CHF 126.3 million in 2013 with a rise of nearly

two basis points in the operating ratio.

Depreciation of fixed assets worked out to CHF 37.3 million,

or 3.1% less than in the previous year.

Extraordinary income amounted to CHF 25.2 million, down

sharply on the 2013 figure (CHF 59.6 million). This item chiefly

includes the release of provisions no longer required for

operating purposes and a release from the reserve for general

banking risks.

Extraordinary expenses totalled CHF 1.4 million, or 78.6% less

than the CHF 6.6 million reported the previous year.

Taxes came to CHF 16 million, up 32.2% on the year-earlier

figure of CHF 12.1 million.

Balance sheet review

The consolidated balance sheet total stood at CHF 17 billion

at end-2013, up 2.4% on the year-earlier level.

Current assets including cash, bank deposits, loans to

customers, mortgage bills, claims arising from money market

paper and securities and precious metals held for trading

purposes totalled CHF 16 billion, marking an increase of 1.9%

versus the previous year’s figure.

Financial investments amounted to CHF 721 million, or a 4.5%

drop compared with CHF 754.8 million in 2013.

Fixed assets stood at CHF 235.9 million, up from CHF 232.7

million at end-2013.

Adjustment accounts totalled CHF 102.7 million, compared

with CHF 106.8 million the previous year.

“Other assets” came to CHF 297 million, compared with CHF

170.1 million at end-2013. The increase was due to the

higher replacement value of open currency positions at the

end of the reporting year.

On the liabilities side, borrowed funds comprised of debits on

money-market paper and sums due to banks and customers

amounted to CHF 15 billion, compared with CHF 14.8 billion

in 2013, and represent 88.5% of the balance-sheet total. The

1.9% increase was chiefly attributable to the higher level of

clients’ deposits.


“Other liabilities” totalled CHF 320.5 million, compared with

CHF 200.4 million at end-2013. The 59.9% increase was

partly due to the rise in the negative replacement values of

open derivative instruments.

Valuation adjustments and provisions totalled CHF 115.1

million, up by CHF 9 million on the previous year.

The reserve for general banking risks fell 7.6% to CHF 242.1

million from its year-earlier level of CHF 262.2 million.

Prior to the dividend payout, Group capital and reserves stood

at CHF 1.3 billion, representing 7.6% of the balance sheet

total.

Capital ratio

Return on equity worked out to 5%. Shareholders’ equity as

required by the BIS (under the Basel III rules) came to CHF

279.9 million. Eligible capital totalled CHF 1.1 billion. The

capital adequacy ratio (BIS ratio) was 32.2%, well above the

12% legal minimum, reflecting surplus shareholders’ equity of

more than CHF 700 million.

Outlook for 2015

In 2015, our attitude will remain guarded, however. The recent

decision by the Swiss National Bank to abandon its euro/franc

floor rate and charge negative interest on deposits will have an

adverse impact on our revenues. We will have to remain

watchful and continue adapting to a fast-changing

environment.

Bolstered by our family ownership, long-term vision and

healthy, rock-solid balance sheet, the Edmond de Rothschild

(Suisse) SA hub will be focused in the coming year on

satisfying the clients of both our private banking and asset

management divisions and on continuing to transform our

business model.

We cannot conclude this report without expressing our

gratitude to you, our shareholders, and to our clients for their

abiding trust.

The Board of Directors


Report of the statutory auditor to the general meeting of Edmond de Rothschild (Suisse) SA, Geneva (previously Banque Privée Edmond de Rothschild SA, Geneva)

Report of the statutory auditor on the consolidated financial statements

As statutory auditor, we have audited the consolidated

financial statements of Edmond de Rothschild (Suisse) SA

(previously Banque Privée Edmond de Rothschild SA,

Geneva), which comprise the balance sheet, income

statement, statement of cash flows and notes (pp. 47-84), for

the year ended 31 December 2014.

Board of Directors’ Responsibility

The Board of Directors is responsible for the preparation and

fair presentation of the consolidated financial statements in

accordance with the requirements of Swiss law and the

Articles of Association. This responsibility includes designing,

implementing and maintaining an internal control system

relevant to the preparation of consolidated financial

statements that are free from material misstatement, whether

due to fraud or error. The Board of Directors is further

responsible for selecting and applying appropriate accounting

policies and making accounting estimates that are reasonable

in the circumstances.

Auditor’s Responsibility

Our responsibility is to express an opinion on these

consolidated financial statements based on our audit. We

conducted our audit in accordance with Swiss law and Swiss

Auditing Standards. Those standards require that we plan and

perform the audit to obtain reasonable assurance whether the

consolidated financial statements are free from material

misstatement.

An audit involves performing procedures to obtain audit

evidence about the amounts and disclosures in the

consolidated financial statements. The procedures selected

depend on the auditor’s judgment, including the assessment

of the risks of material misstatement of the financial

statements, whether due to fraud or error. In making those risk

assessments, the auditor considers the internal control

system relevant to the entity’s preparation and fair

presentation of the consolidated financial statements in order

to design audit procedures that are appropriate in the

circumstances, but not for the purpose of expressing an

opinion on the effectiveness of the entity’s internal control

system. An audit also includes evaluating the appropriateness

of the accounting policies used and the reasonableness of

accounting estimates made, as well as evaluating the overall

presentation of the consolidated financial statements. We

believe that the audit evidence we have obtained is sufficient

and appropriate to provide a basis for our audit opinion.

Opinion

In our opinion, the consolidated financial statements for the

year ended 31 December 2014 give a true and fair view of the

financial position, the results of operations and the cash flows

in accordance with accounting rules for banks and comply

with Swiss law.


Report on other legal requirements

We confirm that we meet the legal requirements on licensing

according to the Auditor Oversight Act (AOA) and

independence (article 728 CO and article 11 AOA) and that

there are no circumstances incompatible with our

independence.

In accordance with article 728a paragraph 1 item 3 CO and

Swiss Auditing Standard 890, we confirm that an internal

control system exists which has been designed for the

preparation of consolidated financial statements according to

the instructions of the Board of Directors.

We recommend that the consolidated financial statements

submitted to you be approved.


Geneva, 23 March 2015

Beresford Caloia Audit Expert

Auditor in charge

Alain Lattafi Audit Expert


Consolidated subsidiaries at 31 December 2014 Fully consolidated entities of the Edmond de Rothschild (Switzerland) Group

In Switzerland

Parent company


Geneva

CHF 45.000m 2)

Bank

Edmond de Rothschild (Lugano) SA

Lugano

100% 1) CHF 5.000m 2)

Services

Privaco Family Office SA

Geneva

100% 1) CHF 2.100m 2)

Les Conseillers du Léman Associés SA

Geneva 4)

100% 1) CHF 0.100m 2)

Financial and asset management companies

Orex Asset Management

Fribourg

82% 1) CHF 2.000m 2)

Priadvisory Holding SA

Geneva 3)

100% 1) CHF 3.120m 2)

1) Direct and/or indirect holding by parent company

2) Share capital

3) Wholly owned by Edmond de Rothschild (Switzerland) Europe, Luxembourg

4) Wholly owned by Privaco Family Office SA, Geneva


Abroad

Banks

Edmond de Rothschild (Europe)

Luxembourg

100% 1) EUR 31.500m 2)

Edmond de Rothschild (Bahamas) Ltd

Nassau

100% 1) CHF 15.000m 2)

Edmond de Rothschild (Monaco) Monaco

Monaco 3)

54,85% 1) EUR 12.000m 2)

Service and real estate companies

COPRI III SA

Luxembourg

100% 1) EUR 0.747m 2)

Edmond de Rothschild Family Advisory, (Hong Kong) Limited Hon Kong 7) Hong Kong

100% 1) HKD 12.675m 2)

L’immobilière Baldauff Hon Kong 7) Luxembourg 5)

100% 1) EUR 9.821m 2)

Asset management companies

Edmond de Rothschild Asset Management (Luxembourg)

Luxembourg 6)

100% 1) EUR 18.125m 2)

Edmond de Rothschild Asset Management (UK) Limited

London 7)

80% 1) GBP 1.800m 2)

Edmond de Rothschild Asset Management (C.I.) Limited

Guernsey 8)

100% 1) EUR 0.005m 2)

Edmond de Rothschild Conseil SA

Luxembourg 9)

100% 1) EUR 0.050m 2)

Edmond de Rothschild Client Nominees (UK) Limited

London 10)

80% 1) GBP 0.001m 2)


2) Share capital

3) Owned 34% by Edmond de Rothschild (Suisse) SA, Geneva, 18% by Edmond de Rothschild (Lugano) SA, Lugano and 5.21% by Incentive

Management SAM, Monaco

4) Wholly owned by Privaco Family Office SA, Geneva

5) Wholly owned by Edmond de Rothschild (Europe), Luxembourg

6) Owned 99.92% by Edmond de Rothschild (Europe), Luxembourg and 0.08% by LCF Rothschild Conseil SA, Luxembourg

7) Wholly owned by Edmond de Rothschild (UK) Limited, London

8) Wholly owned by Edmond de Rothschild (C.I.) Limited, Guernsey

9) Owned 99.99 by Edmond de Rothschild (Europe), Luxembourg and 0.01 by Edmond de Rothschild Asset Management (Luxembourg), Luxembourg

10) Wholly owned by LCF Edmond de Rothschild Securities (UK) Limited, London


Abroad

Financial and brokerage firms

Edmond de Rothschild (UK) Limited

London

80 % 1) GBP 1.000 m 2)

Edmond de Rothschild Securities (UK) Limited

London 3)

80 % 1) GBP 1.000 m 2)

Edmond de Rothschild Holdings (C.I.) Limited

Guernsey

100% 1) GBP 0.040 m 2)

Edmond de Rothschild Securities (C.I.) Limited

Guernsey 4)

100% 1) GBP 0.000002 m 2)

Incentive Management SAM

Monaco 5)

54.74% 1) EUR 0.150 m 2)

Priglobal Advisory Limited

Cayman Islands 6)

100% 1) EUR 0.000001 m 2)


2) Share capital

3) Wholly owned by Edmond de Rothschild (UK) Limited, London

4) Wholly owned by Edmond de Rothschild (C.I.) Limited, London

5) Owned 99.80% by Edmond de Rothschild (Monaco), Monaco

6) Wholly owned by Priadvisory Holding SA, Geneva


Prifund Conseil SA

Luxembourg 3)

100% 1) EUR 0,078 m 2)

Edmond de Rothschild (Suisse) SA, Representcion Uruguay

Montevideo

100% 1) USD 0.014 m 2)

Edmond de Rothschild Assurances et Conseils (Monaco)

Monaco 4)

54,58% 1) EUR 0.150 m 2)

Iberian Renewable Energies GP, S.à r.l.

Luxembourg 5)

100% 1) EUR 0.013 m 2)

Prifund Conseil (Bahamas) SA

Nassau 3)

100% 1) EUR 0.070 m 2)

E.C.H. Investments Ltd

Cayman Islands 6)

53,65% 1) EUR 0.251 m 2)

Edmond de Rothschild Assurances et Conseils (Europe)

Luxembourg 7)

100% 1) EUR 0.050 m 2)

Edmond de Rothschild Gestion (Monaco)

Monaco 8)

54,41% 1) EUR 0.150 m 2)

EDRRIT Ltd

Londres 9)

72% 1) GBP 0.278 m 2)

Edmond de Rothschild Capital Holdings Limited

London 10)

72% 1) GBP 0.250 m 2)

Edmond de Rothschild Private Merchant Banking LLP

London 11)

79,80% 1) GBP 14.136 m 2)


2) Share capital


4) Owned 99.30% by Edmond de Rothschild (Monaco), Monaco


6) Owned 42.60% by Edmond de Rothschild (Suisse) SA, Genève, 4.98% by Edmond de Rothschild Capital Holdings Limited, London

and 7.47% by Edmond de Rothschild (Europe), Luxembourg

7) Owned 99.68% by Edmond de Rothschild (Europe), Luxembourg and 0.32% by Edmond de Rothschild Asset Management, Luxembourg

8) Owned 99.30% by Banque Edmond de Rothschild (Monaco), Monaco

9) Owned 41% by Edmond de Rothschild (UK) Limited, London

10) Wholly owned by EDRRIT Limited, London

11) Owned 99.75% by Edmond de Rothschild (UK) Limited, London


Consolidation principles

The consolidated financial statements of the Edmond de

Rothschild (Switzerland) Group have been prepared in

accordance with the provisions of the Federal Law on Banks

and Savings Banks, its implementing ordinance (OB), the

guidelines issued by FINMA (the Swiss Financial Market

Supervisory Authority) and the provisions on the drawing up of

financial statements in the Listing Rules of the Swiss

Exchange. The financial statements provide a true picture of

the Group’s assets, financial situation and earnings.

Scope of consolidation

Group companies

The consolidated financial statements of the Edmond de

Rothschild (Switzerland) Group include the financial

statements of the major companies operating in the banking

and financial sector, as well as the real estate companies in

which the parent company holds, directly or indirectly, a

majority interest (for details of the companies concerned, refer

to pp. 47-50).

Changes to the scope of consolidation

The following company was consolidated during the reporting

period:

- Orox Asset Management SA, Geneva (formerly accounted

for using the equity method)

- L’immobilière Baldauff SA, Luxembourg

The following companies were deconsolidated during the

reporting period:

- Priasia Ltd, BVI

- Rouiller, Zurkinden & Cie Finance SA, Fribourg (merger by

absorption by Edmond de Rothschild (Switzerland) SA

on 01.01.2014)

- La Companie Privée de Finance, Jersey

- Edmond de Rothschild International Funds Ltd, Bermuda

Holdings accounted for using the equity method

Associated companies in which the Group owns a 20% to

50% interest are consolidated using the equity method; the

value shown under “Holdings” represents the Group’s share in

the equity and net income of these entities, rather than the

value of the shares under our control.

The companies concerned are Edmond de Rothschild Asset

Management (Switzerland)SA (34.68%), ACH Management

SA (38%), LCF EdR Nikko Cordial Japon (50%) and LCH

Investment NV (44%).

The difference resulting from the first consolidation is

disclosed in “Retained earnings”. The impact of applying the

Group’s accounting principles to these affiliated companies

has been considered as minor on the consolidated financial

statements. As a consequence, the equity application is

based on the unadjusted accounts of the companies held.

Equity stakes accounted for under the equity method are

shown under “Non-consolidated holdings”.

The Group’s share in the profits of companies consolidated

using the equity method is presented as a separate item in

the consolidated profit and loss account.

Other holdings

Majority interests of lesser impact or whose sale is envisaged,

as well as other stakes of less than 50%, are disclosed under

“Non-consolidated holdings”.


Consolidation methods

Full consolidation method

The financial statements of all companies within the Group are

fully consolidated.

All assets and liabilities, as well as expenses and income of

Group companies, are fully integrated (line-by-line).

Intercompany balance sheet items and profit and loss

transactions between consolidated Group companies are set

off against each other.

Off-balance sheet items are also fully consolidated and set off

when they relate to intercompany transactions within the

Group.

Dividends are eliminated through reserves. The entitlement of

third-party shareholders (minority interests) to equity and net

income is disclosed separately.

Capital consolidation

The capital invested in the Group’s banks and investment,

asset management and real estate companies is consolidated

in accordance with the purchase method.

The positive or negative differences arising from the first

consolidation are disclosed under “Intangible assets” and

“Retained earnings” respectively.

The value of the Bank’s treasury stock, or own shares, is

deducted from capital and reserves and reported under

“Additional paid-in capital and other reserves” at the shares’

cost price. Dividends and the proceeds of subsequent sales

are directly allocated to “Additional paid- in capital and other

reserves”.

Newly acquired companies

As a rule, newly acquired companies are included in the

consolidated financial statements in the year of their

acquisition.

Closing date for consolidated accounts

The consolidated companies all end their financial year on 31

December except for Priadvisory Holding SA, Prifund Conseil

SA and Prifund Conseil (Bahamas) SA whose financial years

conclude on 30 November.


Valuation policies

Translation of financial statements in foreign currency

Transactions in foreign currency are reported at the exchange

rate applicable on the date of the relevant transaction. Profits

and losses arising from the settlement of these transactions

are reported in the profit and loss account. along with profits

and losses arising from the conversion at the exchange rate

on the balance sheet date of claims and liabilities on money

market placements denominated in foreign currency.

The balance sheets of fully consolidated companies

expressed in foreign currency are translated into Swiss francs

at the year-end exchange rate. except for shareholders’ equity

which is translated at historical rates.

The profit and loss accounts of Group companies are

translated at yearly average exchange rates.

In the case of foreign companies consolidated using the

equity method. the year-end market rate is applied to the

Group’s share of equity expressed in foreign currency. The

Group’s share of the net income of these affiliated companies

is translated at the annual average exchange rate.

Translation differences resulting from full consolidation and

from the equity method are reported as shareholders’ equity in

“Retained earnings”.

The exchange rates used to convert sums in foreign currency

are as follows:

2014 2013

Closing

rate

Average

2014 rate

Closing

rate

Average

2013 rate

Major currencies

EUR 1.20 1.21 1.23 1.23

USD 0.99 0.92 0.89 0.92

GPB 1.54 1.51 1.47 1.45

Transaction bookings and balance sheet reporting

Since 31 Dec. 2006 the balance sheet and profit and loss

statement have been drawn up on the basis of settlement

dates.

Results of forex and precious metals transactions

Trading positions in forex and precious metals are evaluated

at year-end rates and prices.

Forward positions are estimated at year-end at the forward

rate for the remainder of the period. Forex differences are

recorded in the profit and loss account.

Income and expenses expressed in foreign currency are

translated at the market rate prevailing on the transaction date.

Fixed assets and financial investments

Fixed assets are stated at cost less depreciation (see Note 8 in the Notes to the Consolidated Financial Statements), except for the equity stakes in associated companies

consolidated as per the equity method. These are shown

under “Non-consolidated holdings”.

Income and expenses

The income and expenses generated by the Group companies

are accounted for in the period to which they relate.

Personnel welfare liabilities

Contributions are reported as personnel expenses in the profit

and loss account for the year to which they relate.

Each year the Group determines whether it has derived any

economic benefits or commitments from personnel welfare

plans for Group staff. If any are found, they are stated in the

balance sheet pursuant to rule 16 of the Swiss accounting

principles (GAAP RPC 16). The difference in relation to he

corresponding amount reported the previous year is included

in “Personnel expenses” in the profit and loss account.

This annual study is based on contracts, on financial

statements bearing a closing date no older than 12 months

and drawn up in accordance with GAAP RPC 16 (in the case

of Swiss pension funds) and on any other relevant

calculations.

Other balance sheet and profit and loss items

The accounting principles and valuation policies concerning

other items are set out in the Notes to the Consolidated

Financial Statements.


Consolidated balance sheet at 31 December 2014 (in thousands of CHF)

Notes 2014 2013 Change

(in CHF ‘000) (in CHF ‘000) (in CHF ‘000) (in %)

Assets Cash and other liquid assets 18 4,364,274 3,397,760 966,514 28.4

Claims arising from money market paper 1, 18 107,056 158,463 (51,407) (32.4)

Due from banks 2, 18 8,519,793 9,905,850 (1,386,057) (14.0)

Due from customers 3, 18 2,422,244 1,689,327 732,917 43.4

Mortgage loans 3, 18 70,784 44,636 26,148 58.6

Total advances to customers 4, 20 2,493,028 1,733,963 759,065 43.8

Securities and precious metals trading portfolios 5, 18 16,015 19,778 (3,763) (19.0)

Financial investments 6, 18 721,026 754,820 (33,794) (4.5)

Holdings 7, 8 115,834 97,451 18,383 18.9

Fixed assets 8 235,868 232,684 3,184 1.4

Intangible assets 8 10,524 9,272 1,252 13.5

Accrued income and prepaid expenses 8 102,648 106,831 (4,183) (3.9)

Other assets 9 297,014 170,126 126,888 74.6

Total assets 8, 19, 21, 22, 23 16,983,080 16,586,998 396,082 2.4

Subordinated amounts receivable 2,957 2,563 394 15.4

Due from non-consolidated Group companies and qualifying shareholders

7, 14 81,109 42,211 38,898 92.2


Consolidated balance sheet at 31 December 2014 (in thousands of CHF) Notes 2014 2013 Change


Liabilities

Liabilities arising from money market paper 18 1,327 3,607 (2,280) (63.2)

Due to banks 18 257,987 316,812 (58,825) (18.6)

Due to customers on savings or deposit accounts 18 6,640 6,905 (265) (3.8)

Other amounts due to customers 11, 18 14,765,255 14,424,835 340,420 2.4

Total due to customers 14,771,895 14,431,740 340,155 2.4

Accrued expenses and deferred income 221,954 199,557 22,397 11.2

Other liabilities 12 320,458 200,374 120,084 59.9

Valuation adjustments and provisions 13 115,122 106,118 9,004 8.5

Reserves for general banking risks 13 242,129 262,152 (20,023) (7.6)

Share capital 14 45,000 45,000 - -

Additional paid-in capital and other reserves 91,597 91,455 142 0.2

Retained earnings 15 885,259 889,421 (4,162) (0.5)

Treasury stock (67,476) (68,234) 758 (1.1)

Minority interests in shareholders’ equity 16 34,646 33,573 1,073 3.2

Consolidated net income 63,182 75,423 (12,241) (16.2)

of which: - minority interests 9,404 11,899 (2,495) (21.0)

Total Group capital and reserves 17 1,294,337 1,328,790 (34,453) (2.6)

Total liabilities 19, 21, 23 16,983,080 16,586,998 396,082 2.4

Subordinated liabilities - - - -

Due to non-consolidated holdings and qualifying shareholders 7, 14 32,961 16,626 16,335 98.2

Off-balance sheet transactions

Contingent liabilities 4, 20, 24, 25 185,416 193,795 (8,379) (4.3)

Irrevocable liabilities 4 131,707 66,337 65,370 98.5

Liabilities for unpaid share capital and additional capital contributions 4 - 1,958 (1,958) (100.0)

Derivative instruments Positive replacement values

26

Negative replacement values 263,504 139,048 124,456 89.5

Underlying values 233,725 136,557 97,168 71.2

Fiduciary transactions 20,515,941 22,137,362 (1,621,421) (7.3)

Contingent liabilities 27 3,154,570 3,190,274 (35,704) (1.1)


Consolidated profit and loss account for the year ended 31 December 2014 (in thousands of CHF)



Interest and discount income 29 43,871 37,333 6,538 17.5

Interest and dividend income on trading portfolios 29 94 95 (1) (1.1)

Interest and dividend income on financial investments 29 4,530 5,003 (473) (9.5)

Interest payable 30 7,671 5,391 2,280 42.3

Interest income, net 40,824 37,040 3,784 10.2

Commission income on lending activities 2,004 1,444 560 38.8

Commission income on securities and investment transactions 31 567,591 537,357 30,234 5.6

Commission income on other services 32 60,753 75,243 (14,490) (19.3)

Commissions payable 134,276 106,766 27,510 25.8

Fee and commission income, net 496,072 507,278 (11,206) (2.2)

Results of trading operations 33 79,210 83,548 (4,338) (5.2)

Proceeds from the sale of financial investments 694 2,343 (1,649) (70.4)

Income from holdings 21,433 22,662 (1,229) (5.4)

of which: - holdings reported using the equity method 17,098 14,995 2,103 14.0

- other non-consolidated holdings 4,335 7,667 (3,332) (43.5)

Real estate income 1,040 1,292 (252) (19.5)

Other ordinary income 34 26,032 20,922 5,110 24.4

Other ordinary expenses 7,557 2,144 5,413 252.5

Other ordinary results 41,642 45,075 (3,433) (7.6)

Total operating income 657,748 672,941 (15,193) (2.3)

Personnel expenses 35 371,871 393,130 (21,259) (5.4)

Other operating expenses 36 151,349 153,531 (2,182) (1.4)

Total operating expenses 523,220 546,661 (23,441) (4.3)

Gross profit 134,528 126,280 8,248 6.5

Depreciation of fixed assets 8,37 37,292 38,497 (1,205) (3.1)

Valuation adjustments, provisions and losses 38 41,846 53,251 (11,405) (21.4)

Result before extraordinary items and taxes 55,390 34,532 20,858 60.4

Extraordinary income 39 25,160 59,562 (34,402) (57.8)

Extraordinary expenses 39 1,411 6,597 (5,186) (78.6)

Taxes 40 15,957 12,074 3,883 32.2

Consolidated net income 41, 42, 43 63,182 75,423 (12,241) (16.2)

of which: - minority interests’ share in consolidated net income 9,404 11,899 (2,495) (21.0)


Consolidated cash flow statement At 31 December 2014 (in thousands of CHF)

2014 2013

Source of

funds Application of

funds Balance

Source of funds

Application of funds

Balance

Group net income 63,182 - 75,423 -

Depreciation of fixed assets 37,292 - 38,497 -

Accrued income and prepaid expenses 4,183 - - 14,020

Accrued expenses and deferred income 22,397 - 17,760 -

Valuation adjustments and provisions 9,004 - 36,503 -

Reserves for general banking risks - 20,023 - 25,271

Previous year’s dividend 56,250 56,250

Other changes in reserves and minority interests 136,058 76,273 59,785 168,183 95,541 72,642

Net cash used in/provided by operating activities (results of operations)

Share capital 142 - - 641

Additional paid-in capital - 21,504 - 1,910

Net cash used in/provided by transactions involving shareholders’ equity

142 21,504 - 2,551

- other non-consolidated holdings - 18,831 4,169 -

- land and buildings - 331 16,618 -

Other fixed assets - 38,170 - 26,768

Other intangible assets - 3,335 - 11,463

Exchange rate changes 556 - - 992

Net cash used in/provided by transactions involving financial investments and fixed assets

556 60,667 (60,111) 20,787 39,223 (18,436)

Claims arising from money market paper 51,407 - 101,080 -

Liabilities arising from money market paper - 2,280 2,642 -

Money market transactions 51,407 2,280 49,127 103,722 - 103,722

Due from banks 1,386,057 - - 2,111,721

Due to banks - 58,825 10,238 -

Financial investments 3,763 - - 1,562

Securities and precious metals portfolios held for trading purposes

33,794 - 370,968 -

Banking and trading activities 1,423,614 58,825 1,364,789 381,206 2,113,283 (1,732,077)

Due from customers - 732,917 - 49,651

Mortgage loans - 26,148 - 21,256

Savings and deposit accounts - 265 - 182

Other amounts due to customers 340,420 - 1,364,479 -

Medium-term bank bonds - - - -

Transactions with customers 340,420 759,330 (418,910) 1,364,479 71,089 1,293,390

Other assets - 126,888 - 1,054

Other liabilities 120,084 - - 34,862

Other balance sheet items 120,084 126,888 (6,804) - 35,916 (35,916)

Cash and other liquid assets - 966,514 319,226 -

- 966,514 (966,514) 319,226 - 319,226

Net cash used in/provided by banking activities 1,935,525 1,913,837 21,688 2,168,633 2,220,288 (51,655)

Total cash flows 2,072,281 2,072,281 2,357,603 2,357,603


Notes to the consolidated financial statements At 31 December 2014 (in thousands of CHF)

Description of operations and disclosure of staff size

Edmond de Rothschild (Suisse) SA, the Edmond de

Rothschild Group’s flagship entity, is an all-service bank

specialising in wealth management for private and institutional

clients. It is a member of SIX Swiss Exchange.

Converted to full-time jobs, the number of staff employed by

the Edmond de Rothschild (Suisse) Group stood at 1716 at

end-2013 versus 1755 a year earlier.

Through its network of branches and subsidiaries in

Switzerland and abroad, the Group conducts on its clients’

behalf all the operations customarily performed by private

banking institutions. Fee and commission business on behalf

of clients mainly includes portfolio management, fiduciary

deposits and payment transactions, along with trading in

securities, precious metals and derivative instruments. The

Group also manages and administers investment funds.

In addition, the Group actively deals in debt instruments,

equities, currencies, precious metals and derivatives on a

proprietary basis, but does not engage in commodity trading.

Disclosure of accounting principles and valuation policies

The general accounting and consolidation principles are set

out under a separate heading.

All assets, liabilities and off-balance sheet transactions

reported under the same heading in the Notes to the

consolidated financial statements.

Description of our risk control and management system

Risk management Risk policy

Edmond de Rothschild (Suisse) SA (“the Bank”) and its

subsidiaries in Switzerland and abroad (“the Group”) are

mainly active in Private Banking and Asset Management. The

Group’s operations also include administering investment

funds and providing investment advisory services. As the

Group’s parent company, the Bank is responsible for super-

vising risk control and management throughout the Group.

A joint risk policy drawn up by the Bank and approved by the

Board of Directors sets the general guidelines that apply to all

the Group entities. Taking account of these guidelines and

local regulations, each affiliate sets up its own section in

charge of identifying, monitoring and mitigating the risks to

which it is exposed.

Large human and technical resources have been made

available for the supervision and organisational structure of the

Group’s risk control units. These resources are constantly

adapted to take account of regulatory changes and the

requirements of the Group’s business.

Risk management is set up as follows:

- The Board of Directors determines the Group’s risk

appetite and the components of risk management, in

line with the recommendations made by Edmond de

Rothschild Holding SA for the Edmond de Rothschild

Group as a whole.

- The Audit Committee supervises and assesses the

operational aspects of risk management. It monitors

risks periodically by examining reports compiled at

regular intervals or on request by the Risk Control

and Management Department.

- The Executive Committee is responsible for

implementing procedures designed to identify,

analyse, evaluate and monitor all risks incurred by

the Bank and the Group. Together with the Risk

Committee it oversees implementation of the risk

policy laid down by the Board of Directors and

ensures that all important information on the status of

the aforementioned risks is collected, processed

and notified to the designated management and

supervisory bodies.


- Department heads are in charge of anticipating,

preventing and managing the main occurrences that

could affect the attainment of their business

objectives and the underlying operational

processes ;

- The Risk Manager sees to it that the Group’s risk

management guidelines and methods are incorporated

into decision-making and operational processes. He

monitors risk exposure and compliance with the

relevant limits, and reports on risk status to the

Bank/Group. Each Group entity has a Risk Control

and Management unit that reports regularly to the

Bank’s Risk Manager.

- The Bank and its subsidiaries are a subgroup of

Edmond de Rothschild Holding SA (“the Holding

Company”), which controls the Edmond de

Rothschild Group (“the Edmond de Rothschild

Group”). As such the Holding Company is

regulated by FINMA on a consolidated basis. To

satisfy FINMA’s requirements regarding management

and control of the risks faced by the Edmond de

Rothschild Group, the Holding Company has set

up a Risk Council combining the heads of the risk

units of all the Edmond de Rothschild Group’s

entities, who together report to the Group’s Chief

Risk Officer. An operating charter was drafted for

this Council setting out certain guidelines that reflect

the Edmond de Rothschild Group’s Strategic Plan.

The charter is backed up by frequent exchanges

and collaboration between the Council’s

participants.

Interest rate and liquidity risks

The liquidity risk is the risk that the Group might not be able to meet its present and future cash flow and collateral requirements, whether expected or unexpected, without harming its daily operations or financial situation. The interest rate risk resides in the vulnerability of the Group’s net worth or net interest margin to an adverse movement in market interest rates.

The Bank and its subsidiaries take a prudent approach to

cash management, not only by choosing first-class

counterparties but also by giving preference to overnight

and/or short-term deposits. Our emphasis is on safeguarding

our commitments to clients, in normal and stress

situations alike. We moreover seek to match resources to their

use, in terms of both duration and maturities. Finally, the Bank

and the Group scrupulously comply with the liquidity ratios

required by the current legal provisions.

The risks attaching to liquidity and interest rate positions/

maturities are gauged by using the most up-to-date balance

sheet management techniques and by tracking these items

with dedicated software. An Asset and Liability Management

(ALM) Committee drafts and oversees the implementation of

rules on managing liquidity, interest rate and forex risks. It is

also responsible for optimising cash management and

ensuring structural control of the balance sheet.

Credit risk

This is the risk that a client, bank or other counterparty might not be able to honour an obligation towards the Group.


Counterparty banks

The counterparty banks that the Group deals with are

selected rigorously and kept under close scrutiny. Our

exposure to them is monitored continuously by a team of

controllers, and the limits that we have granted to each are

updated periodically or in real time if so required by a

deteriorating situation. To minimise the counterparty risk

attaching to correspondent banks, we give preference to

reverse repo agreements and to depositing cash directly with

central banks. All the Group entities use the limits system and

monitor the risk of counterparty concentration.

Clients

The credit facilities that we grant to clients are mainly short-

term advances secured by their investments and, to a lesser

extent, loans in connection with their business activities.

Clients who have assets deposited with a Group entity may

also be granted a mortgage for the purchase of a primary

residence. Applications for credit facilities are subject to

stringent analysis, and the pledged securities are assigned a

collateral ratio according to their liquidity, valuation, credit

rating and diversification in terms of asset class and

geographical spread.

Daily monitoring of the client credit risk is handled by a special

team that also administers outstanding loans.

Financial investments

The Group’s financial services companies may invest part of

their capital and liquidity in first-class financial assets, Including

but not limited to bonds and other debt securities that meet

strict credit-rating standards. These Investments must be such

that they diversify the Group’s liquidity across medium- term

instruments while also garnering regular returns. They are

subject to specific limits and are chosen by employees of our

own asse t management departments. Monitoring the

limits and portfolios is the responsibility of the ALM

Committee, to which reports are submitted regularly.

Market risk

This lies in the vulnerability of the Group’s financial situation to adverse swings in market prices and especially in the underlying value and implied volatility of currencies, equities, precious metals and commodities.

Securities dealing on a propriety basis forms a very small part

of the Group’s business. In currencies and precious metals

we chiefly operate on behalf of clients and build only small

nostro positions. The limits granted to traders are low, and

their use of these is monitored constantly with software by

separate risk management and internal control services.

Operational risk

This is the risk of loss that the Group would suffer owing to the inadequacy or failure of internal procedures, staff, IT systems or external occurrences.

The Group’s entities have adopted a commune policy aimed

at monitoring and mitigating the following operational risks that

are Inherent in their private banking, asset management

and/or investment fund administration segments:

- strategic and business risks,

- internal and external fraud,

- negligence regarding confidentiality and/or banking

secrecy protection requirements,

- flawed practices in managing client assets and

collective investment schemes,

- business disruptions resulting from system failures

and other extraordinary causes.


The Risk Control and Management Department has a unit

focused on operational risks that suggests ways to improve

our risk management and internal control capabilities. Its

responsibilities include:

- devising the methodology for managing operational

risks (based primarily on the Basel II and III rules),

submitting this methodology to the Risk Committee

for approval and overseeing its implementation,

- recording operational incidents, analysing them and

evaluating measures designed to prevent their

recurrence.

This unit is tied in with the Bank’s supervision and internal

control system. It collaborates closely with the Internal Control

Department in gauging the relevance and effectiveness of the

Group’s controls and action plans, with a view to mitigating

those risks that have been identified as high and/or critical. It

uses specially designed software deployed throughout the

Group. It reports to the Risk Committee periodically and, if

required by the circumstances, to the Executive Committee.

A business continuity and organisational plan has been drawn

up to deal with possible crisis situations that the Bank has

identified and that could totally or partially disrupt our

operational processes. Human and technical resources

including an entire infrastructure have been deployed that

would enable us to provide essential services at reduced

capacity and return to normal. Given our Bank’s objectives in

terms of business continuity following a disaster or major

incident, this plan and the related tests and drills will be further

developed in 2015.

Outsourcing

Except in the area of fund administration support services

provided by Edmond de Rothschild (Europe), Luxembourg,

our Bank and its subsidiaries do not outsource services within

the meaning of FINMA circular 2008/7.


2014 2013 Change

(in CHF ‘000) (in CHF ‘000) (in %)

1 Claims arising from money market paper

Rescriptions and treasury bills 19,358 6,423 201.4

Other bills and money market paper 87,698 152,040 -

Total 107,056 158,463 (32.4)

2014 2013 Change

(in CHF ,000) (in CHF ,000) (in %)

2 Due from banks

Due from banks 948,915 2,633,911 (64.0)

Reverse repos 7,570,878 7,271,939 4.1

Total 8,519,793 9,905,850 (14.0)

2014 2013 Change

(in CHF ,000) (in CHF ,000) (in %)

3 Advances to customers

Current account overdrafts 934,949 717,552 30.3

Advances and fixed term loans 1,487,295 971,775 53.0

Total due from customers 2,422,244 1,689,327 43.4

Mortgage loans 70,784 44,636 58.6

Total 2,493,028 1,733,963 43.8

Current account overdrafts, advances and fixed term loans and mortgage loans are shown at face value, less any required adjustments.


Mortgage collateral

Other collateral Unsecured Total

4 Schedule of collateral (in thousands of CHF)

Loans

Due from customers 13,378 2,285,448 123,418 2,422,244

Mortgage loans

- residential property 70,784 - - 70,784

Total 2014 84,162 2,285,448 123,418 2,493,028

Total 2013 52,860 1,604,061 77,042 1,733,963

Off-balance sheet transactions

Contingent liabilities - 174,655 10,761 185,416

Irrevocable liabilities - 128,935 2,772 131,707

Liabilities for unpaid share capital and additional capital contributions - - - -

Total 2014 -‐ 303,590 13,533 317,123

Total 2013 -‐ 251,080 11,010 262,090

Gross value Estimated

proceeds from sale of collateral

Net value Individual valuation

adjustments

Nonperforming loans (in thousands of CHF)

Total 2014 12,337 - 12,337 12,335

Total 2013 9,372 - 9,372 9,349

Delinquent claims, i.e. claims for which the borrower is unlikely to honour his future commitments, are evaluated on an individual basis and the resulting

depreciation is covered by itemised valuation adjustments. Off-balance sheet transactions, primarily involving contingent liabilities, guarantees and derivative

instruments, are also included in this review. A claim is deemed delinquent when there is substantive evidence that future principal and interest payments due

under contract are unlikely to be made or are over 90 days in arrears. Interest is deemed in arrears when overdue for more than 90 days. Nonperforming

loans and overdue interest do not appear in the profit and loss account, but are reported instead in “Valuation adjustments and provisions”.


2014 2013 Change

(in CHF ‘000) (in CHF ‘000) (in %)

5 Securities and precious metals trading portfolios

Debt instruments 4,141 3,465 19.5

of which: - listed 4,111 3,465 18.6

Equity paper 11,874 16,313 (27.2)

Precious metals - - -

Total 16,015 19,778 (19.0)

Securities are reported at their fair value on the balance sheet date (securities traded on a recognised Stock Exchange or representative market; if these

conditions are not fulfilled, the securities are evaluated at their lowest quoted price); capital gains and losses are recorded under “Results of trading

operations”.

Regarding balance sheet reporting of treasury stock, see Note 17.

2014 2013 Change

(in CHF ‘000) (in CHF ‘000) (in %)

6 Financial investments Total 721,026 754,820 (4.5)

2014 2013

Book value Fair value Book value Fair value

Debt instruments 272,233 281,169 278,872 295,083

of which: - intended to be held until maturity 201,304 208,225 215,060 230,510

- reported as per lowest valuation 70,929 72,944 63,812 64,573

Equity paper 32,460 39,777 53,598 60,588

of which: - qualifying equity stakes (min. 10% of capital or votes) - - - -

Precious metals 416,333 416,333 422,350 422,350

Buildings - - - -

721,026 737,279 754,820 778,021

of which: - securities eligible for repo agreements under liquidity regulations 112,306 - 163,367 -

Interest-bearing securities that are intended to be held until maturity are evaluated using the accrual method. Capital gains and losses are calculated for the

duration of issues, i.e. until their redemption date. Interest-bearing securities that are not intended to be held until maturity appear at their lowest valuation.

When the market value of listed securities is below their acquisition price or when the price of unlisted securities is below the net asset value of the issuing

company, the difference is charged to “Other ordinary expenses”. Precious metals held to set off commitments towards clients are stated at their fair value.

Regarding balance sheet reporting of treasury stock, see Note 17.


2014 2013 Change

(in CHF ‘000) (in CHF ‘000) (in %)

7 Non-consolidated holdings

With market value 14,266 14,266 0

With no market value 101,568 83,185 22.1

Total 115,834 97,451 18.9

Holdings valued as per the equity method 38,135 43,453 (12.2)

Other non-consolidated holdings 77,699 53,998 43.9

115,834 97,451

“Holdings valued as per the equity method” includes significant interests owned by the Group (20-50% of the relevant company’s share capital).

Differences arising from the first equity consolidation:

- positive, included under “Retained earnings” 2,365 2,365

- negative, shown under “Intangible assets” - 1,128

Companies consolidated on the balance sheet using the equity method: - La Edmond de Rothschild Asset Management (Switzerland)SA, Meyrin, owned by:

Banca Privata Edmond de Rothschild Lugano SA, Lugano (17.34%) and Edmond de Rothschild (Suisse) SA, Geneva (17.34%) Total share capital CHF 11,534,000.–

- ACH Management SA, Luxembourg, owned by:

Edmond de Rothschild (Suisse) SA, Geneva (28%), Edmond de Rothschild Capital Holdings Ltd, London (10%) Total share capital USD 154,128

- LCF EdR Nikko Cordial, Japan, owned by:

Edmond de Rothschild (Switzerland) Europe, Luxembourg (50%) Total share capital JPY 100,000,000

LCH Investment NV, Netherlands Antilles, owned by:

Edmond de Rothschild (Suisse) SA, Geneva (43.5%) Edmond de Rothschild Limited, London (0.5%) Total share capital USD 2,000

Due from or to holdings consolidated using the equity method:

Due from customers 60 -

Adjustments accounts 238 848

Other assets 31 -

Total assets 329 848 (61.2)

Due to banks - -

Other amounts due to customers 2,617 4,635

Other liabilities 11,350 389

Total liabilities 13,967 5,024 178.0

The other equity stakes are evaluated at their acquisition price less any write-offs to allow for long-term capital losses. Other capital losses are shown in the

balance sheet as “Valuation adjustments and provisions” and in the relevant item of the profit and loss account.


Acquisition value at 1 January 2014

Accumulated depreciation

at 1 January 2014

Group value at 1 January 2014

8 Schedule of non-current assets (in thousands of CHF)

Holdings consolidated using the equity method 43,453 - 43,453

Other holdings 54,448 (450) 53,998

Non-consolidated holdings 97,901 (450) 97,451

Bank premises 220,242 (56,984) 163,258

Other buildings 13,200 (4,609) 8,591

Other fixed assets 351,556 (290,721) 60,835

Total fixed assets 584,998 (352,314) 232,684

Goodwill 86,443 (77,171) 9,272

Other intangible assets 87,163 (87,163) -

Intangible assets 173,606 (164,334) 9,272

2014 2013

(in CHF ‘000) (in CHF ‘000)

Fire insurance value of bank premises 172,147 187,550

Fire insurance value of other buildings 13,729 13,631

Fire insurance value of other fixed assets 124,659 125,843

Commitments: future leasing instalments under operating leases - -

Fixed assets

Increases and decreases in the value of holdings consolidated

using the equity method are shown under “Investments” and

“Divestitures” respectively.

Investments in new fixed assets which are to be used for more than

one financial year and exceed the balance-sheet reporting

threshold are stated at their purchase value. Investments in existing

fixed assets are reported as assets if their market or usage value

increases for an extended period or if their useful life increases

significantly.

Fixed assets are reported in subsequent years at their purchase value

less accumulated depreciation. They are written down according to a

predetermined schedule throughout their useful life, and the correctness

of their value is reviewed each year. If this assessment reveals a

change in an asset’s projected useful life or a decrease in its actual

worth, the residual book value is either amortised as per the new

schedule or written down accordingly at the end of the reporting

period. Planned and additional unplanned write-downs are stated as

expenses under “Depreciation of fixed assets” in the profit and loss

account. If the reason for a write-down ceases to exist, the relevant

asset is re-evaluated.

Land and buildings are amortised on a straight-line basis over their

useful life, set at 66 years.

Other fixed assets comprising furniture, equipment and fixtures

(including renovations) are amortised on a straight-line basis over a

useful life, set at two to five years depending on their nature.

Profits on sales of fixed assets are included in “Extraordinary income”

and losses in “Extraordinary expenses”.

Goodwill

If the cost of an acquisition exceeds the net value of its assets as

assessed according to the Group principles, the difference is considered

goodwill and stated in the balance sheet. The differences arising from a

company’s first-time full consolidation or consolidation at equity are

amortised in the profit and loss account over a five-year period.

Other intangible assets

Other intangible assets when acquired are reported in the balance sheet

if it is believed that they will provide the Group with financial benefits over

a number of years. Other intangible assets created by the Group itself do

not appear at their fair value; following their valuation, they are reported in

the balance sheet at their purchase price and amortised in the profit and

loss account at their residual value over a five-year useful life. The

currency of the residual value is reviewed each year. If this review reveals

a change in the duration of their useful life or a decrease in their actual

worth, the Group amortises the residual book value in accordance with

the new useful life or by means of an unplanned write-down.


Forex adjustments Redesignations Investments and newly consolidated

assets

Divestitures and assets

no longer consolidated

Depreciation including

changes in scope of consolidation

Group value at 31 December 2014

15 - 40 (5,373) - 38,135

(83) - 24,284 (120) (380) 77,699

(68) - 24,324 (5,493) (380) 115,834

(334) - 331 - (4,089) 159,166

- - - - (258) 8,333

(152) - 38,610 (440) (30,484) 68,369

(486) - 38,941 (440) (34,831) 235,868

- - 3,155 - (2,022) 10,405

(2) - 180 - (59) 119

(2) - 3,335 - (2,081) 10,524


2014 2013 Change

(in CHF ‘000) (in CHF ‘000) (in %)

9 Other assets

Positive replacement value of derivative instruments 263,504 139,048 89.5

Set-off account - 8 (100.0)

Other 33,510 31,070 7.9

Total 297,014 170,126 74.6

2014 2013

Book value of assets

Actual encumbrance

Book value of assets

Actual encumbrance

10

Assets pledged or assigned to cover own liabilities and assets subject to reservation of ownership (in thousands of CHF)

Securities pledged to a Stock Exchange to cover settlements 22,622 - 20,103 -

Other 500 - 2,000 -

Assets pledged or assigned to cover own liabilities 23,122 - 22,103 -

Total encumbrances covering own liabilities 23,122 - 22,103 -

2014 2013

Securities lending and repurchase agreements

Claims arising from cash pledged as collateral under securities borrowing and reverse repo agreements 7,570,878 7,271,939

Securities received as collateral under securities lending agreements and securities received under borrowing or reverse repo agreements which the Bank has been authorised without restriction to sell or pledge subsequently

7,708,141 7,524,538

of which: - those of the above securities which were sold or pledged - -

The fees earned or paid as a result of securities lending are reported as per the duration of the loan and appear respectively as interest income or interest

charges. Repos and reverse repos are used to finance and refinance the purchase of special kinds of equities. They are stated as loans secured by financial

instruments or as deposits secured by shares from the Bank’s treasury stock. They are stated as advances secured by securities or as deposits for which

the Bank has pledged securities. The interest income arising from reverse repos and the interest charges arising from repos are reported as per the duration

of the relevant transactions.

2014 2013 Change

(in CHF ‘000) (in CHF ‘000) (in %)

11 Disclosure of commitments to own pension plans Total 58,508 50,128 16.7

Commitments to own pension plans (joint and employer foundations alike) are stated under “Other amounts due to customers”.

2014 2013 Change

(in CHF ‘000) (in CHF ‘000) (in %)

12 Other liabilities

Negative replacement value of derivative instruments 233,725 136,557 71.2

Set-off account 23 99 (76.8)

Other 86,710 63,718 36.1

Total 320,458 200,374 30.5

For 2013 the “Other” line mainly includes the profit generated by the creation of the joint venture described on p. 52 in the “Consolidation principles” section.


Situation at end 2013

Uses and

releases as designated

Changes in scope of

consolidation

Recoveries, interests at

risk and forex

differences

New provisions

charged to profit and loss

account

Releases reported in

profit and loss account

Situation at end 2014

13 Valuation adjustments and provisions

Reserves for general banking (in thousands of CHF)

Provisions for taxes and deferred taxes 26,880 - - (143) 401 (5,075) 22,063

Valuation adjustments and provisions for default and other risks:

- valuation adjustments and provisions for default risks

(credit and country risks) 12,849 (252) - 83 3,204 (49) 15,835

- provisions for restructuring - - - (4) 376 - 372

- other provisions 75,735 (12,120) - (378) 26,616 (668) 89,185

Subtotal 88,584 (12,372) - (299) 30,196 (717) 105,392

Total valuation adjustments and provisions 115,464 (12,372) - (442) 30,597 (5,792) 127,455

Less valuation adjustments deducted directly from assets: 9,346 12,333

Of which:- customers 9,346 12,333

Total valuation adjustments and provisions as per balance sheet

106,118 115,122

Reserves for general banking risks 262,152 - - - 952 (20,975) 242,129

Reflecting the Group’s cautious stance, valuation adjustments and provisions

are allocated on an individual basis to all discernible risks of loss. Valuation

adjustments and provisions that become economically unnecessary during the

course of a financial year are released and reported under the relevant heading

in the profit and loss account. Individual valuation adjustments are deducted

from the relevant balance sheet items.

Deferred taxes mainly relate to temporary changes in reserves for general

banking risks. They are calculated based on the average tax rate foreseen at

the time the balance sheet is drawn up.

Reserves for general banking risks form part of consolidated shareholders’

equity. The portion accruing to the Group minority shareholders is deducted

from these reserves.

Litigation

The Group is involved in a number of judicial proceedings in relation to its

normal business. The general business environment entails certain legal risks

whose impact on our financial situation and profitability is difficult to gauge at

the current stages of these proceedings. In line with our policy, the Group

creates provisions for pending or contingent procedures when senior

management believes that these could give rise to a loss or a financial liability,

or when the dispute is likely to be settled in the form of a transaction and the

amount of the obligation or loss can be reasonably estimated. For certain

procedures, however, the Group is not able to reasonably estimate the size of

the loss, for example because of the complexity of the proceedings, the fact

that they are only at a preliminary stage, the uncertainty they entail or for other

objective reasons. The foregoing valuation adjustments moreover include the

instalment provided for under the tax agreement between Switzerland and the

UK and provisions relating to the Bank’s participation in the tax settlement

programme of the US Department of Justice, in line with the recommendations

of the Swiss Financial Market Supervisory Authority (FINMA).


2014 2013 Change

(in CHF ‘000) (in CHF ‘000) (in %)

14 Share capital

200,000 fully paid registered shares with a par value of CHF 100.– 20,000 20,000 -

50,000 fully paid bearer shares with a par value of CHF 500.– 25,000 25,000 -

Total 45,000 45,000 -

see note 17 for equities held for own account

Due to and from qualifying shareholders:

Due from customers 80,454 41,139

Other assets 326 224

Total claims 80,780 41,363 95.3


Adjustment accounts 2,347 -

Other liabilities - 6


2014 2013 Change

(in CHF ‘000) (in CHF ‘000) (in %)

15 Retained earnings and other reserves excluding minority states

Retained earnings 969,549 966,671 0.3

Passive difference from consolidation and equity consolidation 4,490 6,793 (33.9)

Accrued currency translation differences (88,780) (84,043) 5.6

Total 885,259 889,421 (0.5)

2014 2013 Change

(in CHF ‘000) (in CHF ‘000) (in %)

16 Minority interests in shareholders’ equity

Retained earnings 44,801 44,122 1.5

Passive difference from consolidation and equity consolidation (10,155) (10,549) (3.7)

Total 34,646 33,573 3.2


2014 2013

(in CHF ‘000) (in CHF ‘000)

17 Statement of changes in shareholders’ equity

Share capital at beginning of year

Share capital 45,000 45,000

Additional paid-in capital 91,455 92,096

Retained earnings at beginning of year (including minority interests’ share in shareholders’ equity) 922,994 912,614

of which: -currency translation differences (94,592) (100,207)

Reserves for general banking risks 262,152 287,423

Group net income 75,423 66,351

Treasury stock (68,234) (66,045)

Total shareholders’ equity at beginning of the reporting period 1,328,790 1,337,439

Capital increase/decrease - -

Allocations to/releases from reserves for general banking risks (20,023) (25,271)

Dividend (56,250) (56,250)

Other allocations to/releases from retained earnings (17,919) (5,337)

Net income 63,182 75,423

Treasury stock buybacks (at purchase price) (127) (16,805)

Sales of treasury stock (at purchase price) 885 14,617

Profit or loss on sales of treasury stock 142 (641)

Currency translation differences (4,343) 5,615

Total shareholders’ equity at end of the reporting period 1,294,337 1,328,790

of which: - share capital 45,000 45,000

- additional paid-in capital 91,597 91,455

- retained earnings (including minority interests’ share in shareholders’ equity) 919,905 922,994

of which: - currency translation differences (98,935) (94,592)

- reserves for general banking risks 242,129 262,152

- Group net income 63,182 75,423

of which: - minority interests’ share in net income 9,404 11,899

Treasury stock (67,476) (68,234)

The minority shareholders are considered as providers of funds to the Group. As a consequence, their interest is treated as Group equity. Similarly, net

income attribuable to minority interests is included in consolidated net income.

2014 2013

(number

of shares)

(number

of shares)

Own shares deducted from shareholders’ equity:

Treasury stock included in securities and precious metals trading portfolio

- number of own shares at 1 January 2014 149 140

- number of shares purchased during the reporting year 8 195

- number of shares sold during the reporting year (8) (186)

- number of own shares at 31 December 2014 149 149

2014 2013

(number

of shares)

(number

of shares)

Treasury stock reported as financial investments

- number of own shares at 1 January 2014 2,805 2,696

- number of shares purchased during the reporting year - 650

- number of shares sold during the reporting year (59) (541)

- number of own shares at 31 December 2014 2,746 2,805


On demand

Callable Within 3 months

In 3 to 12 months

In 12 months to

5 years

After 5 years

Total

18

Maturity profile of current assets, financial investments and borrowed funds (in thousands of CHF)

Current assets Cash and other liquid assets 4,364,274 - - - - - 4,364,274

Claims arising from money market paper - - 94,291 12,765 - - 107,056

Due from banks 661,857 - 7,734,032 123,904 - - 8,519,793

Due from customers 12,858 934,948 663,368 692,937 114,526 3,607 2,422,244

Mortgage loans - 341 4,983 19,425 46,035 - 70,784

Securities and precious metals held for trading purposes 16,015 - - - - - 16,015

Financial investments 448,791 - 11,607 18,413 195,841 46,374 721,026

Total 2014 5,503,795 935,289 8,508,281 867,444 356,402 49,981 16,221,192

Total 2013 4,344,343 718,383 9,935,797 631,137 298,915 42,059 15,970,634

Borrowed funds

Liabilities arising from money market paper 1,237 90 - - - - 1,327

Due to banks 240,982 - 7,388 9,617 - - 257,987

Due to customers on savings or deposit accounts - 6,640 - - - - 6,640

Other amounts due to customers 14,222,181 85 351,184 165,324 26,481 - 14,765,255

Total 2014 14,464,400 6,815 358,572 174,941 26,481 -‐ 15,031,209

Total 2013 14,359,031 10,708 205,043 163,952 13,425 -‐ 14,752,159


2014 2013 Change

(in CHF ‘000) (in CHF ‘000) (in %)

19 Due from and to affiliated companies

Due from banks 138,692 124,682

Adjustment accounts 6,120 3,576

Other assets 624 2,460

Total claims 145,450 130,718 11.3

Due to banks 89 1,471


Adjustment accounts 3,290 411

Other liabilities 6,694 1,526

Total commitments 14,584 21,370 (31.8)

Affiliated companies include the majority holdings of Edmond de Rothschild Holding SA, which are not part of the Edmond de Rothschild (Switzerland) Group.

All transactions with affiliated parties are carried out on the usual terms, both at the Bank in Switzerland and at our foreign subsidiaries.

2014 2013

Loans Number of

members Loans Number of

members

20 Loans granted to the governing bodies of the Bank

Guarantee commitments on behalf of the governing bodies of the Bank

Loans granted to the governing bodies (in thousands of CHF)

- to members of boards of directors 81,876 4 43,134 4

- to members of the executive committee - - 40 2

Total 81,876 4 43,174 6

Commitments

Number of members

Commitments

Number of members

Guarantee commitments on behalf of the following persons (in thousands of CHF)

- members of boards of directors 236 3 451 7

- members of the executive committee 34 2 128 5

- internal auditors 28 3 54 6

Total 298 8 633 18


2014 2013

21

Swiss Foreign Total Swiss Foreign Total

Breakdown of Swiss and foreign assets and liabilities (in thousands of CHF)

Assets

Cash and other liquid assets 3,626,338 737,936 4,364,274 2,908,469 489,291 3,397,760

Claims arising from money market paper - 107,056 107,056 228 158,235 158,463

Due from banks 751,054 7,768,739 8,519,793 814,417 9,091,433 9,905,850

Due from customers 225,362 2,196,882 2,422,244 211,495 1,477,832 1,689,327

Mortgage loans 55,975 14,809 70,784 38,136 6,500 44,636

Securities and precious metals held for trading purposes

3,375 12,640 16,015 3,019 16,759 19,778

Financial investments 516,316 204,710 721,026 546,859 207,961 754,820

Non-consolidated holdings 62,874 52,960 115,834 67,691 29,760 97,451

Fixed assets 174,466 61,402 235,868 179,137 53,547 232,684

Intangible assets 10,405 119 10,524 9,272 - 9,272

Accrued income and prepaid expenses 29,029 73,619 102,648 13,497 93,334 106,831

Other assets 129,147 167,867 297,014 104,155 65,971 170,126

Total assets 5,584,341 11,398,739 16,983,080 4,896,375 11,690,623 16,586,998

L iabi l i t ies

Liabilities arising from money market paper 1,327 - 1,327 3,607 - 3,607

Due to banks 21,027 236,960 257,987 17,200 299,612 316,812

Customer savings and deposit accounts 5,998 642 6,640 6,255 650 6,905

Other amounts due to customers 1,621,776 13,143,479 14,765,255 1,765,227 12,659,608 14,424,835

Accrued expenses and deferred income 95,376 126,578 221,954 76,664 122,893 199,557

Other liabilities 162,429 158,029 320,458 56,682 143,692 200,374

Valuation adjustments and provisions 86,652 28,470 115,122 80,024 26,094 106,118

Reserves for general banking risks 190,577 51,552 242,129 208,037 54,115 262,152

Share capital 45,000 - 45,000 45,000 - 45,000

Additional paid-in capital and other reserves 90,387 1,210 91,597 90,524 931 91,455

Retained earnings 666,115 219,144 885,259 652,293 237,128 889,421

Treasury stock (67,476) - (67,476) (68,234) - (68,234)

Minority interests’ share in shareholders’ equity 587 34,059 34,646 - 33,573 33,573

Consolidated net income 3,112 60,070 63,182 (5,393) 80,816 75,423

Total liabilities 2,922,887 14,060,193 16,983,080 2,927,886 13,659,112 16,586,998

The breakdown of Swiss and foreign origin is based on the location of the registered office of the debtor, creditor or the body issuing the shares or debt

instruments. In the case of mortgage-backed securities and property, the place of the security interest applies.


2014 2013

Value % share Value % share

22

Breakdown of consolidated assets by country/country group (in thousands of CHF)

Assets

Switzerland 5,584,341 32.9 4,896,375 29.5

Europe excluding Switzerland 10,388,056 61.1 11,075,086 66.9

North America 182,469 1.1 178,271 1.1

South America 44,690 0.3 57,658 0.3

Asia / Pacific 277,383 1.6 54,447 0.3

Caribbean 320,360 1.9 222,829 1.3

Africa Middle East 185,781 1.1 102,332 0.6

Total assets 16,983,080 100.0 16,586,998 100.0


CHF EUR USD Other Total

23

Breakdown of consolidated assets and liabilities by currency (in thousands of CHF)

Assets

Cash and other liquid assets 3,624,207 732,168 329 7,570 4,364,274

Claims arising from money market paper - 48,090 41,094 17,872 107,056

Due from banks 19,489 3,113,969 4,627,136 759,199 8,519,793

Due from customers 235,459 1,424,115 510,848 251,822 2,422,244

Mortgage loans 65,875 - - 4,909 70,784

Securities and precious metals held for trading purposes 247 2,835 5,805 7,128 16,015

Financial investments 221,905 66,448 15,885 416,788 721,026

Non-consolidated holdings 99,920 13,061 276 2,577 115,834

Fixed assets 180,222 43,155 - 12,491 235,868

Intangible assets 10,405 119 - - 10,524

Accrued income and prepaid expenses 29,933 59,594 7,846 5,275 102,648

Other assets 132,470 160,181 11 4,352 297,014

Total positions reported as assets 4,620,132 5,663,735 5,209,230 1,489,983 16,983,080

Delivery claims arising from spot, forward and options transactions 3,571,959 11,451,855 11,854,193 2,884,833 29,762,840

Total assets 2014 8,192,091 17,115,590 17,063,423 4,374,816 46,745,920

Total assets 2013 6,072,559 15,465,381 12,754,519 4,354,977 38,647,436

L iabi l i t ies

Liabilities arising from money market paper 1,327 - - - 1,327

Due to banks 13,527 66,551 148,471 29,438 257,987

Customer savings and deposit accounts 6,640 - - - 6,640

Other amounts due to customers 1,578,593 5,966,954 5,634,728 1,584,980 14,765,255

Accrued expenses and deferred income 90,688 107,530 2,482 21,254 221,954

Other liabilities 170,357 115,443 589 34,069 320,458

Valuation adjustments and provisions 86,663 28,160 299 - 115,122

Reserves for general banking risks 190,577 51,552 - - 242,129

Share capital 45,000 - - - 45,000

Additional paid-in capital and other reserves 90,666 - 931 - 91,597

Retained earnings 701,509 153,532 (586) 30,804 885,259

Treasury stock (67,476) - - - (67,476)

Minority interests’ share in shareholders’ equity 858 24,917 (39) 8,910 34,646

Consolidated net income (5,745) 74,336 (526) (4,883) 63,182

Total positions reported as liabilities in reporting year 2,903,184 6,588,975 5,786,349 1,704,572 16,983,080

Delivery commitments arising from spot, forward and options transactions 5,288,691 10,416,917 11,417,881 2,639,351 29,762,840

Total liabilities 2014 8,191,875 17,005,892 17,204,230 4,343,923 46,745,920

Net position per currency 216 109,698 (140,807) 30,893 -

Total liabilities 2013 6,074,997 15,419,141 12,795,704 4,357,594 38,647,436


2014 2013 Change

(in CHF ‘000) (in CHF ‘000) (in %)

24 Contingent liabilities

Irrevocable guarantees in the form of avals, sureties and guarantees (including guarantee commitments under irrevocable letters of credit), advance payment guarantees and endorsement obligations from rediscounting

105,930 121,845 (13.1)

Performance bonds, bid bonds, letters of indemnity and other service guarantees (including service guarantees in the form of irrevocable letters of credit)

79,486 71,950 10.5

Total 185,416 193,795 (4.3)

For guarantee commitments made on behalf of the Bank’s governing bodies, see Note 20. These commitments are reported in “Off-balance sheet

transactions” at their face value. For foreseeable risks, the Group allocates provisions in its balance-sheet liabilities.

2014 2013 Change

(in CHF ‘000) (in CHF ‘000) (in %)

25 Guarantee commitments for third parties

Surety bonds 3,884 4,010 (3.1)

Guarantees 181,532 189,785 (4.3)

Total 185,416 193,795 (4.3)


Trading instruments Hedging instruments

Positive replacement

values

Negative replacement

values

Underlying values


values


values

Underlying values

26

Open interest in derivative instruments (in thousands of CHF)

Interest rate products

Forward contracts including FRAs - - - - - -

Swaps - 2,353 39,317 - - -

Futures - - - - - -

OTC options - - - - - -

Traded options - - - - - -

Currencies / precious metals

Forward contracts 186,671 196,064 15,059,377 - - -

Combined interest and currency swaps 74,184 32,700 5,138,101 - - -

Futures - - - - - -

OTC options 2,358 2,358 172,755 23 - 12,024


Equity index products

Forward contracts 267 249 18,055 - - -

Futures - - - - - -

OTC options 1 1 76,312 - - -


Other

Forward contracts - - - - - -

Futures - - - - - -

OTC options - - - - - -


Total before impact of netting agreements

2014 263,481 233,725 20,503,917 23 - 12,024

2013 138,949 136,549 22,119,560 99 8 17,802

Positive replacement values (accumulated) Negative replacement values (accumulated)

Total after impact of netting agreements

2014 263,504 233,725

2013 139,048 136,557

The derivative instruments used by the Group include exchange-traded futures, OTC forwards, exchange-traded options, OTC options and swaps.

Derivative instruments are traded by the Group on behalf of clients and on a proprietary basis. Transactions involving options, futures and swaps for our own

account are used to hedge financial investments and to control interest rate and currency risks.

Derivative instruments are reported at their fair value. The positive and negative replacement values represent the Bank’s claims and obligations respectively,

should the Bank enter into contracts identical to the initial ones with other counterparties. The positive and negative replacement values are shown in the

balance sheet under “Other assets” and “Other liabilities” respectively, and in the profit and loss account under “Results of trading operations”. The fair value

is either the market price (if the instrument is traded on an efficient, liquid market), the price quoted by market makers or the price determined using valuation

models. The underlying value represents the net claim arising from trading in derivative instruments for own account or on behalf of customers (contract

value).

(Note 26 cont’d next page)


(note 26 cont’d)

2014 2013


values


values

Underlying values


values


values

Underlying values

Open interest in derivative instruments (in thousands of CHF)

Banks and derivative exchanges

- expiring in less than 1 year 121,754 143,336 11,641,999 98,902 42,737 11,934,709

- expiring in more than 1 year - 2,364 1,204 87 284 7,500

Secured customers 141,750 88,025 8,872,738 40,059 93,535 10,195,153

Total 263,504 233,725 20,515,941 139,048 136,557 22,137,362

2014 2013 Change

(in CHF ‘000) (in CHF ‘000) (in %)

27 Fiduciary transactions

Fiduciary deposits with other banks 3,004,965 3,101,218 (3.1)

Fiduciary loans 149,605 89,056 68.0

Total 3,154,570 3,190,274 (1.1)

2014 2013 Change

(in CHF ‘000) (in CHF ‘000) (in %)

28 Assets under management

Assets invested in funds managed by the Bank 16,177,750 16,029,135 0.9

Assets under discretionary management 21,906,850 19,834,184 10.4

Other assets 71,377,876 72,748,179 (1.9)

Total assets under management (incl. double reporting) 109,462,476 108,611,498 0.8

of which: - double reporting 8,697,640 10,213,007 (14.8)

- net deposits/withdrawals of fresh money (2,906,476) 1,585,013 (283.4)

Assets under management include investments in funds managed by the Bank, assets held under discretionary management mandates (including under

custody with depositaries) and other assets held for investment purposes (“Other assets”).

Assets under custody are owned by institutional clients whose only objective is to hold deposits.

“Net deposits/withdrawals of fresh money” includes account openings and closures as well as deposits and withdrawals by existing clients. Changes in

assets due to performance (e.g. price variations, interest and dividend payments and bank charges) are not considered to be deposits/withdrawals.

2014 2013 Change

(in CHF ‘000) (in CHF ‘000) (in %)

29 Interest and discount income

Due from banks 20,552 18,078 13.7

of which: - reverse repo interest 10,553 10,645 (0.9)

Claims arising from money market paper 420 583 (28.0)

Advances to customers 22,899 18,672 22.6

Total 43,871 37,333 17.5

Interest and dividend income on trading portfolios 94 95 (1.1)

Interest and dividend income on financial investments 4,530 5,003 (9.5)


2014 2013 Change

(in CHF ‘000) (in CHF ‘000) (in %)

30 Interest payable

To banks 3,042 1,283 137,1

On customer deposits 4,629 4,108 12,7

Total 7,671 5,391 42.3

2014 2013 Change

(in CHF ‘000) (in CHF ‘000) (in %)

31 Commission income on securities and investment transactions Total 567,591 537,357 5.6

This heading covers brokerage fees, custody fees, management fees, advisory fees and commissions on investment activities (fiduciary loans and deposits,

gold, currency options, futures, investment trusts, securities transfers and new issues).

2014 2013 Change

(in CHF ‘000) (in CHF ‘000) (in %)

32 Commission income on other service operations Total 60,753 75,243 (19.3)

Commissions on other services consist of administration fees charged to customers and commissions for safe rentals, money transfers, cheques and other

services.

2014 2013 Change

(in CHF ‘000) (in CHF ‘000) (in %)

33 Results of trading operations

Securities trading (including equity product and index derivatives) 17,826 22,933 (22.3)

Forex trading (including forex derivatives) 55,528 59,664 (6.9)

Precious metals (including precious metals derivatives) 456 951 (52.1)

Total 79,210 83,548 (5.2)

Income and expenses arising from trading portfolios – profits and losses on trades, along with interest and dividends – are included in “Results of trading

operations”. The Group does not debit portfolio refinancing costs to these results. Results of securities lending and borrowing appear in “Interest

income, net”.

2014 2013 Change

(in CHF ‘000) (in CHF ‘000) (in %)

34 Other ordinary income Total 26,032 20,922 24.4

This heading mainly covers fees received, coupon collection income and VAT refunds.


2014 2013 Change

(in CHF ‘000) (in CHF ‘000) (in %)

35 Personnel expenses

Salaries 295,598 321,047 (7.9)

Employee benefits:

- statutory social security 35,461 25,734 37.8

- contributions to pension funds 28,536 31,010 (8.0)

Other personnel expenses 12,276 15,339 (20.0)

Total 371,871 393,130 (5.4)

“Salaries” covers the payroll of permanent and temporary staff, plus

bonuses, fees paid to directors and supplementary allowances.

Personnel welfare plans

The staff of the parent company and some of its subsidiaries is insured

by the Edmond de Rothschild Personnel Welfare Foundation. Its purpose

is to protect the staff of its member companies from the economic

consequences of old age, disability and death. The Foundation is semi-

autonomous and operates as a defined-contributions scheme.

Contribution rates increase with age. Employers pay in two-thirds of

contributions and employees one-third.

The audited funding ratio of the new Foundation at 31 December 2013

was 105.81% (101.66% at 1 January 2013).

Thanks to last year’s positive return on the Foundation’s assets, we can

estimate a funding ratio above 106% at end-2014. The Foundation

Council decided to pay 3% interest on active members’ vested assets for

2014 and also decided not to index existing pensions.

The Board of Directors believes that any funding ratio surplus as defined

in RPC 16 of the Swiss GAAP will be used for the benefit of employees

and that, as a consequence, no profit will arise for the member

companies.

The employees of other Group entities belong to personnel welfare funds

that also operate on the defined-contributions principle.

At 31 Dec. 2014 there was no employer contributions reserve.

(Note 35 cont’d next page)


(Note 35 cont’d)

2013 2013 2012 2014 2013

Funding surplus /

deficit

Entity’s share

Change v.previous year

Period adjusted

contributions

Personnel welfare costs included in personnel expenses

Economic benefits / commitments and personnel welfare expenses (in thousands of CHF)

Employer’s funds / Employer’s personnel welfare institutions

- - - - 6,212 6,212 6,421

Personnel welfare institutions with a surplus funding ratio

28,364 - - - 22,324 22,324 24,589

Personnel welfare institutions with no proprietary assets

- - - - - - -

Total 28,536 28,536 31,010

2014 2013

In Switzerland In EU Other

countries Total In Switzerland In EU

Other countries

Total

Group personnel

(number of employees)

Average number of employees 718 945 74 1,737 732 1,005 68 1,805

Total number of employees at year-end

721 881 79 1,681 726 982 69 1,777

Number of employees at year-end, converted into full-time jobs

697 859 79 1,635 698 949 69 1,716

2014 2013 Change

(in CHF ‘000) (in CHF ‘000) (in %)

36 Other operating expenses

Cost of premises 26,690 27,692 (3.6)

Equipment costs:

- IT systems 35,562 33,643 5.7

- machines 769 749 2.7

- furniture 709 916 (22.6)

- vehicles 125 541 (76.9)

Other operating expenses: 87,494 89,990 (2.8)

Total 151,349 153,531 (1.4)


2014 2013 Change

(in CHF ‘000) (in CHF ‘000) (in %)

37 Depreciation of non-current assets

Consolidated holdings 380 -‐ -

Fixed assets:

- land ans buildings 4,347 4,517 (3.8)

- office furniture, machines and equipment 30,484 30,511 (0.1)

Intangible assets 2,081 3,469 (40.0)

Total 37,292 38,497 (3.1)

In the case of non-consolidated holdings shown at cost, only provisions for permanent capital depreciation are shown under this heading; see Note 7.

Depreciation of fixed assets is set out in Note 8.

2014 2013 Change

(in CHF ‘000) (in CHF ‘000) (in %)

38 Valuation adjustments, provisions and losses

Valuation adjustments and provisions 30,155 46,175 (34.7)

Losses 11,691 7,076 65.2

Total 41,846 53,251 (21.4)

The breakdown of funds allocated to valuation adjustments and provisions is shown in Note 13.

2014 2013 Change

(in CHF ‘000) (in CHF ‘000) (in %)

39 Extraordinary income and expenses

Extraordinary income 25,160 59,562 (57.8)

Extraordinary expenses 1,411 6,597 (78.6)

“Extraordinary income” mainly derives from the release of other provisions that are no longer required for operating purposes and a release from the general

reserve for banking risks.

“Extraordinary expenses” mainly includes allocations in 2014 and 2013 of CHF 1.0 million and CHF 5.1 million respectively to the reserve for general banking

risks.

2014 2013 Change

(in CHF ‘000) (in CHF ‘000) (in %)

40 Taxes

Current taxes 20,631 20,519 0.5

Deferred taxes (4,674) (8,445) (44.7)

Total 15,957 12,074 32.2

Corporate taxes are calculated on the basis of the financial statements of each individual Group company and charged to the accounting period in which

they were incurred. Tax provisions are set out in Note 13.

2014 2013 Change

(in CHF ‘000) (in CHF ‘000) (in %)

41 Consolidated net income Total 63,182 75,423 (16.2)

The share of minority interests in net income is incorporated in consolidated net income based on the Group unity principle explained in Note 17.


2014 2013

42 Earnings per share

Group earnings after deduction of portion due to minority interests (in thousands of CHF) 53,705 63,524

Weighted average of number of shares outstanding

Bearer shares (par value CHF 500.–) 50,000 50,000

Registered shares (par value CHF 100.–) 200,000 200,000

Weighted average of number of shares used to calculate earnings per share (with a par value of CHF 500.–) after deducting own shares held by the Bank (Treasury stock)

87,105 87,046

Earnings per bearer share (in CHF) 616.55 729.78

Earnings per registered share (in CHF) 123.31 145.96

2014 2013

Swiss Foreign Total Swiss Foreign Total

43

Breakdown of Group results by Swiss and foreign origin (in thousands of CHF)

Interest and discount income 19,514 24,357 43,871 18,271 19,062 37,333

Interest and dividend income on trading portfolios 80 14 94 92 3 95

Interest and dividend income on financial investments 4,467 63 4,530 4,387 616 5,003

Interest payable 401 7,270 7,671 962 4,429 5,391

Interest income, net 23,660 17,164 40,824 21,788 15,252 37,040

Commission income on lending activities 941 1,063 2,004 815 629 1,444

Commission income on trading operations and investments 241,757 325,834 567,591 243,849 293,508 537,357

Commission income on other services 18,579 42,174 60,753 23,812 51,431 75,243

Commissions payable 40,972 93,304 134,276 43,473 63,293 106,766

Fee and commission income, net 220,305 275,767 496,072 225,003 282,275 507,278

Results of trading operations 34,385 44,825 79,210 37,842 45,706 83,548

Proceeds from the sale of financial investments 828 (134) 694 925 1,418 2,343

Total income from holdings 14,782 6,651 21,433 17,945 4,717 22,662

Real estate income 792 248 1,040 963 329 1,292

Other ordinary income 9,470 16,562 26,032 6,868 14,054 20,922

Other ordinary expenses 7,349 208 7,557 1,612 532 2,144

Other ordinary results 18,523 23,119 41,642 25,089 19,986 45,075

Operating income 296,873 360,875 657,748 309,722 363,219 672,941

Personnel expenses 186,958 184,913 371,871 201,800 191,330 393,130

Other operating expenses 68,362 82,987 151,349 67,695 85,836 153,531

Operating expenses 255,320 267,900 523,220 269,495 277,166 546,661

Gross profit 41,553 92,975 134,528 40,227 86,053 126,280

Depreciation of fixed assets 27,270 10,022 37,292 28,516 9,981 38,497

Valuation adjustments, provisions and losses 27,649 14,197 41,846 45,613 7,638 53,251

Result before extraordinary items and taxes (13,366) 68,756 55,390 (33,902) 68,434 34,532

Extraordinary income 21,089 4,071 25,160 30,201 29,361 59,562

Extraordinary expenses 315 1,096 1,411 1,198 5,399 6,597

Taxes 4,296 11,661 15,957 494 11,580 12,074

Consolidated net income 3,112 60,070 63,182 (5,393) 80,816 75,423

This breakdown of results by Swiss and foreign origin is based on the location of business operations.



Financial Report

86 Key figures



on the financial statements

94 Balance sheet

96 Profit and loss account

97 Notes to the financial statements


Key figures of Edmond de Rothschild (Suisse) SA, Geneva 2014 2013 Change

(in CHF ‘000) (in %)

Balance sheet (in thousands of CHF)

Due from banks 2,705,567 3,704,248 (998,681) (27.0)

Advances to customers 1,125,430 737,526 387,904 52.6

Due to banks 926,281 1,172,265 (245,984) (21.0)

Customer deposits 5,828,721 5,623,180 205,541 3.7

Shareholders’ equity (after appropriation) 632,890 636,563 (3,673) (0.6)

Balance sheet total 7,936,090 7,895,928 40,162 0.5

Profit and loss account (in thousands of CHF)



Results of trading operations 31,839 34,759 (2,920) (8.4)

Operating expenses (personnel costs and overheads) 250,876 262,103 (11,227) (4.3)

Gross profit 102,792 92,033 10,759 11.7

Net income 69,226 50,650 18,576 36.7

Staff

Number of employees at year-end (converted into full-time jobs) 657 648 9 1.4

Profitability

% return on equity (net profit / average shareholders’ equity after profit appropriation) 10.9 7.8 - -

% return on assets (net profit / average assets) 0.9 0.6 - -

Shares

Dividend (in thousands of CHF) 56,250 56,250 - -

Dividend (% of share capital) 125 125 - -

Stock market capitalisation (in thousands of CHF) 1,374,750 1,287,000 87,750 6.8

Data per bearer share:

- net income per share (CHF) 769 563 206 36.6

- dividend (CHF) 625 625 - -

- quoted price at 31.12 (CHF) 15,275 14,300 975 6.8

- gross yield (%) 4.1 4.4 - -


Report of the Directors to the shareholders of Edmond de Rothschild (Suisse) SA at the ordinary general meeting on 29 April 2015

Balance sheet review

On the assets side, cash and claims arising from money

market paper totalled CHF 2.9 billion, up CHF 526 million

compared with 2013.

Funds due from banks fell by CHF 998.7 million to CHF

2.7 billion, including CHF 2.5 billion held with correspondents

under reverse repo agreements.

Cash, bank deposits and money market claims together

came to CHF 5.6 billion. This item accounts for 70% of the

balance sheet total.

Loans to clients rose to CHF 1.1 billion, marking a 52.6%

increase on the end-2013 level, and represented 14.2% of

the balance sheet total.

Securities and precious metals held for trading purposes

totalled CHF 2.9 million, up by 7.2% on the previous year’s

level.

Financial investments stood at CHF 614 million, practically

unchanged compared with the year-earlier figure.

Long-term holdings amounted to CHF 254.3 million, as

against CHF 226.4 million in 2013.

Fixed assets came to CHF 154.2 million, marking a drop of

CHF 2.9 million.

Other assets amounted to CHF 198.2 million, compared with

CHF 109.9 million the previous year. This increase is due to

the change in the replacement value of currency transactions

that were open at the end of the reporting year.

At 31 December 2014, the balance-sheet total stood at

CHF 7.9 billion, up by CHF 40 million on the previous year.

Edmond de Rothschild (Suisse) SA has a particularly healthy,

liquid balance-sheet and can therefore face future

developments confidently.

On the liabilities side, funds due to banks dropped by CHF

246 million to CHF 926.3 million, chiefly reflecting cash

management at the Edmond de Rothschild Group level.

At 31 Dec. 2014 client deposits totalled CHF 5.8 billion as

against 5.6 billion a year earlier. They accounted for 73.4% of

the balance sheet total.

Other liabilities came to CHF 187.5 million.

Valuation adjustments, provisions and losses rose by CHF

10.2 million to CHF 219.8 million.

Following appropriation of net income, shareholders’ equity will

amount to CHF 632.9 million, or 8% of the balance sheet

total.

On that basis return on equity at end-2014 worked out to

10.9%. Applying the BIS rules under Basel III, required share-

holders’ equity totalled CHF 114.5 million while eligible capital

came to CHF 456.1 million. The BIS ratio stood at 31.9%.


Roundup of results

The Bank’s net profit at 31 Dec. 2014 came to CHF

69.3 million, marking an increase of 36.7% compared with the

year- earlier figure.

Revenue

Interest income rose 11.9% compared with the previous year,

totalling CHF 19.9 million.

Income from fees and commissions amounted to CHF

188.3 million, down 1.9% on the 2013 level of CHF 191.9

million.

Results of trading operations came to CHF 31.8 million,

compared with CHF 34.8 million the previous year.

Other ordinary results rose 3.6% to CHF 113.7 million. The

increase was due, in particular, to the change in value of our

treasury stock.

Expenses

Operating expenses totalled CHF 250.9 million, down 4.3%

on the 2013 level. Personnel expenses declined by 6.8% and

other operating costs were up by 2.8%.

At CHF 102.8 million gross profit was up 11.7% compared

with the year-earlier figure (CHF 92 million).

Depreciation of fixed assets totalled CHF 26.1 million, marking

a decrease of CHF 0.5 million on the previous year.

Valuation adjustments, provisions and losses fell by CHF 17.7

million from the end-2013 level to CHF 24 million.

Taxes due on our 2014 earnings are estimated at

CHF 5.7 million, down 0.9% on the year-earlier figure.


Approval of the financial statements

We hereby submit the financial statements for fiscal year 2014

for your approval, together with our proposal for the allocation

of available income.

Proposal of the Board of Directors concerning the appropriation of earnings

Net income for 2014 CHF 69,226,351

Net income brought forward from previous year CHF 4,006,272

Total CHF 73,232,623

which we propose to appropriate as follows:

Payment of a 125% ordinary dividend on

200,000 registered shares with a par value of CHF 100 CHF 20,000,000 at 125%

CHF 25,000,000

50,000 bearer shares with a par value of CHF 500

CHF 25,000,000 at 125% CHF 31,250,000

Total ordinary dividend CHF 56,250,000

Allocation to statutory general reserves CHF Nil

Allocation to other reserves CHF 12,048,847

Net income carried forward CHF 4,933,776

Total CHF 73,232,623

Subject to your acceptance of our proposal, the dividend will

be made payable on Coupon No. 28 from 7 May 2015 at all

the domestic counters of UBS, Credit Suisse, Rothschild

Bank AG and Edmond de Rothschild (Suisse) SA, at the rate

of CHF 125 per registered share with a par value of CHF 100

and CHF 625 per bearer share with a par value of CHF 500,

less 35% withholding tax.

Following the release of CHF 12,048,847 from other reserves,

shareholders’ equity will amount to CHF 632,890,624.- or

8.0% of the balance sheet total.


Elections as per our Articles of Association

Under the OEPLC the General Meeting will henceforth elect

members to the Board of Directors individually for one-year

terms, regardless of their age. Each Director’s term will end at

the close of the General Meeting following his or her election

in compliance with article 19bis of the Articles of Association.

The list of the members whom the Board of Directors will

propose for election/re-election will be included in the agenda

of the General Meeting to appear in the 1 April 2015 edition of

the FOSC.

Finally, we propose that for 2015 PricewaterhouseCoopers

SA be re-appointed as the Independent Auditors of the Bank

and the Group.

Outlook for 2015

In 2015 our attitude will remain guarded, however. The recent

decision by the Swiss National Bank to abandon its euro/franc

floor rate and charge negative interest on deposits will have an

adverse impact on our revenues. We will have to remain

watchful and continue adapting to a fast-changing

environment.

Bolstered by our family ownership, long-term vision and

healthy, rock-solid balance sheet, the Edmond de Rothschild

(Suisse) SA hub will be focused in the coming year on

satisfying the clients of both our private banking and asset

management divisions and on continuing to transform our

business model.

We cannot conclude this report without expressing our

gratitude to you, our shareholders, and to our clients for their

abiding trust.

The Board of Directors


Breakdown of revenues

(% of total)

Allocation of profit

(in millions of CHF)

5.0%

54.2%

9.8%

31.0%

5.6%

53.2%

9.0%

32.1%

Net interest income Net fee and commission income Trading income Other ordinary income

2013

2014

118.5

98.5 101.6

30.3

50.65

69.2

81

69.8

78.8

56.3 56.25 56.3

33.9 28.6 29.4

-25.8 -5.1

12.0

2009 2010 2011 2012 2013 2014

Net profit

Dividend

Transfer to reserves



Report of the statutory auditor on the financial statements

As statutory auditor, we have audited the financial statements

of Edmond de Rothschild (Suisse) SA (previously Banque

Privée Edmond de Rothschild SA, Geneva), which comprise

the balance sheet, income statement, statement of cash flows

and notes (pp. 94-105), for the year ended 31 December

2014.


The Board of Directors is responsible for the preparation of the

financial statements in accordance with the requirements of

Swiss law and the company’s articles of incorporation. This

responsibility includes designing, implementing and

maintaining an internal control system relevant to the

preparation of financial statements that are free from material

misstatement, whether due to fraud or error. The Board of

Directors is further responsible for selecting and applying

appropriate accounting policies and making accounting

estimates that are reasonable in the circumstances.


Our responsibility is to express an opinion on these financial

statements based on our audit. We conducted our audit in

accordance with Swiss law and Swiss Auditing Standards.

Those standards require that we plan and perform the audit to

obtain reasonable assurance whether the financial statements

are free from material misstatement.

An audit involves performing procedures to obtain audit

evidence about the amounts and disclosures in the financial

statements. The procedures selected depend on the auditor’s

judgment, including the assessment of the risks of material

misstatement of the financial statements, whether due to fraud

or error. In making those risk assessments, the auditor

considers the internal control system relevant to the entity’s

preparation of the financial statements in order to design audit

procedures that are appropriate in the circumstances, but not

for the purpose of expressing an opinion on the effectiveness

of the entity’s internal control system. An audit also includes

evaluating the appropriateness of the accounting policies

used and the reasonableness of accounting estimates made,

as well as evaluating the overall presentation of the financial

statements. We believe that the audit evidence we have

obtained is sufficient and appropriate to provide a basis for

our audit opinion.

Opinion

In our opinion, the financial statements for the year ended

31 December 2014 comply with Swiss law and the

company’s articles of incorporation.


Report on other legal requirements

We confirm that we meet the legal requirements on licensing

according to the Auditor Oversight Act (AOA) and

independence (article 728 CO and article 11 AOA) and that

there are no circumstances incompatible with our

independence.

In accordance with article 728a paragraph 1 item 3 CO and

Swiss Auditing Standard 890, we confirm that an internal

control system exists which has been designed for the

preparation of financial statements according to the

instructions of the Board of Directors.

We further confirm that the proposed appropriation of available

earnings (page 89) complies with Swiss law and the

company’s articles of incorporation. We recommend that the

financial statements submitted to you be approved.



Beresford Caloia

Audit Expert

Auditor in charge



Balance sheet before profit appropriation at 31 December 2014



Assets

Cash and other liquid assets 2,744,918 2,166,810 578,108 26.7

Claims arising from money market paper 105,570 157,557 (51,987) (33.0)

Due from banks 1 2,705,567 3,704,248 (998,681) (27.0)

Due from customers 1,054,987 693,261 361,726 52.2

Mortgage loans 70,443 44,265 26,178 59.1

Total advances to customers 1,125,430 737,526 387,904 52.6

Securities and precious metals held for trading purposes 2 2,929 2,733 196 7.2

Financial investments 3 613,959 614,088 (129) (0.0)

Holdings 4 254,331 226,404 27,927 12.3

Fixed assets 5 154,184 157,131 (2,947) (1.9)

Accrued income and prepaid expenses 30,969 19,524 11,445 58.6

Other assets 6 198,233 109,907 88,326 80.4

Total assets 7, 14 7,936,090 7,895,928 40,162 0.5

Subordinated amounts receivable - - - -

Amounts due from Group companies and qualifying shareholders 4, 11 179,586 120,936 58,650 48.5


Balance sheet at 31 December 2014



Liabilities

Liabilities arising from money market paper 1,237 512 725 141.6

Due to banks 926,281 1,172,265 (245,984) (21.0)

Other amounts due to customers 8 5,828,721 5,623,180 205,541 3.7

Total due to customers 5,828,721 5,623,180 205,541 3.7

Accrued expenses and deferred income 83,380 76,286 7,094 9.3

Other liabilities 9 187,502 121,232 66,270 54.7

Valuation adjustments and provisions 10 219,829 209,640 10,189 4.9

Reserves for general banking risks 10 5,672 24,172 (18,500) (76.5)

Share capital 11 45,000 45,000 - -

General statutory reserve 119,385 119,385 - -

Other reserves 445,851 449,069 (3,218) (0.7)

of which: - treasury stock 41,945 40,112 1,833 4.6

Net profit brought forward 4,006 4,537 (531) (11.7)

Net profit for the year 69,226 50,650 18,576 36.7

Total shareholders’ equity before profit appropriation 11,12,13 689,140 692,813 (3,673) (0.5)

Total liabilities 14 7,936,090 7,895,928 40,162 0.5

Subordinated liabilities - - - -

Due to Group companies and qualifying shareholders 4, 11 911,326 1,183,919 (272,593) (23.0)



Off-balance sheet transactions Contingent liabilities 16 110,799 130,230 (19,431) (14.9)

Irrevocable liabilities 200,831 12,214 188,617 1'544.3

Liabilities for unpaid share capital and additional capital contributions - 1,958 (1,958) (100.0)

Derivative instruments:

- positive replacement values 194,961 107,313 87,648 81.7

- negative replacement values 175,863 108,837 67,026 61.6

- underlying values 15,224,929 16,676,889 (1,451,960) (8.7)

Fiduciary transactions 17 1,907,540 1,904,497 3,043 0.2


Profit and loss account for the year ended 31 December 2014



Interest and discount income 18,415 16,751 1,664 9.9

Interest and dividend income on trading portfolios 80 69 11 15.9

Interest and dividend income on financial investments 3,259 3,098 161 5.2

Interest payable 1,881 2,164 (283) (13.1)


Commission income on lending activities 1,133 833 300 36.0

Commission income on securities and investment transactions 214,229 214,596 (367) (0.2)

Commission income on other services 15,235 19,413 (4,178) (21.5)

Commissions payable 42,293 42,968 (675) (1.6)


Results of trading operations 18 31,839 34,759 (2,920) (8.4)

Proceeds from the sale of financial investments 41 169 (128) (75.7)

Income from holdings 106,157 109,056 (2,899) (2.7)

Proceeds from real estate 397 541 (144) (26.6)

Other ordinary income 14,407 11,417 2,990 26.2

Other ordinary expenses 7,350 11,434 (4,084) (35.7)

Other ordinary results 113,652 109,749 3,903 3.6

Operating income 353,668 354,136 (468) (0.1)

Personnel expenses 180,670 193,782 (13,112) (6.8)

Other operating expenses 70,206 68,321 1,885 2.8

Operating expenses 250,876 262,103 (11,227) (4.3)

Gross profit 102,792 92,033 10,759 11.7

Depreciation of fixed assets 26,116 26,656 (540) (2.0)

Valuation adjustments, provisions and losses 24,039 41,742 (17,703) (42.4)

Result before extraordinary items and taxes 52,637 23,635 29,002 122.7

Extraordinary income 19 22,582 32,786 (10,204) (31.1)

Extraordinary expenses 19 274 - 274 -

Taxes 5,719 5,771 (52) (0.9)

Net income for the reporting year 69,226 50,650 18,576 36.7


Notes to the financial statements

Overview of accounting policies

The financial statements of Edmond de Rothschild (Suisse)

SA, have been prepared in accordance with the provisions of

the Swiss Code of Obligations, the Federal Law on Banks and

Savings Banks and its implementing ordinance (OB) as

revised on 1 February 1995, and the guidelines issued by

FINMA (the Swiss Financial Market Supervisory Authority). The

Bank’s separate financial statements provide as true a picture

as possible of its assets, financial situation and earnings.

Hidden (“latent”) reserves are included in the profit and loss

account under the headings “Depreciation of fixed assets”,

“Valuation adjustments, provisions and losses” and

“Extraordinary expenses”. Released hidden reserves are

included in “Extraordinary income”.

Description of the Bank’s operations and staff size

Edmond de Rothschild (Suisse) SA is a bank specialising in

wealth management for private and institutional clients. It is a

member of the Swiss Exchange and became an accredited

dealer in transferable securities on 3 April 1998.

Converted to full-time jobs, the number of staff employed by

Edmond de Rothschild (Suisse) SA stood at 657 at end-2014

versus 648 a year earlier.

Through its network of branches and subsidiaries in

Switzerland and abroad, the Bank conducts on its clients’

behalf all the operations customarily provided by private

banking institutions. Fee and commission business for the

account of clients mainly includes portfolio management,

fiduciary deposits and payment transactions, along with

trading in securities, precious metals and derivative

instruments.

The Bank also actively deals in debt instruments, equities,

currencies, precious metals and derivatives on a proprietary

basis, but does not engage in commodity trading.

The Bank does not outsource its services within the meaning

of FINMA circular 2008/7.

Accounting and valuation principles

The financial statements of the parent company have been

drawn up in accordance with the accounting principles of the

Group, with the exception of the following items:

Holdings

This item comprises of interests in associated establishments

of either a long-term or infrastructural nature (regardless of the

percentage stake). These holdings are stated, at most, at their

acquisition value.

Fixed assets

This item includes Bank premises, other buildings, furniture,

machines and equipment, as well as intangible assets. Fixed

assets are evaluated at their acquisition cost, less the relevant

depreciation for each fixed asset category.

Risk management

The principles adopted by the Group regarding control of

market, credit, interest rate and country risks also apply to the

parent company.


2014 2013 Change

(in CHF ‘000) (in CHF ‘000) (in %)

1 Due from banks

Due from banks 162,305 324,838 (50.0)

reverse repos 2,543,262 3,379,410 (24.7)

Total 2,705,567 3,704,248 (27.0)

2014 2013 Change

(in CHF ‘000) (in CHF ‘000) (in %)

2 Securities and precious metals portfolios held for trading purposes

Swiss shares and other securities:

- banks 2,276 2,131 6.8

of which: - treasury stock 2,276 2,131

- other - - -

Foreign shares and other securities 653 602 8.5

Total 2,929 2,733 7.2

2014 2013 Change

(nbre d'actions) (nbre d'actions) (in %)

Treasury stock owned by Edmond de Rothschild (Suisse) SA, Geneva at 31 December Total 149 149 -

Treasury stock transactions are reported at the market price on the trade date and are carried out as part of the Bank’s customary trading operations.

2014 2013 Change

(in CHF ‘000) (in CHF ‘000) (in %)

3 Financial investments

Swiss bonds:

Federal Government 5,665 5,665

Cantons and municipalities 2,001 2,283

Banks 23,763 26,753

Financial services companies 2,911 849

Insurance 3,284 3,284

Industrial enterprises 8,238 8,480

43,411 47,314 (8.2)

Swiss shares and other securities:

Banks 41,945 40,112


41,945 40,112 4.6

Foreign bonds:

Public corporations 13,761 12,132

Other 103,174 91,265

119,387 103,397 15.5

Foreign shares and other securities 812 2,369 (65.7)

Precious metals 394,912 403,101 (2.0)

Units of investment trusts 13,492 17,795 (24.2)

Total 613,959 614,088

2014 2013 Change

(number of

shares) (number of

shares) (in %)

Treasury stock owned by Edmond de Rothschild (Suisse) SA, Geneva at 31 December 2,746 2,805 2.1


2014 2013 Change

(in CHF ‘000) (in CHF ‘000) (in %)

4 Holdings

Swiss shares and other securities

Banks 95,199 95,199

Financial companies 35,803 35,728

131,002 130,927 0,1

Foreign shares and other securities

Banks 76,326 76,049

Financial companies 44,667 17,092

Real estate companies 2,336 2,336

123,329 95,477 29,2

Total 254,331 226,404 12,3

2014 2013

Share capital Equity stake Equity stake

(in millions of CHF)

Details of significant holdings Banks:

Banks:

Edmond de Rothschild (Lugano) SA, Lugano CHF 5.0 100% 100%

Edmond de Rothschild (Bahamas) Ltd, Nassau CHF 15.0 100% 100%

Edmond de Rothschild (Europe), Luxembourg EUR 31.5 100% 100%

Edmond de Rothschild (Monaco), Monaco EUR 12.0 34% 34%

Financial and asset management companies:

Edmond de Rothschild (UK) Limited, Londres GBP 1.0 80% 80%

Privaco Family Office SA, Genève CHF 2.1 100% 100%

Rouiller, Zurkinden & Cie Finance SA, Fribourg (merger by absorption by EdR (Suisse) SA) CHF 0,6 0% 100%

Orox Asset Management SA, Genève CHF 2.0 82% 40%

Real estate companies:

Copri III SA, Luxembourg EUR 0.7 100% 100%

2014 2013 Change

(in CHF ‘000) (in CHF ‘000) (in %)

Amounts due to and from companies in which the Bank has a majority interest (fully consolidated and non-consolidated holdings for Group accounting purposes):


Due from customers - 283

Accrued income and prepaid expenses 308 81

Other assets 69,957 8,592

Total assets 98,806 79,573 24.2

Due to banks 856,244 1,100,905


Accrued expenses and defferred income 1,554 410

Other liabilities 28,850 68,162

Total liabilities 892,610 1,172,323 (23.9)


2014 2013 Change

(in CHF ‘000) (in CHF ‘000) (in %)

5 Fire insurance value of fixed assets

Bank premises 133,262 131,731 1.2

Furniture, machines and equipment 92,891 92,693 0.2

2014 2013 Change

(in CHF ‘000) (in CHF ‘000) (in %)

6 Other assets

Positive replacement value of derivative instruments 194,961 107,313 81.7

Set-off account - 8 (100.0)

Other 3,272 2,586 26.5

Total 198,233 109,907 80.4

2014 2013

Book value

of assets

Actual

encumbrance

Book value

of assets

Actual

encumbrance

7

Own liabilities subject to reservation of ownership (in thousands of CHF)

Securities pledged to a Stock Exchange to cover settlements and as collateral for payment transactions

14,071 -‐ 17,530 -‐

Assets pledged or assigned to cover own liabilities 14,071 - 17,530 -

Assets subject to reservation of ownership - - - -

Total assets pledged or assigned and subject to reservation of ownership for own commitments

14,071 - 17,530 -

2014 2013

Securities lending and repurchase agreements

Claims arising from cash pledged as collateral under securities borrowing and reverse repo agreements 2,543,262 3,379,410

Liabilities arising from cash received as collateral under securities lending and repo agreements -‐ -‐

Securities received as collateral under securities lending agreements and securities received under borrowing or reverse repo agreements which the Bank has been authorised without restriction to sell or pledge subsequently

2,552,944 3,519,891

of which: - those of the above securities which were sold or pledged - -

The fees earned or paid as a result of securities lending are reported as per the duration of the loan and appear respectively as interest income or interest

charges. Repos and reverse repos are used to finance and refinance the purchase of special kinds of equities. They are stated as loans secured by financial

instruments or as deposits secured by shares from the Bank’s treasury stock. They are stated as advances secured by securities or as deposits for which

the Bank has pledged securities. The interest income arising from reverse repos and the interest charges arising from repos are reported as per the duration

of the relevant transactions.


2014 2013 Change

(in CHF ‘000) (in CHF ‘000) (in %)

8 Commitments to own pension plans Total 58,508 50,128 16.7

Indications regarding personnel welfare plans can be found in Note 35 to the Consolidated Accounts.

2014 2013 Change

(in CHF ‘000) (in CHF ‘000) (in %)

9 Other liabilities

Set-off account 175,863 108,837 61.6

Negative replacement value of derivative instruments 23 99 (76.8)

Other 11,616 12,296 (5.5)

Total 187,502 121,232 54.7

Situation at end-2013

Uses and releases as designated

Redesignations

(transfers) Recoveries,

interests at risk and currency

differences

New provisions

charged to profit and loss

account

Releases reported in

profit and loss account

Situation at end-2014

10 Valuation adjustments and provisions

Reserves for general banking risks (in thousands of CHF)

Valuation adjustments and provisions for default and other risks:

- valuation adjustments and provisions for default risks (credit and country risks) 11,632 (6) -‐ 43 72 (17) 11,724

- valuation adjustments and provisions for other operating risks

- - - - - - -

- other provisions 206,140 (9,101) -‐ - 19,958 (668) 216,329

Subtotal 217,772 (9,107) -‐ 43 20,030 (685) 228,053

Total valuation adjustments and provisions

217,772 (9,107) - 43 20,030 (685) 228,053

Less valuation adjustments set off directly against assets: 8,132 - - - - - 8,224

of which: - customers 8,132 8,224

Total valuation adjustments provisions as per balance sheet 209,640 219,829

Reserves for general banking risks

24,172 - - - - (18,500) 5,672

The foregoing valuation adjustments moreover include the instalment provided for in the tax settlement programme of the US Department of Justice, in line

with the recommendations of the Swiss Financial Market Supervisory Authority (FINMA).

Reserves for general banking risks are not taxed.

2014 2013

Par value Number of

shares Capital ranking

for dividend Par value Number of

shares Capital ranking

for dividend

(in CHF ‘000) (in CHF ‘000) (in CHF ‘000) (in CHF ‘000)

11 Share capital

Fully paid registered shares at CHF 100.– par value 20,000 200,000 20,000 20,000 200,000 20,000

Fully paid bearer shares at CHF 500.– par value 25,000 50,000 25,000 25,000 50,000 25,000

Total share capital 45,000 45,000

See Notes 1 and 2 for treasury stock (Note 11 cont’d next page) .


(Note 11 cont’d)

2014 2013

Par value Percentage of capital

Percentage of voting rights

Par value Percentage of capital

Percentage of voting rights

(in CHF ‘000) (in %) (in %) (in CHF ‘000) (in %) (in %)

Major shareholders

Edmond de Rothschild Holding SA 1) 36,679.5 81.5 86.9 36,650.00 81.4 86.9

Rothschild Holding AG. Zurich 2) 3,800.0 8.4 9.4 3,800.00 8.4 9.4

(1) The entire share capital of Edmond de Rothschild Holding SA is directly or

indirectly controlled by members of the de Rothschild family. 17% of the

company’s share capital (representing 6.77% of voting rights) is owned by

Baroness Edmond de Rothschild and 66.33% (representing 89.84% of

voting rights) by Baron Benjamin de Rothschild. The financial statements of

Edmond de Rothschild Holding SA are available on request in writing to the

company (PO Box 5254, 1211 Geneva 11).

(2) Rothschild Holding AG, Zurich is owned by 1) Eric de Rothschild, Paris; 2)

David de Rothschild, Paris; 3) Alexandre de Rothschild, Paris; 4)

Stéphanie Lifford de Buffévent, Paris; 5) Louise de Rothschild, Paris; 6)

Financière de Tournon SAS, Paris; 7) Financière de Reux SAS, Paris; 8)

Béro SCA, Paris; 9) Ponthieu Rabelais SAS, Paris; 10) Integritas BV,

Amsterdam; 11) Rothschild Trust (Schweiz) AG, Zurich; 12) AYRE

Corporation (1972) Limited, Amsterdam; 13) Edouard de Rothschild, Paris;

14) Holding Financier Jean Goujon SAS Paris; 15) Rothschild Concordia

SAS, Paris; 16) Philippe de Nicolay, Paris; 17) Olivier Pécoux, Paris; 18)

François Henrot, Paris; 19) Compagnie Financière Martin-Maurel SA,

Marseille; 20) Eranda Foundation, UK; 21) PO Gestion

SAS, Paris; 22) PO Commandité SAS, Paris 23) CD GFA SARL, Paris ;

24) Christophe Desprez, Paris ; 25) Nicolas Bonnault, Paris ; 26) Laurent

Baril, Paris ; 27) Philippe Le Bourgeois, Paris ; 28) Maria de Rothschild,

Paris ; 29) Julia Footnick, Paris ; 30) Elisabeth Donovan, Paris ; 31) James

de Rothschild, Paris ; 32) Anna de Rothschild, Paris ; 33) Pierre de

Rothschild, Paris ; 34) Alexandra Pécoux, Paris ; 35) Emmanuelle Pécoux,

Paris ; 36) Maylis Pécoux, Paris (together persons/entities 1), 3) and 13) to

36) represent the “PO-Group” and together entities and persons 1) to 12)

represent the RCSAS-Group); Rothschild Holding AG, Zurich owns 20,000

registered shares and 3,600 bearer shares of Edmond de Rothschild

(Suisse) SA, Geneva, representing 8.44% of the total share capital and

9.44% of voting rights.

RCSAS Group owns a controlling interest in Rothschild Concordia SAS, Paris.

The PO Group controls Paris Orléans SCA, which in turn controls Concordia

Holding Sàrl, Paris. Concordia Holding Sàrl controls Rothschild Concordia AG,

Zug, which in turn owns a controlling stake in Rothschilds Continuation

Holdings AG, Zug. Rothschilds Continuation Holdings AG controls Rothschild

Holding AG, Zurich, which owns a direct holding in Edmond de Rothschild

(Suisse) SA, Geneva.

2014 2013

Number of shares held

Per cent stake in

share capital

Per cent of total

voting rights

Number of shares held

Per cent stake in

share capital

Per cent of total

voting rights

(in %) (in %) (in %) (in %)

Cross holdings

Rothschild Holding AG. Zürich 10'161 12.1 13.8 10'161 12.0 11.6

1) Direct and/or indirect holding by parent company 2014 2013 Change

(in CHF ‘000) (in CHF ‘000) (in %)

Due to and from qualifying shareholders

Due to and from Edmond de Rothschild Holding SA, the only shareholder with a qualifying interest in the parent company, and its owners:

Due from customers 80,454 41,139

Other assets 326 224

Total claims 80,780 41,363 95.3


Other liabilities - -



2014 2013 Change

(in CHF ‘000) (in CHF ‘000) (in %)

12 Schedule of shareholders’ equity before appropriation of available earnings

Shareholders’ equity at beginning of the reporting period:

- share capital 45,000 45,000 -

- general statutory reserve 119,385 119,385

- reserves for general banking risks 24,172 50,000 (51.7)

- other reserves 449,069 471,822 (4.8)

of which: - treasury stock 40,112 49,337 (18.7)

Reported profit 55,187 34,965 57.8

Total shareholders’ equity at beginning of the reporting period (before appropriation of available earnings)

692,813 721,172 (3.9)

Allocated to / released from reserves (16,649) (22,759) (26.8)

Less dividend deducted from net income of previous year (56,250) (56,250) -

Net income 69,226 50,650 36.7

Total shareholders’ equity at end of the reporting period (before appropriation of available earnings)

689,140 692,813 (0.5)




- other reserves 445,851 449,069


- reported profit 73,233 55,187

2014 2013 Change

(in CHF ‘000) (in CHF ‘000) (in %)

13 Shareholders’ equity after appropriation of available earnings

Shareholders’ equity before appropriation of net income 689,140 692,813 (0.5)

Less dividend (56,250) (56,250) -

Total shareholders’ equity after appropriation of available earnings 632,890 636,563 (0.6)




- other reserves 457,900 444,000


- reported profit 4,933 4,006

2014 2013 Change

(in CHF ‘000) (in CHF ‘000) (in %)

14 Due to and from affiliated companies


Accrued income and prepaid expenses 3,107 1,908

Other assets - -

Total claims 7,002 124,796 (94.4)

Due to banks - 543


Accrued expenses and deferred income 1,462 -

Other liabilities - 18


Affiliated companies are companies in which Edmond de Rothschild Holding SA has a majority stake and that are not part of the Edmond de Rothschild

(Switzerland) Group.

All transactions with affiliated parties are carried out on the usual terms at the Bank in Switzerland and at our foreign subsidiaries.


2014 2013

Number of bearer shares

Number of registered shares

Number of bearer shares

Number of registered shares

15

Ownership of shares in Edmond de Rothschild (Suisse) SA, Geneva

Board of Directors 443 5 445 7

Baron Benjamin de Rothschild Chairman 101 - 101 -

Baronne Benjamin de Rothschild Vice-Chairwoman - - 1 1

Jean Laurent-Bellue Secretary - 1 - 1

Luc J.Argand 67 - 67 1

Rajna Gibson Brandon - 1 - 1

François Hottinger 10 1 10 1

Klaus Jenny - 1 - 1

Maurice Monbaron - - - -

Jacques-André Reymond 5 - 5 -

E.Trevor Salathé 260 1 260 1

Veit de Maddalena (until 29.04.2014) - - 1 -

Executive Committee - - - -

Emmanuel Fievet Chairman & CEO (since 01.05.2014)

- - - -

Luca Venturini Deputy Chief Executive Officer (since 31.07.2014)

- - - -

Yves Aeschlimann - - - -

Sabine Rabald (since 01.10.2014) - - - -

Cynthia Tobiano (since 01.05.2014) - - - -

Total 443 5 445 7

Under the Ordinance on Excessive Remuneration in Listed Companies (OER), this year Edmond de Rothschild (Suisse) SA is for the first time publishing a Pay

Report (p. 107) containing details on the remuneration of its Board of Directors and Executive Committee.


2014 2013 Change

(in CHF ‘000) (in CHF ‘000) (in %)

16 Guarantees to third parties

Surety bonds 3,766 3,987 (5.5)

Guarantees 107,033 126,243 (15.2)

Total 110,799 130,230 (14.9)

2014 2013 Change

(in CHF ‘000) (in CHF ‘000) (in %)

17 Fiduciary transactions

Fiduciary deposits with banks outside the Group 1,868,283 1,813,646 3.0

Fiduciary deposits with Group banks 39,257 90,851 (56.8)

Fiduciary loans - - -

Total 1,907,540 1,904,497 0.2

2014 2013 Change

(in CHF ‘000) (in CHF ‘000) (in %)

18 Results of trading operations

Securities trading (including equity product and index derivatives) 3,382 2,305 46.7

Forex trading (including forex derivatives) 28,106 31,592 (11.0)

Precious metals (including precious metals derivatives) 351 862 (59.3)

Total 31,839 34,759 (8.4)

2014 2013 Change

(in CHF ‘000) (in CHF ‘000) (in %)

19 Extraordinary income and expenses

Extraordinary income 22,582 32,786 (31.1)

Extraordinary expenses 274 - -

“Extraordinary income” mainly contains dissolutions of CHF 18.5 million in 2014 and CHF 25.8 million in 2013 from the reserve for general banking risks, as

well as other provisions no longer required for operating purposes.




Pay Report

108 Introduction

Overview

Powers and procedure for setting

remuneration and profit-sharing

programmes

109 Voting on remuneration

Remuneration of members

appointed after the General Meeting

Components of remuneration and

profit-sharing plan

110 Remuneration of the Directors

Remuneration of the members of

the Executive Committee

Common rules applicable to the

remuneration of the governing

bodies

111

Provisions of the Articles of

Association on loans, credit facilities

and company benefits granted to

members of the Board of Directors

and the Executive Committee

Remuneration of employees other

than members of the Executive

Committee

Remuneration for the reporting year

112 Loans to the Bank’s governing

bodies

Remuneration of members of the

governing bodies

114 Report of the Auditor to the General

Meeting of Edmond de Rothschild

(Suisse) SA, Geneva


Introduction

As required by the Ordinance on Excessive Remuneration in Listed Companies (OER) of 20 November 2013 and the Swiss Code of Best Practice for Corporate Governance published by economiesuisse, Edmond de Rothschild (Suisse) SA has drawn up this Pay Report as part of the Bank’s 2014 Annual Report. This Pay Report contains the information prescribed by OER, the Swiss Code of Obligations (CO) and section 5 of the SIX Directive Relating to Information on Corporate Governance of 1 September 2014. Pp. 112-113 of this Report are audited by the Bank’s Auditor, PricewaterhouseCoopers SA, Geneva.

Overview

The remuneration policy of Edmond de Rothschild (Suisse) SA fits in with the Group’s strategy and culture, as well as with the nature of our activities. It also takes account of local factors that are specific to each entity. Finally, it is designed to foster loyalty among our employees and encourage them to promote our long-term success by espousing entrepreneurship and risk control. The remuneration policy of Edmond de Rothschild (Suisse) SA draws on the guidelines set out in Circular 2010/1 – “Remuneration Systems” issued by the Swiss Financial Market Supervisory Authority (FINMA), while also complying with local rules. During the reporting year this policy was reviewed in light of OER. The Bank’s Articles of Association and Bylaws were adapted to provide for new remuneration-setting powers. The amended Articles of Association were approved at the ordinary General Meeting of Edmond de Rothschild (Suisse) SA on 29 April 2014. They can be consulted in full on the Bank’s website: www.edmond-de-rothschild.ch under the heading /About Us/Investor Relations /General.

At the 2015 General Meeting, the Board of Directors of Edmond de Rothschild (Suisse) SA will propose that the Articles of Association be amended to comply with OER by adding a new article (19quater) limiting the maximum number of offices that the Directors may hold in other companies and organisations. The Board will also propose an amendment to the current wording of article 23bis limiting the maximum number of offices that may be held by members of the Executive Committee. The proposed new wording of these two articles will appear in the agenda of the General Meeting of Edmond de Rothschild (Suisse) SA to be published in the FOSC on 1 April 2015. Finally, this year for the first time the General Meeting will vote separately on the overall remuneration of the Board of Directors and the Executive Committee.

Powers and procedure for setting remuneration and profit-sharing programmes

The rules on remuneration-setting powers, as revised in light of OER, appear in the Bank’s Articles of Association and Bylaws. Prior to the 2014 revision of the Articles of Association, the Pay and Promotions Committee was a single body. The Bank now has two separate committees to oversee these areas. The Pay Committee, set up in accordance with the OER requirements, is empowered to do the following under art. 22bis para. 5 of the Articles of Association:

1. draw up Pay Regulations and submit them to the Board

of Directors for approval;

2. approve once a year the overall remuneration of the

Bank’s staff as proposed by the Executive Committee,

excluding the salaries and bonuses of the members of

the Executive Committee;

3. approve the remuneration of the persons in charge of

control functions identified by the Chair of the Executive

Committee (CEO);

4. after consulting with the CEO, make proposals to the

Board of Directors regarding the remuneration of the

members of the Executive Committee;


5. approve the remuneration of the Head of Internal

Auditing and his deputy as proposed by the Audit

Committee; and

6. make proposals to the Board of Directors regarding the

remuneration of the Directors for the tasks they perform

in this capacity and as members of the Board’s

committees.

The 2014 General Meeting elected five Directors to serve on the Pay Committee for a one-year term. They are Baroness Benjamin de Rothschild (Chair), Jean Laurent-Bellue (Secretary), Luc J. Argand, Klaus Jenny and E. Trevor Salathé. The Pay Committee meets at least twice a year. In 2014 it met twice. Under art. 22 let. a of the Articles of Association, the Board of Directors decides the overall remuneration of the Board of Directors and the Executive Committee. These amounts are then submitted to the General Meeting, which has the unalienable right to approve them. The Board of Directors is also responsible for drawing up the Pay Report (under art. 22 let. k of the Articles of Association).

Voting on remuneration

Pursuant to art. 24quinquies of the Articles of Association, the General Meeting each year votes on the overall amount proposed by the Board of Directors in regard to the following:

− the overall pay package of the Board of Directors for the

period up to the next ordinary General Meeting;

− the overall pay package (excluding bonuses) of the

Executive Committee for the next financial year; and

− the bonuses paid for the reporting year. The Board of Directors may submit proposals to the General Meeting regarding remuneration in respect of other periods for all the Directors, for all the members of the Executive Committee or for only some of them. The General Meeting’s votes on proposals regarding remuneration are binding. Thus, should the General Meeting decide not to approve a pay package proposed by the Board of Directors, the Board will have to convene an extraordinary General Meeting.

Remuneration of members appointed after the General Meeting

If a member of the Executive Committee is appointed after the General Meeting has approved the fixed remuneration of the members of the Executive Committee, the remuneration granted to him by the Board of Directors for the period up to the next ordinary General Meeting may not exceed by more than 40% the average remuneration of the other members of the Executive Committee given final approval by the General Meeting. The restriction is 50% for the Chair of the Executive Committee. The average remuneration is calculated by dividing the Executive Committee’s overall remuneration given final approval by the General Meeting by the number of members in office (art. 24quinquies para. 4 of the Articles of Association).

Components of remuneration and profit-sharing plan

Guidelines

An employee’s remuneration includes his annual contractual fixed salary and a discretionary bonus, both paid in cash. An employee’s remuneration is set according to his job, qualifications, responsibilities and experience. It also takes account of the prevailing conditions in the labour market, as determined by surveys on remuneration in the banking and wealth management sectors internationally. A study is under way to implement a “long term” remuneration system that will make it possible to align the interests of the shareholders and key employees. The remuneration of employees who perform control functions, including the Head of Internal Auditing and those who work in the Compliance, Legal, Control and Risk Management departments, is mainly composed of a fixed salary to avoid any conflicts of interest. The variable portion does not depend directly on the results of the of the business units that they oversee. The Bank does not pay signing bonuses, although in certain cases it does grant compensation for a loss of variable remuneration resulting from the new employee’s job change.


Under the Bylaws, the remuneration system and any objectives that have been assigned must not encourage employees to disregard the Bank’s internal control mechanisms and compliance rules.

Profit-sharing plans

The medium- and long-term remuneration plans of Edmond de Rothschild (Europe) and its Belgian branch were terminated at end-2014. As indicated above, a study is under way to implement a new “long term” remuneration system within the entire Edmond de Rothschild Group.

Remuneration of the Directors

The members of the Board of Directors receive a fixed annual pay package that varies depending on whether they serve on committees. The Directors are also entitled to a reimbursement of their expenses, which do not form part of their remuneration (under art. 24bis para. 1 of the Articles of Association). The remuneration of the Directors is decided by the Board of Directors based on a proposal made by the Pay Committee. The Board’s overall remuneration is then submitted to the General Meeting for approval.

Remuneration of the members of the Executive Committee

The remuneration of the members of the Executive Committee comprises a fixed salary and a discretionary bonus. The amount of the bonus depends on the Bank’s performance and on the individual qualitative and quantitative performance of each member. The Bank’s performance objectives are set by the Board of Directors. The individual performance objectives of the members of the Executive Committee, excluding the Chair, are set by the CEO. The performance objectives of the CEO are set by the Board of Directors. A member of the Executive Committee is not entitled to a bonus if the Bank terminates his employment contract for just cause of if he terminates his own employment contract without just cause.

The members of the Executive Committee are entitled to a reimbursement of their expenses, which do not form part of their remuneration. The Board of Directors decides the remuneration of the members of the Executive Committee, based on a proposal by the Pay Committee. The overall amount is then submitted to the General Meeting for approval (under art. 24bis para. 2 of the Articles of Association). Any agreements that provide for the remuneration of members of the Executive Committee and that are made between the Bank or companies it controls, on the one hand, and members of the Executive Committee, on the other, may not be signed for a period exceeding one year. Nor may the notice period for their termination exceed one year. The Articles of Association as amended in 2014 contain a transitory provision to the effect that employment contracts in force at the new Articles’ effective date will have to be adapted by 31 December 2015.

Common rules applicable to the remuneration of the governing bodies

The remuneration of the members of the Board of Directors and the Executive Committee is in principle paid in cash. The members of the Board of Directors and the Executive Committee do not receive shares, conversion rights, options or other financial instruments as remuneration. Within the limits provided by law, the work performed by members of the Board of Directors and the Executive Committee in companies controlled directly or indirectly by the Bank may be remunerated. Any such sums are included in the overall pay package submitted to the General Meeting for approval (under art. 24quinquies of the Articles of Association). The members of the Executive Committee are covered by the same pension plan as the Bank’s staff.


Provisions of the Articles of Association on loans, credit facilities and company benefits granted to members of the Board of Directors and the Executive Committee

Under art. 24quater of the Articles of Association, the Bank may grant loans and other credit facilities to members of the Board of Directors and the Executive Committee up to the weighted collateral value of the pledged assets. In the case of mortgage loans, the limit is 60% of the encumbered property’s value. Loans and other credit facilities are granted in the form of temporary current-account overdrafts, confirmed credit lines and/or fixed-term advances, which may be secured or unsecured. Mortgage loans are granted at variable or fixed rates. For all types of loans and other credit facilities granted to Directors, the Bank receives interest and fees that are in line with market conditions and with those charged to clients. Members of the Executive Committee enjoy the preferential interest rates granted to the Bank’s staff. In addition to the occupational benefits approved each year by the General Meeting, the members of the Board of Directors and the Executive Committee may receive occupational benefits paid by the Bank up to an amount corresponding to 20% of their last remuneration (excluding any bonus) as approved by the General Meeting (under art. 24ter para. 3 of the Articles of Association).

Remuneration of employees other than members of the Executive Committee

Employees other than the members of the Executive Committee receive an annual fixed salary and a discretionary bonus. The bonus is mainly based on the Bank’s results and on each employee’s individual qualitative and quantitative performance. If a discretionary bonus is granted, it is paid within 30 days from the date of the Board meeting at which the Bank’s annual financial statements are approved.

Even if a full year has elapsed, no bonus is due to an employee whose employment contract has been terminated by either party prior to the date on which bonuses are paid. Nor is any bonus due for the current year if the employment contract is terminated by either party.

Moreover, an employee’s bonus is cancelled if his employment contract is terminated on grounds of professional misconduct or non-compliance with the values of the Edmond de Rothschild Group. It is also cancelled if the employee terminates his employment contract on his own initiative.

Remuneration for the reporting year

The table below discloses the remuneration and loans (as defined in art. 14 et seq of OER) granted to the current and, if applicable, past members of the Bank’s governing bodies. Up to now this information appeared in note 15 of the Notes to the Consolidated Financial Statements, in accordance with art. 663bbis of the Code of Obligations. The occupational benefits charges show only the portion paid by the employer. The savings contributions are expressed as a per cent of the salary (with a 15% cap) and take account of the employee’s age. No supplementary benefits charges were paid. The fluctuations in remuneration between 2013 and 2014 were mainly due to the prorata temporis impact in the reporting year of the CEO’s appointment on 1 May 2014 and the allowance made for business development.


2014 2014

Loans granted to the Bank’s

governing bodies

Guarantee commitments on their behalf

Loans granted to the Bank’s

governing bodies

Guarantee commitments on their behalf

1 Loans to the Bank’s governing bodies

Guarantee commitments on behalf of members of the Bank’s governing bodies

(in CHF ‘000)

Board of Directors 80,459 47 41,218 161

Baron Benjamin de Rothschild Chair 80,454 - 41,217 141

Baroness Benjamin de Rothschild Vice-Chair - - - -

Jean Laurent-Bellue Secretary - - - -

Luc J. Argand 5 18 1 18

Rajna Gibson Brandon - - - -

François Hottinger - 30 - 2

Klaus Jenny - - - -

Maurice Monbaron - - - -

Jacques-André Reymond - - - -

E. Trevor Salathé - - - -

Executive Committee - 4 21 71

Sabine Rabald (since 01.10.2014) - 4 - -

Internal Auditors - 28 - 54

Independent Auditors - - - -

Total 80,459 79 41,239 286

The loans disclosed above were granted in the form of temporary current-

account overdrafts, confirmed credit lines and / or fixed-term advances,

either unsecured or secured by the pledge of the borrower’s assets

deposited with the Bank. Mortgage loans were granted at variable or fixed

rates.

Mortgage interest is charged at usual market rates. Moreover, as in the case of

mortgage loans taken out by Bank employees with other financial institutions,

members of the governing bodies who are under an employment contract

with Edmond de Rothschild (Suisse) SA, Geneva receive a 25% rebate on

the mortgage rate up to a maximum amount of CHF 750,000.

At 31 December 2014, the rates applied to these mortgage loans ranged from

0.7% to 2.5%. The interest rates on Lombard loans ranged from 1.5% to

3.5% in the main currencies. No loans were granted to members of the

Executive Committee. The overall face value of the loans granted to

members of the Board of Directors came to 80,459 (in CHF ‘000).


2014

Fixed fees Bonus Pension fund

charges

Other Total

Cash Number of

shares Cash

Number of

shares

2

Remuneration of members of the governing

(in CHF ‘000)

Board of Directors 841 - 121 - - - 962

Baron Benjamin de Rothschild Chair - - - - - - -

Baroness Benjamin de Rothschild Vice-Chair - - - - - - -

Jean Laurent-Bellue Secretary -

- - - - - -

Luc J. Argand 73 - - - - - 73

Rajna Gibson Brandon 96 - - - - - 96

François Hottinger 62 - - - - - 62

Klaus Jenny 136 - - - - - 136

Maurice Monbaron 94 - - - - - 94

Jacques-André Reymond 151 - - - - - 151

E. Trevor Salathé 229 - 121 - - - 350

Veit de Maddalena (until 29.04.2014) - - - - - - -

Executive Committee 3,999 - 3,465 - 459 3,554 11,477

Emmanuel Fievet (since 01.05.2014) 600 - 1,910 - 67 - 2,577

Total 4,840 - 3,586 - 459 3,554 12,439

2014

Indemnités fixes Indemnités variables Charges de

prévoyance profession-

nelle

Autres Total

Espèce

Nombre d’actions

Espèce Nombre d’actions

Board of Directors 1,020 - 123 - - - 1,143

Baron Benjamin de Rothschild Chair - - - - - - -

Baroness Benjamin de Rothschild Vice-Chair - - - - - - -

Jean Laurent-Bellue Secretary 133 - - - - - 133

Luc J. Argand 68 - - - - - 68

Rajna Gibson Brandon 112 - - - - - 112

François Hottinger 62 - - - - - 62

Klaus Jenny 131 - - - - - 131

Maurice Monbaron 47 - - - - - 47

Jacques-André Reymond 151 - - - - - 151

E. Trevor Salathé 224 - 123 - - - 347

Veit de Maddalena (until 29.04.2014) 60 - - - - - 60

Claude Messulam (until 11.06.2013) 32 - - - - - 32

Executive Committee 5,466 - 9,159 - 692 492 15,809

Christophe de Backer (until 29.04.2014) 2,200 - 3,183 - 101 - 5,484

Total 6,486 - 9,282 - 692 492 16,952

Since individual members’ fees are not decided until after the close of the reporting year’s financial statements, the fees disclosed above are assessed on an

accrual basis.

“Other” remuneration represents compensation for any loss of variable pay resulting from a job change and/or severance pay granted in accordance with art.

28 of OER.



Report of the statutory auditor on the Pay Report We have audited the Pay Report (pp. 112-113) of Edmond de Rothschild (Suisse) SA (previously Banque Privée Edmond de Rothschild SA, Geneva) for the year ended 31 December 2014.


The Board of Directors is responsible for the preparation and fair presentation of the Pay Report in accordance with the Law and Ordinance on Excessive Remuneration in Listed Companies (OER). It is also responsible for setting guidelines for remuneration and individual pay packages.


Our responsibility is to express an opinion on the Pay Report based on our audit. We conducted our audit in accordance with the Swiss Auditing Standards. These standards require that we comply with ethics and that we plan and perform the audit to obtain reasonable assurance that the Pay Report abides by the law and articles 14-15 of the OER.



An audit involves performing procedures to obtain audit evidence about the statements in the Pay Report on the remuneration, loans and other credit facilities indicated in articles 14-16 of the OER. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement in the Pay Report, whether due to fraud or error. This audit also includes evaluating the appropriateness of the methods used to evaluate remuneration as well as evaluating the overall presentation of the Pay Report. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. Nous estimons que les éléments probants recueillis sont suffisants et appropriés pour fonder notre opinion d’audit.

Opinion

In our opinion, the Pay Report of Edmond de Rothschild for the year ended 31 December 2014 complies with the law and articles 14-16 of the OER.

Beresford Caloia

Audit Expert

Auditor in charge



Addresses Edmond de Rothschild (Suisse) Head office

Geneva


(formerly

Banque Privée Edmond de Rothschild SA)

18, rue de Hesse

1204 Genève

T. +41 58 818 91 11

F. +41 58 818 91 21


Branches

Fribourg


Succursale de Fribourg

(formerly


11, rue de Morat - CP 144

1701 Fribourg

T. +41 26 347 24 24

F. +41 26 347 24 20


Lausanne


Succursale de Lausanne

(formerly


2, avenue Agassiz

1003 Lausanne

T. +41 21 318 88 88

F. +41 21 323 29 22


Subsidiaries

Lugano

Edmond de Rothschild (Lugano) SA

(formerly Banca Privata

Edmond de Rothschild Lugano SA)

Via Ginevra 2 - CP 5882

6901 Lugano

T. +41 91 913 45 00

F. +41 91 913 45 01

www.privata.edmond-de-rothschild.ch


Edmond de Rothschild (Suisse)

Abroad

Branch

China


Hong Kong Branch

(formerly Banque Privée Edmond

de Rothschild SA- Hong Kong Branch)

Suite 5001, 50th floor, One Exchange Square

8 Connaught Place

Central – Hong Kong

T. +852 37 65 06 00

F. +852 28 77 21 85

www.edmond-de-rothschild.hk

Subsidiaries

Bahamas

Edmond de Rothschild (Bahamas) Ltd.

(formerly

Banque Privée Edmond de Rothschild Ltd.)

Lyford Financial Centre – Lyford Cay no. 2

Western Road

P.O. Box SP

63948 Nassau

T. +1 242 702 80 00

F. +1 242 702 80 08

www.edmond-de-rothschild.bs

Channel Islands

Edmond de Rothschild Securities (C.I.) Limited

(formerly

Edmond de Rothschild (C.I.) Limited)

Hirzel Court Suite D

St. Peter Port

Guernsey GY1 2NH

T. +44 1481 716 336

F. +44 1481 714 416

www.edmond-de-rothschild.gg

China

Edmond de Rothschild Family Advisory

(Hong Kong) Limited

(formerly

Privaco Family Office (HK) Limited)

Suite 5004, 50th floor, One Exchange Square

8 Connaught Place

Central - Hong Kong

T. +852 3125 16 00

F. +852 2869 16 18

Luxembourg


(Details on next page)

Monaco

Edmond de Rothschild (Monaco)

(formerly Banque de Gestion

Edmond de Rothschild Monaco)

Les Terrasses

2, avenue de Monte-Carlo - BP 317

98006 Monaco Cedex

T. +377 93 10 47 47

F. +377 93 25 75 57

www.edmond-de-rothschild.mc

Edmond de Rothschild

Assurances et Conseils (Monaco)

Subsidiary of Edmond de Rothschild (Monaco)

(formerly Edmond de Rothschild

Conseil et Courtage d’Assurance - Monaco)

Les Terrasses - 2, avenue de Monte-Carlo

BP 317 - 98006 Monaco Cedex

T. +377 97 98 28 00

F. +377 97 98 28 01

www.edmond-de-rothschild.mc

Edmond de Rothschild Gestion (Monaco)

Subsidiary of Edmond de Rothschild (Monaco)

Les Terrasses - 2, avenue de Monte-Carlo

BP 317 - 98006 Monaco Cedex

T. +377 97 98 22 14

F. +377 97 98 22 18

New Zealand

Privaco Trust Limited

Level 3, Parnell road 280

Parnell

Auckland 1052 – New Zealand

T. +64 93 07 39 50

F. +64 93 66 14 82

United Kingdom

- Edmond de Rothschild (UK) Limited

- Edmond de Rothschild Asset Management

(UK) Limited

- Edmond de Rothschild Capital Holdings

Limited - Edmond de Rothschild Private Merchant

Banking LLP

- Edmond de Rothschild Securities (UK)

Limited

4, Carlton Gardens

SW1Y 5AA London

T. +44 20 7845 5900

F. +44 20 7845 5901

www.edmond-de-rothschild.co.uk

Representative offices

United Arab Emirates

Edmond de Rothschild (Suisse) SA,

Banking Rep. Office Dubai

(formerly Banque Privée Edmond de Rothschild

SA Banking Rep. Office Dubai)

Sunset, office 46, 2nd floor

Jumeirah-3, Jumeirah Road

P.O. Box 214924

Dubai

T. +9714 346 53 88

F. +9714 346 53 89

Uruguay


Representación Uruguay

(formerly Representación

B.P. Edmond de Rothschild SA)

World Trade Center Montevideo

Torre II - Piso 21

Avenida Luis Alberto de Herrera 1248

11300 Montevideo

T. +598 2 623 24 00

F. +598 2 623 24 01


Edmond de Rothschild (Europe) Head office

Luxembourg


(formerly Banque Privée

Edmond de Rothschild Europe)

20, boulevard Emmanuel Servais

2535 Luxembourg

T. +352 24 88 1

F. +352 24 88 82 22

www.edmond-de-rothschild.eu

Subsidiaries

Luxembourg


Assurances et Conseils (Europe)

(formerly Adjutoris Conseil)


2535 Luxembourg

T. +352 26 26 23 92

F. +352 26 26 23 94

Edmond de Rothschild Asset Management

(Luxembourg)

(formerly

Edmond de Rothschild Investment Advisors)


2535 Luxembourg

T. +352 24 88 27 32

F. +352 24 88 84 02

www.edram.lu

Abroad

Branches

Belgium

Brussels main branch


Succursale en Belgique

Avenue Louise 480 - Bte 16A

1050 Brussels

T. +32 2 645 57 57

F. +32 2 645 57 20

www.edmond-de-rothschild.be

Antwerp branch


Frankrijklei 103

2000 Antwerp

T. +32 3 212 21 11

F. +32 3 212 21 22


Liège branch


Quai de Rome 56

4000 Liège

T. +32 4 234 95 95

F. +32 4 234 95 75


Spain

Madrid main branch


Sucursal en España

Paseo de la Castellana 55

28046 Madrid

T. +34 91 364 66 00

F. +34 91 364 66 63

www.edmond-de-rothschild.es

Barcelona branch


Sucursal en España

Josep Bertrand 11

08021 Barcelona

T. +34 93 362 30 00

F. +34 93 362 30 50

www.edmond-de-rothschild.es

Portugal


Sucursal em Portugal

Rua D. Pedro V, 130

1250-095 Lisbon

T. +351 21 045 46 60

F. +351 21 045 46 87/88

www.edmond-de-rothschild.pt

Representative office

Israel

Edmond de Rothschild (Europe),

Representative Office Israel

46, boulevard Rothschild

66883 Tel-Aviv

T. +972 356 69 818

F. +972 356 69 821

www.bpere.edmond-de-rothschild.co.il

Joint venture

Japan


Nikko Cordial Co., Ltd

1-12-1, Yurakucho, Chiyoda-ku

Tokyo # 100-0006

T. +81 3 3283-3535

F. +81 3 3283-1611


Other Edmond de Rothschild Group companies

Edmond de Rothschild (France)

Head office

France


(formerly La Compagnie Financière

Edmond de Rothschild Banque)

47, rue du Faubourg Saint-Honoré

75401 Paris Cedex 08

T. +33 1 40 17 25 25

F. +33 1 40 17 24 02

www.edmond-de-rothschild.fr


Bordeaux


Hôtel de Saige

23, cours du Chapeau Rouge

33000 Bordeaux

T. +33 5 56 44 20 66

F. +33 5 56 51 66 03


Lille


116, rue de Jemmapes

59800 Lille

T. +33 3 62 53 75 00

F. +33 3 28 04 96 20


Lyon


27, rue Auguste Comte

69002 Lyon

T. +33 4 72 82 35 25

F. +33 4 78 93 59 56


Marseille


165, avenue du Prado

13272 Marseille

T. +33 4 91 29 90 80

F. +33 4 91 29 90 85


Nantes


11, rue Lafayette

44000 Nantes

T. +33 2 53 59 10 00

F. +33 2 53 59 10 09


Strasbourg


6, avenue de la Marseillaise

67000 Strasbourg

T. +33 3 68 33 90 00

F. +33 3 88 35 64 86


Toulouse


22, rue Croix Baragnon

31000 Toulouse

T. +33 5 67 20 49 00

F. +33 5 61 73 49 04


Subsidiaries and sub-subsidiaries

Paris


(France)



T. +33 1 40 17 25 25

F. +33 1 40 17 24 42

www.edram.fr

Edmond de Rothschild Corporate Finance



T. +33 1 40 17 21 11

F. +33 1 40 17 25 01

www.edrcf.com

Edmond de Rothschild Private Equity

(France)



T. +33 1 40 17 25 25

F. +33 1 40 17 23 91


Edmond de Rothschild Investment Partners



T. +33 1 40 17 25 25

F. +33 1 40 17 31 43

www.edrip.fr


Assurances et Conseils (France)

(formerly

Assurances Saint-Honoré Patrimoine)



T. +33 1 40 17 22 32

F. +33 1 40 17 89 40

www.edrac.fr


Abroad


China


Shanghai Representative Office


Edmond de Rothschild Banque)

Room 3, 28F China Insurance Building

166 East Lujiazui Road, Pudong New Area

200120 Shanghai

T. +86-21 60 86 25 99

F. +86-21 60 86 25 40


Subsidiaries, sub-subsidiaries and branches

Germany


(France), Niederlassung Deutschland


Asset Management Deutschland)

OpernTurm

2-8 Bockenheimer Landstrasse

60306 Frankfurt am Main

T. +49 69 244 330 200

F. +49 69 244 330 215

www.edram.de

Chile


(Chile)

Apoquindo 4001 oficina 305

Las Condes

Santiago

T. +56 2598 99 00

F. +56 2598 99 01

www.edram.fr

China


(Hong Kong) Ltd.

Suite 5003 – 50F, One Exchange Square

8 Connaught Place

Central - Hong Kong

T. +852 3926 5288

F. +852 3926 5008

www.edram.fr

Edmond de Rothschild Securities

(Hong Kong) Ltd.


Asia Securities Limited)


8 Connaught Place

Central - Hong Kong

T. +852 3926 5288

F. +852 3926 5008


(Hong Kong) Ltd.


Asia Private Investors Limited)


8 Connaught Place

Central - Hong Kong

T. +852 3926 5288

F. +852 3926 5008


(Shanghai) Ltd.


China Limited)

Room 02, 28F China Insurance Building

166 East Lujiazui Road,

Pudong New Area

Shanghai 200120

T. +86 21 6086 2503

F. +86 21 6086 2550

Spain


(France), Sucursal en España

Paseo de la Castellana 55

28046 Madrid

T. +34 91 789 32 20

F. +34 91 789 32 29

www.edram.fr

Israel

Edmond de Rothschild (Israel) Ltd.

(formerly Edmond de Rothschild Investment

Services Ltd.)

20, Rothschild Boulevard

66883 Tel Aviv

T. +972 3 713 03 00

F. +972 3 566 66 89

www.edris.co.il

Italy


Succursale italiana


Edmond de Rothschild Banque -

Succursale italiana)

Palazzo Chiesa

Corso Venezia 36

20121 Milan

T. +39 02 76 061 200

F. +39 02 76 061 222

Edmond de Rothschild (Italia) S.G.R. SpA

Palazzo Chiesa

Corso Venezia 36

20121 Milan

T. +39 02 76 061 200

F. +39 02 76 061 222


Other Edmond de Rothschild Group companies

Edmond de Rothschild Asset Management (Suisse) SA

Switzerland

Edmond de Rothschild Asset Management (Suisse) SA

(formerly La Compagnie Benjamin de Rothschild SA)

8, rue de l’Arquebuse

CP 5441

1211 Genève 11

T. +41 58 201 75 00

F. +41 58 201 75 09


Edmond de Rothschild Private Equity S.A.

Luxembourg

Edmond de Rothschild Private Equity S.A.

(formerly CBR Holding (Luxembourg) S.A.)

21, rue Léon Laval

L-3372 Leudelange

T. +352 26 74 22-1

F. +352 26 74 22 99

Compagnie Benjamin de Rothschild Management (Luxembourg) S.A.

Luxembourg

Compagnie Benjamin de Rothschild Management (Luxembourg)

S.A.

(formerly General Partner Participations S.A.)

21, rue Léon Laval

3372 Leudelange

T. +352 26 74 22-1

F. +352 26 74 22 99

Compagnie Benjamin de Rothschild Conseil SA

Switzerland

Compagnie Benjamin de Rothschild Conseil SA

29, route de Pré-Bois

CP 490

1215 Genève 15

T. +41 22 761 46 40

F. +41 22 761 46 59

www.cbrc.ch

Orox Asset Management

Switzerland

Orox Asset Management

16, rue de Hesse

1204 Genève

T. +41 22 436 32 40

www.orox.ch

COGIFRANCE

France

COGIFRANCE

63, rue La Boétie

75008 Paris

T. +33 1 45 61 65 00

F. +33 1 40 70 08 44