TIDMNAWI

RNS Number : 1718I

Nationwide Building Society

28 May 2014

Nationwide Building Society

Preliminary Results Announcement

For the year ended

4 April 2014

Underlying Profit and Pre Provision Underlying Profit

Profit before tax shown on a statutory and underlying basis is set out on page 11. Statutory profit before tax of GBP677 million has been adjusted for a number of items, consistent with prior years, to derive an underlying profit before tax of GBP924 million. The purpose of this measure is to reflect management's view of the Group's underlying performance and to assist with like for like comparisons of performance across years. Underlying profit is not designed to measure sustainable levels of profitability as that potentially requires exclusion of non-recurring items even though they are closely related to (or even a direct consequence of) the Group's core business activities.

Pre provision underlying profit of GBP1,376 million relates to underlying profit before impairment losses and provisions for liabilities and charges. The purpose of this measure is to demonstrate net income generation capacity and the ability of the business to absorb losses in a challenging economic climate.

Comparatives have been restated in accordance with IAS 19 Employee Benefits (Revised).

Forward Looking Statements

Statements in this document are forward lookingwith respect to plans, goals and expectations relating to the future financial position, business performance and results of Nationwide. Although Nationwide believes that the expectations reflected in these forward looking statements are reasonable, we can give no assurance that these expectations will prove to be an accurate reflection of actual results. By their nature, all forward looking statements involve risk and uncertainty because they relate to future events and circumstances that are beyond the control of Nationwide including, amongst other things, UK domestic and global economic and business conditions, market related risks such as fluctuation in interest rates and exchange rates, inflation/deflation, the impact of competition, changes in customer preferences, risks concerning borrower credit quality, delays in implementing proposals, the timing, impact and other uncertainties of future acquisitions or other combinations within relevant industries, the policies and actions of regulatory authorities, the impact of tax or other legislation and other regulations in the jurisdictions in which Nationwide operates. As a result, Nationwide's actual future financial condition, business performance and results may differ materially from the plans, goals and expectations expressed or implied in these forward looking statements. Due to such risks and uncertainties Nationwide cautions readers not to place undue reliance on such forward looking statements.

We undertake no obligation to update any forward looking statements whether as a result of new information, future events or otherwise.

This document does not constitute or form part of an offer of securities for sale in the United States. Securities may not be offered or sold in the United States absent registration or an exemption from registration. Any public offering to be made in the United States will be made by means of a prospectus that may be obtained from the Society and will contain detailed information about the Society and management as well as financial statements.

NATIONWIDE BUILDING SOCIETY

RESULTS FOR THE YEAR ENDED 4 APRIL 2014

Graham Beale, Nationwide's Chief Executive said:

"Over the past year Nationwide has lived up to the building society tradition of looking after both savers and borrowers. As a modern mutual we also recognise the need to offer a broader set of financial services and products. In particular, we have had another successful year in developing our personal current account proposition.

"We played a leading role in the housing market; during the year our gross mortgage lending was GBP28.1 billion, an increase of 31% on 2012/13, whilst our net lending was up 52% at GBP9.9 billion. Our market shares of gross and net lending were 14.9% and 70.8% respectively. We actively supported first time buyers and accounted for over one in five such mortgages.

"Our savings products have been competitive throughout the year and, as a result, we have increased our member deposit balances by GBP4.9 billion, a market share of 12.1%. We have sought to reward our existing members by offering our Loyalty Saver account, which now has balances of GBP17.1 billion and delivered value to our members of around GBP130 million during the year.

"Recognising the broader financial needs of our membership, we have expanded our presence in the current account market in order to diversify our business and share the benefits of mutuality with more members. Our expansion has accelerated and over the past year we opened over 430,000 new current accounts, up 18% on last year. In addition, over 98,000 existing current account members upgraded to our new FlexPlus packaged account, which has attracted a number of industry awards.

"Over the past year there has been significant debate around the standards and reputation of the financial services sector. I am therefore delighted that we have been recognised as the strongest financial brand in the UK across a number of metrics. We have been voted the most reputable bank or building society(1) ; the best bank or building society to work for(2) ; first for customer satisfaction, trust and fairness in financial services(3) and one of the top ten most 'Human Brands'(4) in the UK.

"Our successes highlighted above have resulted in our excellent financial performance, which has seen underlying profits increase by 113% to GBP924 million and statutory profit increase by 303% to GBP677 million. Our financial performance, coupled with our landmark issuance of 'mutual friendly' core capital, has further strengthened our balance sheet. Our Common Equity Tier 1 ratio has risen to 14.5%, the strongest ratio amongst our peer group of UK banking competitors(5) , and we have achieved the PRA target leverage ratio of 3%.

"Taken together with our continued focus on providing exceptional service, our performance demonstrates yet again that Nationwide has remained true to its core purpose and heritage. Looking ahead, we will maintain the strength of our business while investing to support growth and changing customer behaviours in an increasingly digital age. We will continue to provide our members with innovative and market leading products and services, which together will reinforce Nationwide's position as a clear and compelling alternative to the established banks."

Graham Beale

Chief Executive

[1] Reputation Institute's RepTrak survey 2014

[2] Sunday Times Top 25 Best Big Companies to Work For 2014

[3] GFK NOP and Nationwide Brand and Advertising tracker

[4] Human Era Index 2013

[5] Peer group consists of Santander UK, HSBC, Lloyds Banking Group, Barclays and Royal Bank of Scotland.

KEY HIGHLIGHTS

Support for the housing market

   --      Gross mortgage lending up 31% to GBP28.1 billion, a market share of 14.9% 
   --      Net lending up 52% at GBP9.9 billion, a market share of 70.8% 
   --      Helped support 58,100 first time buyers, a market share of 20.3% 

Delivering value to our savers

   --      GBP4.9 billion increase in member deposit balances, a market share of 12.1% 

-- Balances in our Loyalty Saver account, which pays higher rates according to length of membership, have increased by GBP9.2 billion to GBP17.1 billion, benefiting over 810,000 members

Providing a meaningful alternative to the established banks

   --      Over 430,000 new current accounts opened, up 18% on previous year 
   --      Market share of main standard and packaged accounts increased to 6.2% 

Focus on customer service

-- Independently ranked number 1 for customer satisfaction amongst our high street peer group(1)

-- Despite our significant and growing market shares, Nationwide accounts for only 3.55% of all industry complaints

Our people

   --      Record employee engagement and enablement scores, exceeding industry norms(3) 

Strong financial performance

   --      Total underlying income up 16% at GBP2.9 billion 
   --      Underlying cost income ratio down to 52.5% (2013: 55.9%) 
   --      113% increase in underlying profit to GBP924 million 
   --      303% increase in statutory profit to GBP677 million 

Safe and secure balance sheet

   --      Primary liquidity ratio 11.9% (4 April 2013: 11.1%) 
   --      Wholesale funding ratio 19.6% (4 April 2013: 22.5%) 
   --      Loan to deposit ratio 115.8% (4 April 2013: 115.4%) 
   --      Residential mortgage arrears, at 0.63%, well below CML(2) industry of 1.59% 

-- 24% reduction in commercial real estate (CRE) balances, from GBP10.2 billion to GBP7.8 billion

Increased capital strength, securing the future of mutuality

-- Successful issuance of GBP550 million 'mutual friendly' core capital deferred shares (CCDS) in December 2013 and GBP1 billion of Additional Tier 1 capital in March 2014

-- Common Equity Tier 1 ratio 14.5% (4 April 2013: proforma CRD IV of 9.1%), reflecting increased capital and reduction in risk weighted assets, primarily through deleveraging of CRE portfolio

   --      Leverage ratio 3.3% (4 April 2013: 2.2%), 
   --      PRA adjusted CET1 and leverage ratio targets met. 

[1] For the financial year 2013/14. Source: GfK NOP's Financial Research Survey (FRS), 12 months of interviews conducted between April 2013 and March 2014, proportion of extremely/very satisfied customers minus proportion of extremely/very/fairly dissatisfied customers summed across current account, mortgage and savings. Our high street peer group is defined as Barclays, Halifax, HSBC, Lloyds TSB, NatWest and Santander.

([2]) Council of Mortgage Lending (CML) average as at March 2014

[3] The Hay Group Financial Services industry benchmark is based on data collected from approximately 55 companies around the world within the financial services industry. It includes data from over 850,000 employees who work in these companies and is updated annually.

FINANCIAL SUMMARY

 
                                                      2014               2013* 
----------------------------------------------  ----------------  ------------------ 
 Financial Performance                              GBPm               GBPm 
 Total underlying income                           2,895              2,485 
 Pre provision underlying profit                   1,376              1,097 
 Underlying profit before tax                        924                433 
 Statutory profit before tax                         677                168 
----------------------------------------------  --------  ------  ---------  ------- 
 Lending and Product Volumes                       GBPbn              GBPbn 
 Group residential - gross/gross market 
  share                                             28.1   14.9%       21.5    15.1% 
 Group residential - net/net market share            9.9   70.8%        6.5   108.3% 
 Personal banking product sales (000)                826                848 
 Member deposits (1)                               GBPbn              GBPbn 
 Member deposit balance movement/market 
  share                                              4.9   12.1%          -        - 
 Net receipts/(outflows)                             2.9              (2.2) 
----------------------------------------------  --------  ------  ---------  ------- 
 Key Ratios                                            %                  % 
 Cost income ratio - underlying basis               52.5               55.9 
 Cost income ratio - statutory basis                56.6               61.2 
 Net interest margin                                1.25               1.02 
----------------------------------------------  --------  ------  ---------  ------- 
 
 
 Balance Sheet                                      GBPm               GBPm 
 Total assets                                    189,926            190,718 
 Loans and advances to customers                 166,574            159,587 
 Member deposits (shares)                        130,468            125,574 
 Total shares and deposit liabilities (SDLs)     174,352            174,940 
 Asset Quality                                         %                  % 
 Proportion of residential mortgage accounts 
  3 months+ in arrears                              0.63               0.72 
 Average indexed loan to value of residential 
  mortgage book                                       48                 51 
 Average loan to value of new residential 
  lending                                             69                 67 
 Total provision as % of impaired balances 
  on commercial real estate lending                   33                 35 
----------------------------------------------  --------  ------  ---------  ------- 
 
 Key Ratios                                            %                  %        % 
                                                --------  ------  --------- 
                                                                     CRD IV    Basel 
                                                  CRD IV                          II 
 Capital - CRD IV (end point) unadjusted                           Proforma 
  (2) 
   Common Equity Tier 1 ratio                       14.5                9.1     12.3 
   Leverage ratio (3)                                3.3                2.2 
                                                --------  ------  --------- 
 PRA adjusted ratios 
  PRA adjusted CET1 ratio                           11.2 
  PRA adjusted leverage ratio                        3.2 
 
 Other balance sheet ratios 
   Primary liquidity ratio                          11.9               11.1 
   Wholesale funding ratio                          19.6               22.5 
   Loan to deposit ratio (4)                       115.8              115.4 
   Loan to deposit ratio (including long 
    term wholesale funding) (5)                    104.5               99.1 
----------------------------------------------  --------  ------  ---------  ------- 
 
 

* Comparatives have been restated in accordance with IAS 19 Employee Benefits (Revised).

(1) Member deposits include current account credit balances.

(2) Basel III was implemented through the Capital Requirements Regulation and Directive, ('CRD IV'), and became effective on 1 January 2014. The table above includes prior year amounts on the previously reported Basel II basis and under CRD IV on a pro-forma basis to aid comparability. The concept of leverage was not captured under Basel II and so was not reported in the prior year. PRA adjusted measures, which are explained further in the Capital Management Report, were not established until 20 June 2013, and so are also not relevant to prior reporting periods.

(3) Comparative restated for change in treatment of certain securitisations to be risk weighted as opposed to capital deducted. See the Capital Management Report for further Information.

(4) The loan to deposit ratio represents loans and advances to customers divided by (shares + other deposits + amounts due to customers).

(5) The loan to deposit ratio including long term wholesale funding represents loans and advances to customers divided by (shares + other deposits + amounts due to customers + wholesale funds with a maturity greater than 1 year).

CHIEF EXECUTIVE'S REVIEW

Staying true to our mutual heritage

Our performance over the past year is in line with our strategy of being a modern mutual: looking after the needs of savers, home owners and providing a whole range of financial services and products. Our mortgage lending was up 31% on last year, we have increased our member deposit balances by GBP4.9 billion and we have opened over 430,000 new current accounts. We have achieved this level of performance by concentrating on the needs of our existing and new members, aiming to provide ongoing good value and exceptional service at all times. Our financial results reflect this success, with an increase in underlying profit of 113% to GBP924 million. Statutory profit has increased by 303% to GBP677 million. In addition to stronger retained earnings, we have strengthened our balance sheet further with a new form of capital: core capital deferred shares (CCDS), and disposed of a number of non-core assets. As a result, we have a top of peer group Common Equity Tier 1 (CET1) ratio of 14.5% and a leverage ratio of 3.3%.

Supporting our members in the housing market

Over the past twelve months we have played a major role in providing finance to the UK housing market, with gross and net lending both increased year on year and in excess of our par market share. Total gross mortgage lending was up 31% at GBP28.1 billion (2013: GBP21.5 billion), accounting for 14.9% of all mortgage lending, whilst our net lending for the year was GBP9.9 billion, up 52% year on year (2013: GBP6.5 billion) and representing a market share of 70.8%. We have 1.5 million mortgage accounts and our residential lending portfolio now stands at GBP145.7 billion (2013: GBP135.6 billion).

Consistent with our mutual heritage we have continued to support first time buyers; during the year we have helped 58,100 people take their first steps into home ownership, an increase of 37% on last year (2013: 42,500), and representing over one in five of all first time buyer mortgages in the UK. Throughout the year we have supported the Government's Help to Buy shared equity scheme, accounting for over 31% of all cases advanced, and our Save to Buy(1) proposition offers access to 95% LTV mortgages, our equivalent of the Government's second phase of Help to Buy. Our lending at above 90% LTV remains low, representing only 2.4% of the total value of our lending during the year.

In addition to our support for first time buyers, we have continued with our policy of rewarding our members by providing a loyalty discount to our mortgage rates to existing mortgage customers wishing to move, switch product or take a further advance. We have also maintained our Base Mortgage Rate (BMR) at 2% above the Bank of England (BoE) base rate. We estimate that this has delivered member benefit in the region of GBP800 million per annum when compared with the standard variable rate charged by other major lenders, equivalent to a saving of around GBP1,100 for our average BMR borrower.

As patterns of housing tenure continue to evolve, with greater numbers of people choosing to rent rather than buy, our subsidiary, The Mortgage Works (TMW), has continued to be a leading provider of high quality loans to the buy to let sector. Over the past year TMW gross advances accounted for GBP3.7 billion (2013: GBP3.3 billion) of our total mortgage lending, representing a market share of 16%, with net lending of GBP1.7 billion. Our total specialist mortgage book now stands at GBP26.3 billion (2013: GBP24.9 billion), representing 18.1% of our total residential lending portfolio (2013: 18.4%).

Delivering value to our savers

We have offered a choice of competitive savings products throughout the year and we have seen our member deposit balances grow by GBP4.9 billion to GBP130.5 billion. In line with our core purpose of looking after our members we have focused our efforts on rewarding the loyalty of our existing members. Our Loyalty Saver product, which pays higher rates of interest according to length of membership, has been particularly popular and has attracted balances of GBP9.2 billion during the year, taking the total balances held in this account to GBP17.1 billion. We estimate that the member value from Loyalty Saver was in the region of GBP130 million during the year.

[1] Through Nationwide's Save to Buy scheme customers have access to a dedicated savings account to help save for a deposit towards their home and a competitive interest rate on their mortgage when ready to buy. The Save To Buy mortgage is only available for a loan to value of 85% to 95%.

For many years we have campaigned for changes to the structure of tax-free savings in the UK. We are delighted that in the recent Budget the Chancellor reacted to our calls by increasing both the amount that can be saved into an ISA and allowing people to switch freely between stocks and shares and cash ISAs. In a market where interest rates paid on retail savings have declined, this will provide a timely boost for savers and remove structural anomalies.

We believe that savers should be presented with simple, transparent products. To that end, we have continued our policy of simplifying our savings range for both existing and new accounts, removing notice and complicated bonus arrangements, while making all accounts accessible online. To date over 1.5 million customers have benefited from this change and we have done this without reducing interest rates as a consequence. During the year we also launched our "2 clicks" service, which allows our online bank members to open most of our savings accounts with only two clicks of a mouse. Our overall approach and the quality of our products and service were recently recognised with Nationwide being named as the Moneyfacts High Street Savings Provider of the year.

A meaningful alternative to the established banks

The past year has seen an acceleration in our drive to diversify our business through the provision of personal banking services to new and existing members. We have opened over 430,000 new current accounts, an 18% increase on last year (2013: 365,000), with the latest additions to our product range, FlexDirect and FlexPlus, proving popular. In addition, over 98,000 existing current account members upgraded their account to FlexPlus, thereby gaining access to a comprehensive range of benefits including interest on credit balances, worldwide travel insurance, breakdown cover and extended appliance warranties. The quality of our current account offering is demonstrated by the number of awards we have won:

   --       each of our full service current accounts was rated as 5 star by Defaqto; 

-- Nationwide was named as the Consumer Moneyfacts 'Current Account Provider of the Year'; and

-- FlexPlus has been rated as the number one packaged account by Which? Magazine and as the Best Packaged Current Account in the Moneynet Personal Finance Awards.

We now have 5.5 million current accounts, and our market share of main standard and packaged accounts as at February 2014 had risen over the year to 6.2% (2013: 5.7%).

As a challenger to the established banks, we welcome the drive to facilitate easier current account switching for customers. The industry-wide seven day account switcher initiative launched in September, and Payments Council data indicates that our monthly share of switching had reached 10.8% in March.

Our total gross lending of personal loans was GBP1.2 billion (2013: GBP1.2 billion), representing a market share for the year of 4.8%. Our total outstanding balances have reached GBP1.9 billion (2013: GBP1.8 billion), taking our market share to 3.8% (2013: 3.6%).

The credit card market over the past year was very competitive, with aggressive pricing and increasingly long interest free periods being used to attract customers. Against this backdrop, we have grown our credit card business more slowly than in previous years, with 272,000 new accounts opened over the past twelve months (2013: 350,000). Our credit card outstanding balances have increased by 12.9% to GBP1.7 billion. Moneynet named our Select card as the Best All Round Credit Card, and we were named as the organisation with the Most Responsible Credit Card Lending Practices in the Card and Payment Awards for the seventh successive year.

This was the first year following the implementation of the Retail Distribution Review (RDR) and also the introduction of a new reward structure for regulated sales advisers. We have experienced a reduction in the volume of our protection and investment sales, which were down 40% at 104,000 (2013: 174,000). We have refined our processes as we have adapted to RDR, and by the year end investment sales per adviser had recovered back towards pre RDR levels.

Continued focus on member service

The provision of excellent member service is central to our values. Getting the basics right is critical to ensuring that our members trust us with their money, and our success in this area is evidenced by the fact that despite accounting for over 10% of the mortgages and savings market and 6% of the current account market, we accounted for only 3.6% of total industry complaints. Of all complaints about Nationwide referred to the Financial Ombudsman Service 10% are upheld, compared with the industry as a whole where 51% are upheld.

True success in delighting customers means having a culture that is focused entirely on delivering the right customer outcomes every time. This requires a mindset that puts our members, who are also our owners, at the centre of our thinking at all times. A number of recent surveys have suggested that we are leading the way in this area:

-- the Reputation Institute's annual RepTrak survey ranked us as having the best reputation of UK banks and building societies;

-- the Human Era Index ranked us as the top financial services provider and in the top ten brands in the UK.

These findings are backed up by Nationwide being ranked number one for customer satisfaction amongst our high street peer group for two and a half years(2) ,and our internal surveys show a continued improvement in satisfaction for our branch and telephone channels. We publish our track record on member service on our website on a quarterly basis; your.nationwide.co.uk/stats.

People

At Nationwide we are proud of our people and the manner in which they bring our brand to life for our members. It is vital that our people are fully engaged in the aims of the Society and are provided with the tools to allow them to provide exceptional customer service. I am therefore delighted that Nationwide has been recognised as the eleventh best big company to work for by the Sunday Times, ahead of all other banks and building societies, and has been ranked as one of the top 50 places for women to work in the UK. This external recognition reinforces what our own people are telling us through our internal "ViewPoint" survey, which shows levels of employee engagement and enablement that are well above the benchmarks set for high performing companies.

Strong financial performance

Our business continues to be supported by the strength of our balance sheet. In line with our mutual status and focus on the provision of mortgages and savings to our members, over 90% of our lending is secured on UK residential property and approximately 80% of our funding is raised from retail sources.

Our financial performance builds on our success in growing the Society and delivering great service. Strong business volumes, combined with a strengthening in our net interest margin, have contributed to a 16% increase in income to GBP2,895 million (2013: GBP2,485 million). Our underlying profit for the year was GBP924 million (2013: GBP433 million), an increase of 113%, and statutory profit before tax was GBP677 million (2013: GBP168 million), an increase of 303%. Costs have increased by 9% reflecting the significant growth of our business and continued investment. However, this has been more than offset by the growth in our income, resulting in our underlying cost income ratio falling to a record low of 52.5% (2013: 55.9%).

This level of financial performance underpins our promise to be safe and secure. As a mutual we aim to optimise, rather than maximise, profit, retaining sufficient earnings to support future growth, sustain strong capital ratios and to allow us to invest in the business to provide the services that our members demand. Our performance this year is in line with this aim and helps us to deliver a long term, sustainable business that operates purely in the interests of our members.

Our prudent approach to mortgage lending is evident in our three month mortgage arrears ratio of 0.63%, which compares favourably with the industry average of 1.59%. We have made significant progress in reducing our exposure to non-core commercial real estate by reducing our balances by 24% over the past year; our total exposure now stands at GBP7.8 billion (2013: GBP10.2 billion) and since the year end we have reduced our exposure by a further GBP0.7 billion through the sale of non UK CRE assets. Alongside this deleveraging, we have seen a modest improvement in the outlook for the commercial real estate sector and, as a consequence, our commercial impairment charge has reduced to GBP309 million (2013: GBP493 million). Total provision charges for all impairments have fallen by 35% to GBP383 million (2013: GBP591 million).

[2] Source: GfK NOP's Financial Research Survey (FRS), 30 months of interviews conducted between October 2011 and March 2014, proportion of extremely/very satisfied customers minus proportion of extremely/very/fairly dissatisfied customers summed across current account, mortgage and savings. Our high street peer group is defined as Barclays, Halifax, HSBC, Lloyds TSB, NatWest and Santander.

Capital strength, securing the future of mutuality

We have continued to place emphasis on preserving the strength of our balance sheet through our conservative approach to lending and prudent management of our business. Since the financial crisis of 2008 banks and building societies have been required to increase both the quality and quantity of capital to support their businesses, and over the past twelve months we have made great strides in both these areas.

In December we issued GBP550 million of core capital deferred shares (CCDS), a new capital instrument that qualifies as Common Equity, the highest quality of capital, and which does not compromise our mutual business model and contains "mutual friendly" features, namely: one member one vote, capped distributions and capped participation in residual assets. Our successful launch of CCDS supports our mutual status, demonstrating our ability to access capital in the market and providing greater flexibility over the long term management of our business. In addition, this instrument may be suitable for other building societies, thereby supporting the long term health of the mutual sector in the UK and across Europe. In March we made a further improvement to our capital position through an inaugural GBP1 billion issue of Additional Tier 1 capital, the first Sterling issue of this form of capital by any institution. Both issues were oversubscribed, demonstrating widespread investor support for Nationwide and the strength of our mutual business model.

As a result of our strong financial performance and capital issuance, our Common Equity Tier 1 ratio has grown by 5.4 percentage points to 14.5% (2013 proforma: 9.1%), the strongest ratio amongst our peer group of UK banking competitors(9) . As a result of the reduction in our non UK CRE exposures since the year end, this figure will improve by a further 0.5%. Our leverage ratio has now exceeded 3% on both unadjusted and PRA adjusted bases (3.3% and 3.2% respectively), meaning we have achieved our agreed PRA target ratio.

Whilst our progress in strengthening our capital ratios through business performance and capital issuances provides evidence of our ability to manage our capital resources, we remain alert to the ongoing regulatory debate on leverage ratios which may result in higher leverage ratio requirements in future, even for low risk institutions such as Nationwide. In this context it will be important that we monitor developments and plan our business in order to be able to accommodate any new requirements that may emerge.

Progress of our strategy and future plans

We remain committed to mutuality, providing outstanding retail financial services to a growing member base and expanding our presence in the personal current account market to establish a market share in proportion to our shares in mortgages and savings.

Member behaviours and expectations are changing, with an increasing use of internet and mobile channels, and we will ensure that we respond accordingly. We have already seen a significant uptake of our digital services: we have over 2.6 million active users of our digital services, with over 620,000 log-ons each day to our internet bank, almost half of which are made through our mobile banking app, and products bought through our internet bank are up 60% year on year. In November 2013 we became, in conjunction with Visa, the first organisation in the UK to offer V.me, a new digital wallet designed to make online shopping more convenient and secure. We are developing a number of future enhancements to our digital payment services, including a mobile person to business payments service in partnership with Zapp and a person to person payments facility through Paym. These new services are due to become available during the course of 2015.

([9]) Peer group consists of Santander UK, HSBC, Lloyds Banking Group, Barclays and Royal Bank of Scotland.

Even in an increasingly digital world our branches will be a key element of our service, although their role is likely to develop with more time spent on the provision of advice and sales support and less on transactional activity. We have recently taken an important step with the launch of Nationwide Now, a service which will boost our branch capacity by delivering help and advice to our customers via a real time video link to an adviser based at a central location. Early indications are that this is breathing new life into some of our more marginal branches.

Over the past five years we have renewed our infrastructure through the delivery of a new banking platform, new data centre, new payments platform, new website and a mobile banking service. Whilst these programmes have improved customer service and increased technical resilience, it is likely that over the next few years the pace of change will speed up, with an increasing number of smaller initiatives to enable Nationwide to operate in an evolving digital society.

At the same time we will not lose sight of the fact that some members prefer branches and telephone channels to digital services, and we will continue to operate and maintain these channels to ensure that we meet the needs of all of our members.

Outlook

We expect the UK economy to continue to improve over the coming year. Despite this improvement, we do not expect the Bank of England base rate to rise imminently given the low rate of inflation, and future rises when they occur will be gradual in nature. The health of the UK housing market has been the subject of much commentary in recent months, with the annual growth of house prices now above 10% and at its highest since 2007. All regions are now experiencing some growth, but the big increases are mainly centred on London and the South East and there are few signs of affordability being stretched in other UK regions.

In the recent Budget the Chancellor made substantial revisions to ISAs and announced proposals for National Savings and Investments (NS&I) to issue pensioner bonds in 2015. We believe that the changes to ISAs will result in more savings into cash ISAs, but that we may see some deposit outflows to NS&I if rates on the pension bonds are above the normal market range and we are therefore unable to compete.

Our business performance is strong, and we believe it will improve further over the coming year, with a further increase in margins and a continued growth in our banking products. The future is not without challenges; the whole industry needs to evolve its approach to delivering compliant solutions in a fast moving digital world, and the demand for further increases in capital requirements cannot be ruled out. However, we are very confident that we are in an excellent position to deliver more value to more members in the coming years, sharing the benefits of mutuality more widely and presenting the only truly national alternative to the established banks.

Graham Beale

Chief Executive

27 May 2014

FINANCIAL REVIEW

INCOME STATEMENT OVERVIEW

Profit after tax on a statutory basis is set out below. In addition, certain aspects of the results are presented to reflect management's view of our underlying profit performance.

Underlying profit equates to statutory profit before tax adjusted for charges in respect of the Financial Services Compensation Scheme (FSCS), bank levy, transformation costs and fair value losses from derivatives and hedge accounting as set out below.

 
 Year to 4 April 2014          Statutory    FSCS   Transformation    Losses from   Underlying 
                                  profit     and            costs    derivatives       profit 
                                            bank                       and hedge 
                                            levy                      accounting 
                                    GBPm    GBPm             GBPm           GBPm         GBPm 
----------------------------  ----------  ------  ---------------  -------------  ----------- 
 Net interest income               2,403       -                -              -        2,403 
 Other income                        492       -                -              -          492 
 Movements on derivatives 
  and hedge accounting              (51)       -                -             51            - 
----------------------------  ----------  ------  ---------------  -------------  ----------- 
 Total income                      2,844       -                -             51        2,895 
 Administrative expenses         (1,611)      17               75              -      (1,519) 
 Pre provision underlying 
  profit                           1,233      17               75             51        1,376 
 Impairment losses                 (383)       -                -              -        (383) 
 Provisions for liabilities 
  and charges                      (173)     104                -              -         (69) 
----------------------------  ----------  ------  ---------------  -------------  ----------- 
 Profit before tax                   677     121               75             51          924 
 Tax                               (128) 
----------------------------  ----------  ------  ---------------  -------------  ----------- 
 Profit after tax                    549 
----------------------------  ----------  ------  ---------------  -------------  ----------- 
 
 
 
 Year to 4 April 2013*         Statutory    FSCS   Transformation    Losses from   Underlying 
                                  profit     and            costs    derivatives       profit 
                                            bank                       and hedge 
                                            levy                      accounting 
                                    GBPm    GBPm             GBPm           GBPm         GBPm 
----------------------------  ----------  ------  ---------------  -------------  ----------- 
 Net interest income               1,981       -                -              -        1,981 
 Other income                        504       -                -              -          504 
 Movements on derivatives 
  and hedge accounting             (165)       -                -            165            - 
----------------------------  ----------  ------  ---------------  -------------  ----------- 
 Total income                      2,320       -                -            165        2,485 
 Administrative expenses         (1,420)      16               16              -      (1,388) 
 Pre provision underlying 
  profit                             900      16               16            165        1,097 
 Impairment losses                 (591)       -                -              -        (591) 
 Provisions for liabilities 
  and charges                      (141)      68                -              -         (73) 
----------------------------  ----------  ------  ---------------  -------------  ----------- 
 Profit before tax                   168      84               16            165          433 
 Tax                                  10 
----------------------------  ----------  ------  ---------------  -------------  ----------- 
 Profit after tax                    178 
----------------------------  ----------  ------  ---------------  -------------  ----------- 
 

*Comparatives have been restated in accordance with IAS 19 Employee Benefits (Revised). Refer to note 2 for further details.

Statutory profit before tax for the year ended 4 April 2014 was GBP677 million, up 303% compared with the prior year (2013: GBP168 million). Underlying profit, which reflects management's view of performance on a like for like basis across years, was GBP924 million, up 113% compared with the prior year (2013: GBP433 million). Increased profitability was driven mainly by the continued improvement in net interest income and reduced impairment charges, offset in part by increased administrative expenses.

Net interest income

 
                                   Year to    Year to 
                                   4 April    4 April 
                                      2014      2013* 
                                      GBPm       GBPm 
-------------------------------  ---------  --------- 
 Net interest income                 2,403      1,981 
 Weighted average total assets     191,604    193,832 
-------------------------------  ---------  --------- 
                                         %          % 
-------------------------------  ---------  --------- 
 Net interest margin (NIM)            1.25       1.02 
-------------------------------  ---------  --------- 
 

*Comparatives have been restated in accordance with IAS 19 Employee Benefits (Revised). Refer to note 2 for further details.

Net interest income for the year was GBP2,403 million, GBP422 million higher than the prior year, driven largely by retail asset growth and reduced costs of retail funding. Weighted average total assets are 1.1% lower, as planned reductions of non-core treasury and commercial assets have more than offset the growth in retail lending balances. Net interest margin improved by 23 basis points on an annualised basis to 1.25%. Margin recovery has continued throughout the year and our point-in-time NIM at the end of 2013/14 was approximately 1.40%.

Mortgage balances have grown by around GBP10 billion during the year and the margin performance has continued to benefit from re-pricing of maturing longer term fixed rate balances onto higher current market rates. Base Mortgage Rate balances (BMR) peaked in May 2013 and now constitute a decreasing proportion of our mortgage book, whilst continuing to represent a significant distribution of value to members with a headline pay rate of 2.5%. Total BMR balances at 4 April 2014 amounted to GBP52 billion (2013: GBP54 billion).

The most significant drivers of our higher margin were maturing fixed mortgage deals re-pricing onto higher margin products and lower retail funding costs which reflect reduced demand across the market for retail savings, in part as a consequence of the availability of the Funding for Lending Scheme (FLS), and growth in our personal current account credit balances by approximately GBP1.5 billion over the course of the year. The section of the FLS which provides funding linked to net residential mortgage lending has now been withdrawn and we do not expect to make any further drawings under FLS; our total drawings to date are GBP8.5 billion and we estimate our utilisation of the scheme contributed approximately 2 basis points (2013: less than 1 basis point) to our net interest margin for the year. We estimate that the marginal cost of retail funding has fallen by around 80 basis points since FLS was launched.

Net interest income for the year includes GBP45 million of losses (2013: GBP139 million gain) primarily arising from the sale of around GBP1.1 billion of treasury assets in line with our ongoing strategy to reduce non-core exposures, a charge for fair value adjustments of GBP23 million (2013: GBP48 million gain), and a GBP30 million gain (2013: GBP44 million) from updated effective interest rate assumptions relating to recognition of mortgage and savings interest.

During the year we raised approximately GBP1.5 billion through issuance of CET1 (CCDS - core capital deferred shares) and AT1 capital securities. The returns paid to investors on these securities will be treated as an appropriation of profit after tax, reflecting their categorisation as capital instruments, and hence are not reflected in our interest margin. The first distributions for CCDS, in respect of 2013/14, and AT1 capital securities in respect of the period from issue to the payment date, totalling GBP49 million, will become payable in June 2014 and will be reflected in the 2014/15 financial statements.

 
 Other income                                     Year to    Year to 
                                                  4 April    4 April 
                                                     2014       2013 
                                                     GBPm       GBPm 
----------------------------------------------  ---------  --------- 
 Current account and savings                          111        114 
 Protection and investments                            82        122 
 General insurance                                    101        126 
 Mortgage                                              30         41 
 Credit card                                           29         28 
 Commercial                                            17         18 
 Gain on redemption of subscribed capital             125         43 
 Other                                                (3)         12 
----------------------------------------------  ---------  --------- 
 Total underlying other income                        492        504 
 Losses from derivatives and hedge accounting        (51)      (165) 
 Total statutory other income                         441        339 
----------------------------------------------  ---------  --------- 
 

Total underlying other income of GBP492 million is 2% down overall year on year and includes gains from the redemption of subscribed capital of GBP125 million (2013: GBP43 million). Excluding this non-recurring item, other income has reduced by GBP94 million, including a GBP40 million reduction in net protection and investment income as a result of a change to customer pricing on protection policies and the impact of the Retail Distribution Review which came into force on 1 January 2013. The GBP25 million reduction in general insurance is driven by a one-off commission benefit of around GBP20 million relating to general insurance which was taken in the prior year. The 'Other' category for 2013 includes a GBP7 million profit on the sale of equity investments relating to participation in an industry wide credit card service operation.

Administrative expenses

 
                                               Year to    Year to 
                                               4 April    4 April 
                                                  2014      2013* 
                                                  GBPm       GBPm 
 
 Employee costs                                    636        604 
 Other administrative expenses                     601        568 
 Administrative expenses (underlying)            1,237      1,172 
 Depreciation, amortisation and impairment         282        216 
-------------------------------------------  ---------  --------- 
 Total underlying administrative expenses        1,519      1,388 
 Transformation costs                               75         16 
 Bank levy                                          17         16 
-------------------------------------------  ---------  --------- 
 Total statutory administrative expenses         1,611      1,420 
-------------------------------------------  ---------  --------- 
 Cost income ratio - underlying basis             52.5       55.9 
 Cost income ratio - statutory basis              56.6       61.2 
-------------------------------------------  ---------  --------- 
 

*Comparatives have been restated in accordance with IAS 19 Employee Benefits (Revised). Refer to note 2 for further details

Underlying administrative expenses have increased by 9% to GBP1,519 million, largely driven by ongoing investment in the business, general inflation and increased levels of business activity. At a statutory level administrative expenses have increased by 13% to GBP1,611 million.

Investment spend during the year has included revenue costs of GBP23 million associated with the implementation of the Mortgage Market Review and the Current Account Switching Service. In addition, depreciation and amortisation for the year includes the first full year's charge of GBP50 million (2013: GBP11 million) relating to our new banking platform which became operational in October 2012.

The year on year increase in employee costs reflects the impact of annual pay awards averaging 2.4% and 2.5% respectively in each of the last two years, combined with a 1.5% increase in employee numbers year on year.

Increased levels of business activity are evident across many aspects of our operations, including financial transactions (up 14%), mortgage lending (up 31%) and current account sales (up 18%).

Transformation costs include GBP39 million relating to our ongoing programme to integrate distribution and account administration relating to our Dunfermline, Derbyshire and Cheshire brands. Under the programme the branch network will be rationalised and re-branded "Nationwide" to eliminate unnecessary duplication whilst preserving levels of physical access for members as a whole. Account administration will be migrated onto Nationwide core systems. Costs relate to asset write downs, provision for ongoing onerous lease contracts and headcount reductions. The programme is expected to deliver annualised cost savings in excess of GBP25 million and additional income of GBP10 million on completion.

The other significant transformation programme is the execution of our strategic programme to source IT application and support activities through strategic delivery partners and to transform the way these activities are performed. Costs charged in the year for this programme were GBP30 million and relate to the commercial processes, transition activity, provision of technical infrastructure and headcount reductions. The programme is expected to deliver annualised cost savings in the region of GBP50 million.

Underlying income growth of 16% continues to run well ahead of cost growth, resulting in a reduction in both our statutory and underlying cost income ratios to 56.6% (2013: 61.2%) and 52.5% (2013: 55.9%) respectively. Cost growth is expected to moderate in 2014/15.

Impairment losses

 
                                                Year to    Year to 
                                                4 April    4 April 
                                                   2014       2013 
                                                   GBPm       GBPm 
--------------------------------------------  ---------  --------- 
 Residential lending                                  -         16 
 Consumer banking                                    60         79 
--------------------------------------------  ---------  --------- 
 Retail lending                                      60         95 
 Commercial lending                                 309        493 
 Other lending                                       11          1 
--------------------------------------------  ---------  --------- 
 Impairment losses on loans and advances to 
  customers                                         380        589 
 Impairment losses on investment securities           3          2 
--------------------------------------------  ---------  --------- 
 Total                                              383        591 
--------------------------------------------  ---------  --------- 
 

Impairment losses for the year of GBP383 million are GBP208 million (35%) lower than 2013 primarily as a result of a significant improvement in the level of impairment suffered on our commercial lending portfolio.

Residential mortgage impairments have benefited from house price growth of 9.5% over the course of the financial year and continuing low levels of arrears reflecting relatively benign, and now improving, levels of unemployment and our prudent underwriting approach. In addition the continuation of the low interest rate environment is supporting stability of repayment obligations at unusually low levels by historic standards. These factors have contributed to a zero charge for residential impairments (2013: GBP16 million). In calculating mortgage loss provisions house price inflation based on movements in the Nationwide House Price Index (HPI) to the balance sheet date are factored in, but no recognition for anticipated future house price inflation is included.

Nationwide has maintained a consistent philosophy to retail lending over many years with a focus on prudent underwriting criteria. We place a heavy emphasis on managing the LTV profile of new secured lending, including restricting the volume of higher LTV lending and ensuring such loans are only advanced to customers with a high credit score and strong affordability assessments. As a result of our approach, our mortgage arrears have outperformed industry averages by a significant margin and this continues to be the case.

Consumer banking impairments are down 24% at GBP60 million (2013: GBP79 million) including a credit of GBP27 million (2013: GBPnil) relating to an update to model assumptions for late stage recoveries on defaulted balances to reflect recent experience. Excluding this adjustment, the implied underlying increase in consumer banking impairment of around 10% is attributable to balance growth with no significant change in portfolio performance.

Commercial lending impairments relate exclusively to commercial real estate (CRE) lending, with no arrears in our social housing and Project Finance portfolios. The decrease in the impairment charge to GBP309 million reflects a GBP2.4 billion reduction in CRE exposures and stabilisation of CRE market conditions with a consequent improvement in investor sentiment towards the sector, allowing a wider range of exit options at improved valuations on all but the most severely distressed exposures.

Other lending relates to loans historically originated by our Treasury Division and includes a portfolio of GBP176 million (2013: GBP219 million) which primarily comprises secured lending relating to a European commercial loan portfolio and a revolving loan facility secured by a portfolio of asset backed securities. The charge of GBP11 million (2013: GBP1 million) relates to the impairment of individual under-performing exposures.

 
 Provisions for liabilities and charges                Year to    Year to 
                                                       4 April    4 April 
                                                          2014       2013 
                                                          GBPm       GBPm 
---------------------------------------------------  ---------  --------- 
 Underlying provisions for liabilities and charges 
  - customer redress                                        69         73 
 FSCS levies                                               104         68 
---------------------------------------------------  ---------  --------- 
 Total provisions for liabilities and charges              173        141 
---------------------------------------------------  ---------  --------- 
 

The charge for customer redress provisions of GBP69 million (2013: GBP73 million) relates to estimated costs of remediation and redress in relation to past sales of financial products and post sales administration, including compliance with consumer credit legislation and other regulatory matters.

More information, including details of the increase in the FSCS charge, is included in note 9.

Taxation

The statutory reported tax charge for the year of GBP128 million (2013: GBP10 million credit) represents an effective tax rate of 18.9%, which is lower than the statutory rate in the UK of 23%. The lower rate is due principally to adjustments with respect to prior periods and the effect of the change in the UK corporation tax rate. Further information is provided in note 10.

During the year our income statement bore taxes of GBP345 million (2013: GBP258 million) including irrecoverable VAT, bank levy, employment and property taxes, all of which are charged to profit before tax as part of administrative expenses and depreciation. With the exception of the bank levy, all of these amounts are recognised in arriving at underlying profit.

BALANCE SHEET

 
 ASSETS                                         4 April 2014     4 April 2013       Change 
                                                      GBPm %           GBPm %            % 
-------------------------------------------  ---------------  ---------------  ----------- 
 
 Residential mortgages                         145,660    87    135,558    85            7 
 Commercial lending                             18,164    11     21,329    13         (15) 
 Consumer banking and other lending              4,038     2      3,924     2            3 
                                                        ---- 
                                               167,862   100    160,811   100            4 
 Impairment provision                          (1,288)          (1,224)                  5 
 Loans and advances to customers               166,574          159,587                  4 
 Other financial assets                         21,285           28,941               (26) 
 Other non-financial assets                      2,067            2,190                (5) 
 Total assets                                  189,926          190,718                  - 
                                             ---------        ---------        ----------- 
 
 
 Key ratios                                          %                % 
 
 Asset quality 
 Residential Mortgages 
  Proportion of residential mortgage 
  accounts 3 months+ in arrears                   0.63             0.72           (0.09)pp 
  Average indexed loan to value 
   (LTV) of residential mortgage book               48               51              (3)pp 
  Average loan to value of new residential 
   lending                                          69               67                2pp 
 Commercial Property Finance 
  Total CRE gross balances (GBPm)                7,764           10,192               (24) 
   Impaired balances (GBPm)                      3,065            2,715                 13 
  Total provision as % of impaired 
   balances                                         33               35              (2)pp 
 
 

Residential mortgages

Residential mortgages include prime and specialist loans, with the specialist portfolio primarily comprising buy to let (BTL) lending. We delivered gross mortgage lending during the year of GBP28.1 billion (2013: GBP21.5 billion), representing a market share of 14.9% (2013: 15.1%). Mortgage balances grew by GBP10.1 billion of which GBP8.7 billion (86%) was prime lending and GBP1.4 billion (14%) related to BTL. This mix of lending is consistent with prior years and maintains our stock of residential lending at 82% prime, 18% specialist (2013: 82% prime, 18% specialist). The loan to value (LTV) profile of new lending, weighted by a volume basis, was broadly consistent with the prior year at 69% (2013: 67%), and the average LTV of the portfolio at 4 April 2014 was 48% (2013: 51%). Our residential mortgage arrears fell from 0.72% at the end of last year to 0.63% at 4 April 2014 and continue to be significantly lower than the Council of Mortgage Lenders (CML) industry averages. Full details of our lending risks are provided in the Business and Risk Report.

Commercial lending

Commercial lending includes commercial real estate (CRE) loans of GBP7.8 billion (2013: GBP10.2 billion), loans to housing associations of GBP8.1 billion (2013: GBP8.2 billion) and a portfolio of loans made under the Government's Project Finance initiative amounting to GBP1.4 billion (2013: GBP1.5 billion). The balance sheet total for commercial lending quoted above includes GBP0.9 billion (2013: GBP1.4 billion) of fair value adjustments relating to loans where the Group has hedged associated financial risks, typically interest rate risk.

We have undertaken limited amounts of new lending with total gross advances during the year of GBP65 million. Activity has been concentrated on ongoing management of the existing portfolio with particular focus on managed work out of weak and distressed CRE exposures. This has resulted in a reduction of GBP2.4 billion of CRE balances during the year, bringing our gross exposure down from GBP10.2 billion at the end of last year to GBP7.8 billion at 4 April 2014. In addition, since the year end, we have sold over 90% of our non-UK CRE portfolio representing gross loans of GBP694 million as at 4 April 2014, with net sales proceeds in line with their carrying value; the sale will be recognised in the first quarter of 2014/15 and will increase our CET 1 ratio by an estimated 0.5%.

The level of impaired balances as a proportion of our total CRE exposure has risen from 26% to 39%, reflecting a reduction in the portfolio size and new impairment cases. Whilst we are seeing continued credit risk migration, the rate of deterioration within the portfolio, including the volume of new problem cases emerging, has slowed, reflecting stabilisation in market conditions and the increased proportion of the book which has now been subjected to detailed scrutiny and challenge. Whilst provision coverage is lower at 33% (2013: 35%), the aggregate coverage across the impaired portfolio including collateral valuations has improved from 94% at the end of last year to 102% at 4 April 2014.

Consumer banking and other lending

This comprises retail balances relating to personal loans of GBP1.9 billion (2013: GBP1.8 billion), credit cards of GBP1.7 billion (2013: GBP1.5 billion) and current account overdrafts of GBP0.3 billion (2013: GBP0.2 billion), together with GBP0.2 billion relating to two portfolios of European business loans originated and managed by our Treasury Division (2013: GBP0.4 billion including GBP0.2 billion of student loan exposure sold on 24 April 2013). We have seen steady growth in unsecured retail lending across all three products reflecting our strategy to increase current account market share and serve members across a full range of retail financial services. Delinquency within unsecured portfolios remains stable with full details provided in the Business and Risk Report.

Other financial assets

Other financial assets total GBP21.3 billion (2013: GBP28.9 billion) and comprise liquidity and investment assets held by our Treasury Division amounting to GBP18.0 billion (2013: GBP23.8 billion), derivatives with positive fair values of GBP3.0 billion (2013: GBP4.2 billion) and fair value adjustments and other assets of GBP0.3 billion (2013: GBP0.9 billion).

Treasury assets include our on balance sheet primary liquidity amounting to GBP12.3 billion (2013: GBP16.9 billion), substantially comprising UK gilts and cash held at the Bank of England, which is held to meet regulatory requirements, and other investment securities and loans to banks of GBP5.7 billion (2013: GBP6.9 billion), some of which are eligible as security with central banks to support our broader ongoing management of liquidity. The reduction in treasury liquidity and investment assets totalling GBP5.8 billion reflects the replacement of on balance sheet primary liquidity with equivalent off balance sheet liquidity in the form of FLS, together with divestment of approximately GBP1.1 billion of legacy investment assets in line with our ongoing strategy of deleverage of assets which no longer meet risk appetite or regulatory benchmarks. During the financial year an additional GBP6 billion was drawn down from the FLS scheme and this underpinned our primary liquidity ratio which was 11.9% at 4 April 2014 (2013: 11.1%). Full details of our treasury portfolios are included in the sections of the Business and Risk Report which discuss treasury assets, liquidity and financial risks.

Derivative instruments relate to interest rate and other swaps we use to hedge financial risks inherent in our core business. The fall in value is driven by a combination of interest rate movements and an overall reduction of derivatives with an outstanding maturity of less than one year.

 
 
 LIABILITIES                         4 April   4 April    Change 
                                        2014      2013         % 
                                        GBPm      GBPm 
----------------------------------  --------  --------  -------- 
 
 Member deposits                     130,468   125,574         4 
 Debt securities in issue             28,557    33,429      (15) 
 Other financial liabilities          20,621    23,816      (13) 
 Other liabilities                     1,374     1,319         4 
                                    --------  --------  -------- 
 Total liabilities                   181,020   184,138       (2) 
 Members' interests and equity         8,906     6,580        35 
                                    --------  --------  -------- 
 Total members' interests, equity 
  and liabilities                    189,926   190,718         - 
                                    --------  --------  -------- 
 
 Key ratios                                %         % 
 Primary liquidity ratio                11.9      11.1     0.8pp 
 Wholesale funding ratio                19.6      22.5   (2.9)pp 
----------------------------------  --------  --------  -------- 
 

Member deposits

Member deposits increased by GBP4.9 billion to GBP130.5 billion (2013: GBP125.6 billion) due to retail inflows and capitalised interest on members' accounts of GBP1.7 billion (2013: GBP2.3 billion). We attracted total retail inflows, including non-member balances (categorised within other financial liabilities above), of GBP2.9 billion (2013: GBP2.2 billion - outflow). We estimate our share of the balance growth in the UK savings market for the year to be 12.1%.

Debt securities in issue

Debt securities in issue of GBP28.6 billion (2013: GBP33.4 billion) are used to raise funding in wholesale markets to finance our core activities. The reduction in outstanding amounts at 4 April 2014 reflects re-financing of natural maturities with drawings under FLS in preference to funding with market counterparties. In the context of our overall funding position, we have made moderate use of FLS, drawing a total of GBP8.5 billion to date, and the benefits of this cheaper form of funding have been passed on to members through lower mortgage rates in line with the purpose of the scheme. FLS drawings have a contractual maturity of four years but are fully flexible, allowing early repayment without penalty at any time.

The reduction in our wholesale funding ratio to 19.6% (2013: 22.5%) reflects this re-financing of wholesale maturities with off balance sheet FLS drawings which are excluded from the calculation but which we view as flexible wholesale term funding.

Other financial liabilities

Other financial liabilities include customer and bank deposits of GBP15.3 billion (2013: GBP16.0 billion), permanent interest bearing shares (PIBS) of GBP0.6 billion (2013: GBP1.3 billion), subordinated debt of GBP2.3 billion (2013 GBP2.5 billion) and derivatives and fair value adjustments of GBP2.4 billion (2013: GBP4.0 billion).

The reduction in PIBS reflects the repurchase in September and October 2013 of GBP506 million of these capital securities which will become ineligible for regulatory capital purposes on a phased basis under CRD IV, generating a gain of GBP125 million which is included in other income. This transaction was undertaken as part of the ongoing management of our capital position as we transition to new regulatory capital requirements. We also redeemed $225 million (GBP138 million sterling equivalent) of subordinated notes in January 2014 at contractual maturity which accounts for the majority of the movement in outstanding subordinated debt during the year. The reported values of PIBS and subordinated debt include adjustments to fair value these liabilities as prevailing interest rates change and these valuation adjustments, which are disclosed in the relevant notes, have also contributed to overall movements in our financial liabilities.

Derivatives and fair value adjustments of GBP2.4 billion (2013: GBP4.0 billion) included in financial liabilities largely comprise interest rate and other derivatives taken out to hedge our core lending and funding activities. The negative value of these positions has reduced significantly over the course of the year as the upward trend in market interest rates has improved valuations of derivatives used to hedge fixed rate assets.

CAPITAL STRUCTURE

 
                                            4 April 2014   4 April 2013   4 April 2013 
                                                GBPm / %       GBPm / %       GBPm / % 
                                               CRD IV(1)         CRD IV       Basel II 
                                                               Proforma 
-----------------------------------------  -------------  -------------  ------------- 
 Capital resources 
 Common Equity Tier 1 capital                      5,849          4,551          5,454 
 Total Tier 1 capital (transitional)               7,433          5,488          6,894 
 Total regulatory capital (transitional)           9,704          7,746          8,496 
 Risk weighted assets (RWAs)                      40,455         50,285         44,440 
 
 CRD IV capital ratios (unadjusted) 
 Common Equity Tier 1 (CET1) ratio                 14.5%           9.1%          12.3% 
  Leverage ratio                                    3.3%           2.2% 
                                                          ------------- 
 PRA adjusted ratios 
  PRA adjusted CET1 ratio                          11.2% 
  PRA adjusted leverage ratio                       3.2% 
 

1. Capital resources, RWAs and ratios above are reported under CRD IV on an 'end point' basis with the exception of total Tier 1 capital and total regulatory capital, which include grandfathered legacy Tier 1 and 2 instruments under transitional rules.

We reported our capital position under the Basel II framework last year. Basel III was implemented through the Capital Requirements Regulation and Directive, together "CRD IV", and became effective on 1 January 2014. The table above includes prior year amounts on the previously reported Basel II basis and under CRD IV on a proforma basis to aid comparability. The concept of leverage was not captured under Basel II and so was not reported in the prior year. PRA adjusted measures, which are explained further in the Capital Management Report, were not established until 20 June 2013, and so are also not relevant to prior reporting periods.

The impact of CRD IV is complex but in summary tends to reduce capital resources by imposing risk based deductions which were not recognised under Basel II and restricting eligibility of non-core capital instruments either entirely or on a phased basis under transitional rules which extend to 31 December 2021. CRD IV also increases risk weighted assets through a variety of adjustments designed to capture risks associated with the valuation or ultimate realisation of assets which were deemed not to be recognised sufficiently under Basel II. Given these differences in the basis of measurement of our capital position, and the fact that only Basel III is relevant to the regulatory assessment today, the analysis below focuses on the movement in CRD IV measures only.

Our CET1 capital resources have increased over the financial year by approximately GBP1.3 billion. This increase includes GBP531 million of net proceeds from our inaugural issue of CCDS in December 2013 and retained earnings of GBP549 million. The remainder of the increase relates primarily to a GBP201 million reduction in the adjustment for unrealised fair value deficits on our "available for sale" portfolio held in Treasury, as a proportion of the assets have been sold during the year, and the fair value of the remainder has increased as market prices have improved.

Our total capital resources have increased over the financial year by approximately GBP2.2 billion. The balance of the increase in capital resources relates to our issue of GBP1 billion of Additional Tier 1 capital securities in March 2014 net of other more minor adjustments, including a reduced level of outstanding permanent interest bearing shares (PIBS) following our redemption of PIBS in September and October 2013.

The issue of CCDS represented a strategically important landmark for Nationwide and is discussed in the Chief Executive's Report. CCDS are fully qualifying common equity capital instruments under Basel III, but importantly incorporate features which are consistent with a mutual ownership structure. In particular, CCDS holders are members of the Society and the Board acknowledges a fiduciary responsibility towards them; they are subject to the "one member, one vote" principle in line with other membership interests (although for other reasons in practice their votes are unlikely ever to be exercised in general meetings); the investment returns available to CCDS holders are subject to an inflation linked cap thus mitigating the risk of over distribution; and finally the distribution available to CCDS investors in the event the Society is wound up is restricted to their original investment thus avoiding any incentive to lobby for demutualisation.

Risk weighted assets reduced significantly over the year due to the deleverage of legacy treasury and CRE assets; the total deleverage across these two asset classes during the year amounted to approximately GBP3.5 billion in gross terms and GBP5.2 billion in risk weighted terms. In addition ongoing credit risk migration within the CRE portfolio tends to reduce RWAs as exposures are treated as deductions from capital, and hence carry a zero risk weight, when they are classified as in default.

The movements described above have resulted in an increase in our CET1 ratio from 9.1% to 14.5%, and in our leverage ratio from 2.2% to 3.3%, on a like for like basis over the course of the year. On a PRA adjusted basis our CET1 and leverage ratios were 11.2% and 3.2% compared with regulatory targets of 7% and 3% respectively. The regulatory adjustment to our leverage ratio is modest and relates to an asset valuation adjustment of GBP127 million. The adjustment to our CET1 ratio is more significant due to the fact that for this measure the regulator also introduces a risk weight floor of 15% for residential mortgages, leading to an increase in our RWAs of GBP10.6 billion (26%).

More details of the capital position are included in the Capital Management Report.

BUSINESS AND RISK REPORT

Introduction and key risks

Overview

This Business and Risk Report explains in greater detail the Group's business, the risks it is exposed to and how it manages those risks.

The Group is organised into three business streams: Retail, Commercial and Head Office functions. The Group is predominantly a retail focused operation which trades almost exclusively within the UK, with the exception of wholesale funding and liquidity management activities. Wholesale funding is accessed by the Group from both UK and overseas markets. The Group's liquidity position is actively managed from the UK.

The Group's operations incorporate a commercial property lending business and a treasury portfolio which includes loans to banks, cash, investment securities and derivatives.

The chart below shows the Group's business model and how these activities are reflected in its risk measures. The regulatory capital risk weightings below indicate the relative risks each area carries as at 4 April 2014. Please see the Capital Management section of this report for further details regarding the Group's capital position.

 
                                                     Nationwide Group 
-------------------------------------------------------------------------------------------------------------------------- 
 Operating                   Retail                             Commercial                    Head office (including 
  Segment                                                                                            Treasury) 
-----------  -------------------------------------  ----------------------------------  ---------------------------------- 
 Activities 
               *    Prime residential lending         *    Commercial lending business    *    Treasury including funding, 
                                                                                          liquidity and market risk 
                                                                                               management 
               *    Specialist residential lending    *    Commercial real estate 
 
                                                                                          *    Head office functions 
               *    Consumer banking                  *    Social housing 
 
                                                                                          *    Central support functions 
               *    Savings products                 Project Finance 
 
 
               *    Insurance 
 
 
               *    Investments 
-----------  -------------------------------------  ----------------------------------  ---------------------------------- 
 Regulatory                  GBPm                                   GBPm                                GBPm 
 Risk                         Credit risk 22,004                     Credit risk 9,061                   Credit risk 5,599 
 Weighted                     Operational risk                       Operational risk                    Operational risk 
 Assets                       3,542                                  111                                 109 Market risk 
 as at 4                      Market risk -                          Market risk -                       29 
 April 2014 
-----------  -------------------------------------  ----------------------------------  ---------------------------------- 
 

Principal risks

Whilst the Group accepts that all of its business activities involve risk, it seeks to protect its members by managing the risks that arise from its activities appropriately. The principal risks inherent within the business aredescribed in the table below:

 
  Risk category                               Definition 
================  ================================================================== 
 Lending           The risk that a borrower or counterparty fails to pay interest 
                    or to repay principal on a loan or other financial instrument 
                    (e.g. a bond) on time. Lending risk also encompasses extension 
                    risk and concentration risk. 
================  ================================================================== 
 Financial         The risk of the Group having inadequate earnings, cash 
                    flow or capital to meet current or future requirements 
                    and expectations. It includes loss or damage to the earnings 
                    capacity, market value or liquidity of the Group, arising 
                    from mismatches between the Group's assets, funding and 
                    other commitments, which may be exposed by changes in market 
                    rates, market conditions or the Group's own credit profile. 
================  ================================================================== 
 Operational       The risk of loss resulting from inadequate or failed internal 
                    processes, people and systems or from external events. 
================  ================================================================== 
 Customer          The risk that the organisation fails to design and implement 
  and compliance    operational arrangements, systems and controls such that 
                    it can maintain legal and regulatory compliance, deliver 
                    fair customer outcomes and achieve a positive experience 
                    for customers. 
================  ================================================================== 
 Strategic         The risk of significant loss or damage arising from business 
                    decisions that impact the long-term interests of the membership, 
                    or from an inability to adapt to external developments. 
================  ================================================================== 
 

In addition to these principal categories of risk, model risk, which the Group is exposed to, is managed under a separate framework across all risk categories and business areas where risk models are used.

 
 Risk category                             Definition 
==============  ================================================================ 
  Model risk     The risk that an adverse outcome occurs as a direct result 
                  of weaknesses or failures in the design or use of a model. 
                  The adverse consequences include financial loss, poor business 
                  or strategic decision making, or damage to the Group's 
                  reputation. 
==============  ================================================================ 
 

The frameworks for the above risks (including associated risk appetite, limits, supporting policies and other documents) are reviewed annually or more frequently as appropriate. They are also subject to continuous monitoring by the relevant governance committees and by the Chief Risk Officer.

In addition to these principal risks that are inherent in the Group's business it identifies, monitors and manages the top and emerging risks that could affect delivery of the Corporate Plan as an integral element of its risk and management strategy.

Top and emerging risks

The Group's top and emerging risks are identified through the process outlined in the Risk Governance section, and are closely tracked throughout the governance structure. The Group continues to keep these risks under close observation through risk reporting and metrics where appropriate.

The Group sees three themes to its top and emerging risks: continuing to contain financial and lending risks, evolving with the new regulatory environment and managing the operational risks driven by digital transformation.

Continuing to contain financial and lending risks

Managing financial and lending risks is a fundamental part of what Nationwide does. Over the past few years, the Group's exposure to financial risk has decreased as its profitability has improved. The Group has successfully issued new capital and has been deleveraging its highest risk lending books. The current economic environment poses three main risks to the Group's continuing ability to manage financial and lending risks:

-- The housing price bubble bursting, accompanied by a reversal in the UK economy, could increase credit losses significantly

Government policies, the low interest rate environment, and a significant flow of overseas buyers stimulate the housing market. There is a risk that these conditions may reverse, increasing credit losses in the Group's mortgage portfolios and depressing the wider economy.

   --      Resurgent competition could squeeze core margins below sustainable levels 

The margin earned on the Group's core products may be squeezed through increased competition. Several of the Group's competitors have announced strategic changes, reducing their international and investment banking activities to refocus on the UK retail banking market where they have set ambitious growth objectives.

-- Wider global financial developments, for example the re-emergence of tensions within the Eurozone, might increase the Group's funding costs

The global economy has strengthened in the past 12 months. However, uncertainties remain over the sustainability of this recovery. The risk of Eurozone break up has broadly receded. However, it remains a possibility. Whilst the Eurozone has emerged from recession, risks to economic growth persist and could affect the outlook. In addition, the political issues arising on the edge of Europe pose risks to the wider economic outlook and investor sentiment.

Evolving with the new regulatory environment

Dealing with regulation is an unavoidable part of running a modern financial institution. Nationwide's business model and member focus puts it in a good position to meet the regulator's expectations of conduct and the Group has seen proportionately less enforcement action and customer redress than its competitors. There are two key areas in the regulatory environment that pose a risk to achievement of the Group's goals:

-- Increasing standards for conduct could restrict the Group's channels, services or proposition

The FCA is still evolving its approach to conduct risk but is already significantly more assertive than its predecessor. The digitisation of the Group's proposition provides further challenges where legislation and processes are carried forward into the digital age. The Group will design and implement appropriate controls and process in order to continue to provide the services that its members value against the changing regulatory backdrop.

   --      Regulatory standards, for example the minimum leverage ratio, could increase 

The regulatory expectations and requirements set for financial services providers are still undergoing change as national and international regulatory initiatives develop. There is a risk that further increases in capital and leverage requirements have the potential to adversely impact the building society model, constraining growth or forcing retrenchment.

Managing the operational risks driven by digital transformation

The pace of technological development is creating a period of significant change in financial services. The Group's aim is to make the most of new technology to achieve its goal of being number one for customer service. The Group has already successfully delivered a new banking system, mortgage system and mobile banking alongside a number of other technology changes. As the Group continues to invest in new technology there are three areas that pose a risk to achieving its goals:

-- Rising customer expectations could exceed the Group's ability to provide highly reliable, widely available services

The rise of digital banking is changing customer expectations of the availability of banking services. As digital changes make transactions easier and more convenient the Group expects customers to transact more, and in many different ways. The Group needs to ensure it manages service provision ahead of rising customer expectations to maintain its goal of being number 1 for customer service. The Group has a programme in place to ensure that while developing its digital proposition it also increases IT resilience and round-the-clock service availability.

-- Executing changes to business processes to adapt to the new environment could disrupt the Group's business or its customers

The Group will make significant investment in transforming its products and delivery channels to meet evolving consumer and regulatory expectations. The complexity of these transformation activities may increase the inherent risk of system failures or errors and the Group will need to ensure controls to manage this remain effective in order to underpin its services to members.

-- Building a new digital proposition that appeals to new members could compromise the services that are valued by longer established members

The Group faces a challenge to strengthen its appeal to customers who have affinity to new, digital technologies whilst still providing market leading service to those members who value traditional services, such as its branch network and contact centres.

The Group's business and managing risks in it

The following sections contain detailed analysis of the Group's business, principally its balance sheet, and provide further analysis in the context of the principal risks and top and emerging risks identified above. Information is given regarding management and mitigation of risks. This review covers:

   --      Loans and advances and lending risks 
   --      Treasury assets and treasury credit risks 
   --      Financial risk management 
   --      Operational risks 
   --      Customer and compliance risks 
   --      Strategic risks 

Details relating to market risk management, pension obligation risks and the Group's risk governance framework are provided in the Group's Annual Report and Accounts 2014.

Loans and advances and lending risks

Loans and advances to customers

Loans and advances to customers account for 87.7% (2013: 87.0%) of the Group's total assets. Lending remains concentrated on high quality secured products with residential mortgages accounting for 87.3% of the Group's gross loans and advances to customers. This is an increase from 2013 (85.0%) reflecting the Group's strategy of exiting non-core commercial lending.

 
 Loans and advances to customers        4 April 2014      4 April 2013 
                                        GBPm       %      GBPm       % 
----------------------------------  --------  ------  --------  ------ 
 Prime residential mortgages         119,319    71.5   110,619    69.4 
 Specialist residential mortgages     26,341    15.8    24,939    15.6 
                                    --------  ------  --------  ------ 
 Total residential mortgages         145,660    87.3   135,558    85.0 
 Commercial lending                   17,284    10.3    19,916    12.5 
 Other lending                           176     0.1       436     0.3 
 Consumer banking                      3,862     2.3     3,488     2.2 
                                    --------  ------  --------  ------ 
 Gross balances                      166,982   100.0   159,398   100.0 
                                    --------  ------  --------  ------ 
 Impairment provisions               (1,288)           (1,224) 
 Fair value adjustment for micro 
  hedged risk                            880             1,413 
                                    --------  ------  --------  ------ 
 Total                               166,574           159,587 
----------------------------------  --------  ------  --------  ------ 
 

Lending risk

Lending risk is considered by reference to the four main types of lending the Group provides and relates to the risk that a borrower or counterparty fails to pay interest or to repay principal on a loan or other financial instrument. Lending risk includes all aspects of credit risk including concentration risk and extension risk.

 
   Risk category                          Portfolio 
===================  =================================================== 
 Retail (secured)     Residential mortgages including prime mortgage and 
                       specialist lending. 
===================  =================================================== 
 Retail (unsecured)   Consumer banking including personal loans, credit 
                       card and banking portfolios. 
===================  =================================================== 
 Commercial           Commercial lending portfolio. 
===================  =================================================== 
 Treasury             Treasury liquidity and discretionary portfolios. 
===================  =================================================== 
 

Comprehensive credit risk management methods and processes are established as part of the Group's overall governance framework to measure, mitigate and manage credit risk within its risk appetite. As a mutual, the Group maintains a conservative approach to risk as shown by the quality of its balance sheet. Lending risk portfolios are managed within concentration limits and are subjected to stress testing and scenario analysis to simulate potential outcomes and calculate their associated impact.

Each of the above portfolios is considered in turn below.

Residential mortgage lending and credit risks

Overview

The makeup of prime and specialist mortgage lending is as follows:

 
                                    2014           2013 
                                  GBPm      %     GBPm    % 
 Buy to let                     21,932     83   20,081   80 
 Self-certified                  2,960     11    3,297   13 
 Near prime                      1,037      4    1,162    5 
 Sub prime                         412      2      399    2 
                               -------  -----  -------  --- 
 Specialist lending             26,341    100   24,939  100 
 Prime lending                 119,319         110,619 
                               -------  -----  -------  --- 
 Total residential mortgages   145,660         135,558 
-----------------------------  -------  -----  -------  --- 
 

The Group's residential mortgages include both prime and specialist loans. Prime residential mortgages are mainly Nationwide branded advances made through the Group's branch network and intermediary channels.

All new specialist lending is originated through The Mortgage Works (UK) plc (TMW), exclusively in the buy to let market. Self-certified lending was originated historically by TMW, UCB Home Loans Corporation Limited (UCB) and Derbyshire Home Loans Limited, but this type of lending was discontinued in 2009. The majority of near prime and subprime balances were acquired from the Derbyshire and Cheshire building societies.

Prime mortgage assets purchased from the Bank of Ireland in December 2011, although acquired by TMW, are categorised as prime business. New specialist lending is restricted to buy to let.

The major risk on retail mortgages is credit risk. The Group's prudent approach to new business means that impairments are low and rising house prices have further improved the position. The impairment position is summarised below:

 
                                        2014          2013 
                                     GBPm      %   GBPm      % 
 Prime book: 
 Impaired balances / % of book        504   0.42    564   0.51 
 Impairment provisions / coverage      18    3.6     32    5.7 
 Impairment credit for the year         -           (6) 
 Specialist lending: 
 Impaired balances / % of book        651   2.47    726   2.91 
 Impairment provisions / coverage      84   12.9    133   18.3 
 Impairment charge for the year         -            22 
----------------------------------  -----  -----  -----  ----- 
 

Impairment charges and provisions have reduced in both prime and specialist lending books reflecting increases in the House Prices Index (HPI), the Group's prudent underwriting discipline and its approach to managing cases individually. The sections below provide greater detail on credit concentrations and performance on the book.

Significant events/environment

Over the past year UK house prices have increased by 9.5% with growth in most geographical areas albeit that biggest rises have been in London and the South East. This growth has eased credit risk pressures to date but is being kept under close review.

The Group is committed to supporting the housing market and first time buyers in particular. As a result, the average loan to value (LTV) of new residential mortgage lending has increased to 69% (2013: 67%) calculated on a volume basis. The Group's strategy is supported by a robust affordability assessment and credit scoring process that ensures that asset quality remains within the Group's risk appetite. The success of these controls is demonstrated by the continuing low arrears and impairment performance of the secured portfolios.

The Group has supported government initiatives in the housing market, accepting applications under the Help to Buy shared equity scheme. In doing so, the proportion of the Group's new lending which is on new build property has increased. The Group is closely monitoring the volume of lending within both the Help to Buy scheme and on new build properties to ensure unreasonable concentrations of lending are not introduced into the portfolio.

Initiatives to support the first time buyer market continue to include the Save to Buy product, which enables customers to access products up to 95% LTV where they have demonstrated a track record of saving prior to applying for the mortgage. The availability of the deposit and being able to demonstrate that the mortgage is affordable are critical factors in the mortgage application.

TMW has strategically adjusted its product range in order to attract larger loans. This has resulted in the average specialist loan size increasing by approximately GBP15,000 in the last 12 months and an increased proportion of lending in the South East where property prices are higher. Industry leading controls to reduce the potential misuse of buy to let mortgages for residential lending have proven to be effective. Despite increased competition TMW has maintained a strong market presence with around 17% market share in 2013/14.

Geographical concentration

Residential mortgages are only secured against UK properties. The geographical split of the book for the year ended 4 April 2014 is shown below:

 
                                                   2014   2013 
 Analysis calculated on a value basis                 %      % 
---------------------------------------  --------------  ----- 
 Greater London                                      32     22 
 Central England                                     19     22 
 Northern England                                    16     20 
 South East England (excluding London)               12     11 
 South West England                                   9      9 
 Scotland                                             7      9 
 Wales and Northern Ireland                           5      7 
 Total                                              100    100 
---------------------------------------  --------------  ----- 
 

Loan to value (LTV)

All borrowing applications are subject to appropriate credit risk underwriting processes, including an affordability assessment. For secured loans, pricing will typically vary by LTV. Higher LTV products are typically subject to higher interest rates commensurate with the associated risk.

 
                                                       2014   2013 
 LTV of loan stock and new business                       %      % 
 Average loan to value of stock (indexed) by volume      48     51 
 Average loan to value of new business by volume         69     67 
 Average loan to value of stock (indexed) by value       58     62 
 Average loan to value of new business by value          73     71 
----------------------------------------------------  -----  ----- 
 

Note: The average value of new business above excludes further advances.

LTV is measured both on a volume basis (i.e. number of loans) and by value (based on mortgage balance at balance sheet date for stock and at inception for new business). The average LTV on the overall stock (indexed) has reduced by 3% to 48% (2013: 51%), and average LTV of new business has increased by 2% to 69% (2013: 67%) on a volume basis with similar movements in value based LTV.

The details in the remainder of this section use value based calculations to allow analysis of the balance sheet.

 
                                  2014   2013 
 New business by borrower type       %      % 
 Home movers                        32     36 
 First time buyers                  31     26 
 Remortgagers                       22     22 
 Other                               1      0 
 Buy to let                         14     16 
                                 -----  ----- 
                                   100    100 
-------------------------------  -----  ----- 
 

Note: The new business profile of new business above excludes further advances.

The proportion of first time buyers has increased over the year, as the Group has actively supported this segment of the market as part of the wider Nationwide Citizenship agenda. Competitive pricing to this segment, predominantly within a higher LTV range (80%-90%) has been used in conjunction with other initiatives such as the running of first time buyer clinics to support first time buyers through their journey of buying their first home. This focus on first time buyers at higher LTVs has driven the increase in LTV on new lending.

The table below sets out the LTV profile for new business:

 
 
 New residential lending - distribution of loans 
  by original LTV band                             2014   2013 
                                                      %      % 
------------------------------------------------  -----  ----- 
 Loan to value analysis: 
 0% - 60%                                            19     21 
 60% - 75%                                           38     38 
 75% - 80%                                           10     12 
 80% - 85%                                           15     18 
 85% - 90%                                           16      9 
 90% - 95%                                            2      2 
 >95%                                                 -      - 
                                                  -----  ----- 
                                                    100    100 
------------------------------------------------  -----  ----- 
 

The table below shows LTVs for the Group's residential mortgage portfolio split between performing and non-performing loans and by geographical segment. Average LTVs are calculated on a weighted value basis. Non-performing accounts include all impaired loans and also loans which are past due but not yet impaired; performing loans are neither past due nor impaired.

 
Residential mortgage            Greater  Central  Northern        South    South    Scotland       Wales    Total 
 balances by LTV and             London  England   England         East     West              & Northern 
 region                                                         England  England                 Ireland 
                                                             (excluding 
                                                                London) 
                                   GBPm     GBPm      GBPm         GBPm     GBPm        GBPm        GBPm     GBPm    % 
---------------------------  ----------  -------  --------  -----------  -------  ----------  ----------  -------  --- 
At 4 April 2014 
Performing loans 
Fully collateralised 
LTV ratio: 
 <50%                            16,771    7,405     5,587        5,916    4,165       2,664       1,899   44,407 
50-60%                            8,889    3,576     2,758        2,764    1,839       1,305         832   21,963 
60-70%                           10,703    5,097     4,240        3,712    2,615       1,915       1,155   29,437 
70-80%                            6,418    6,196     5,860        3,721    2,917       2,456       1,492   29,060 
80-90%                            1,972    3,213     3,401        1,488    1,359       1,352         915   13,700 
90-100%                              38      424     1,102           72      108         244         331    2,319 
                                 44,791   25,911    22,948       17,673   13,003       9,936       6,624  140,886   96 
 
Partially collateralised 
 
  *    >100% LTV (A)                  7       31       188            4        8          56         510      804    1 
                             ----------  -------  --------  -----------  -------  ----------  ----------  ------- 
 
 *    collateral value on A           5       29       177            3        6          53         414      687 
                             ----------  -------  --------  -----------  -------  ----------  ----------  ------- 
 
Total performing 
 loans                           44,798   25,942    23,136       17,677   13,011       9,992       7,134  141,690   97 
                             ----------  -------  --------  -----------  -------  ----------  ----------  -------  --- 
 
Non-performing loans 
Fully collateralised 
LTV ratio: 
 <50%                               366      149       110          104       62          50          50      891 
50-60%                              229       85        69           59       34          26          25      527 
60-70%                              292      139       114           87       58          40          37      767 
70-80%                              187      162       157           95       70          61          42      774 
80-90%                               55      134       146           63       53          38          37      526 
90-100%                               5       67       127           14       16          20          38      287 
                             ----------  -------  --------  -----------  -------  ----------  ----------  ------- 
                                  1,134      736       723          422      293         235         229    3,772    2 
 
Partially collateralised 
- >100% LTV (B)                       2       14        52            3        3          10         114      198    1 
                             ----------  -------  --------  -----------  -------  ----------  ----------  ------- 
- collateral value 
 on B                                 2       13        47            2        2          10          86      162 
                             ----------  -------  --------  -----------  -------  ----------  ----------  ------- 
 
Total non-performing 
 loans                            1,136      750       775          425      296         245         343    3,970    3 
                             ----------  -------  --------  -----------  -------  ----------  ----------  -------  --- 
 
Total residential 
 mortgages                       45,934   26,692    23,911       18,102   13,307      10,237       7,477  145,660  100 
---------------------------  ----------  -------  --------  -----------  -------  ----------  ----------  -------  --- 
 
 
                                Greater   Central  Northern        South     South    Scotland       Wales       Total 
                                 London   England   England         East      West              & Northern 
Residential mortgage                                             England   England                 Ireland 
 balances by LTV and                                          (excluding 
 region                                                          London) 
                                   GBPm      GBPm      GBPm         GBPm      GBPm        GBPm        GBPm        GBPm    % 
---------------------------  ----------  --------  --------  -----------  --------  ----------  ----------  ----------  --- 
At 4 April 2013 
Performing loans 
Fully collateralised 
LTV ratio: 
 <50%                            13,083     6,609     5,034        5,121     3,756       2,348       1,738      37,689 
50-60%                            5,593     2,778     2,177        1,992     1,447       1,028         701      15,716 
60-70%                            8,002     3,929     3,103        2,787     2,005       1,353         927      22,106 
70-80%                            8,627     5,118     4,535        3,308     2,496       1,802       1,160      27,046 
80-90%                            4,399     4,140     4,151        2,506     1,853       1,908       1,064      20,021 
90-100%                             448     1,587     2,110          674       550         688         524       6,581 
                             ----------  --------  --------  -----------  --------  ----------  ----------  ---------- 
                                 40,152    24,161    21,110       16,388    12,107       9,127       6,114     129,159   95 
 
Partially collateralised 
 
  *    >100% LTV (A)                 19       222       823           47        52         225         733       2,121    2 
                             ----------  --------  --------  -----------  --------  ----------  ----------  ---------- 
 
 *    collateral value on A          17       213       782           45        50         212         594       1,913 
                             ----------  --------  --------  -----------  --------  ----------  ----------  ---------- 
 
Total performing 
 loans                           40,171    24,383    21,933       16,435    12,159       9,352       6,847     131,280   97 
                             ----------  --------  --------  -----------  --------  ----------  ----------  ----------  --- 
 
Non-performing loans 
Fully collateralised 
LTV ratio: 
 <50%                               290       140       105           90        60          43          47         775 
50-60%                              157        70        57           46        29          20          23         402 
60-70%                              239       105        86           66        45          29          28         598 
70-80%                              303       147       126           76        64          46          40         802 
80-90%                              195       162       151           92        62          52          42         756 
90-100%                              53       133       160           55        49          32          38         520 
                             ----------  --------  --------  -----------  --------  ----------  ----------  ---------- 
                                  1,237       757       685          425       309         222         218       3,853    2 
 
Partially collateralised 
 
  *    >100% LTV (B)                 10        58       143           16        11          33         154         425    1 
                             ----------  --------  --------  -----------  --------  ----------  ----------  ---------- 
 
 *    collateral value on B           9        54       133           14        10          31         114         365 
                             ----------  --------  --------  -----------  --------  ----------  ----------  ---------- 
 
Total non-performing 
 loans                            1,247       815       828          441       320         255         372       4,278    3 
                             ----------  --------  --------  -----------  --------  ----------  ----------  ----------  --- 
 
Total residential 
 mortgages                       41,418    25,198    22,761       16,876    12,479       9,607       7,219     135,558  100 
---------------------------  ----------  --------  --------  -----------  --------  ----------  ----------  ----------  --- 
 

The Group's proportion of non-performing loans has decreased by 0.5% to 2.7% during the year. In addition, the proportion of all partially collateralised loans has reduced 1.1% to 0.7% with the shortfall in collateral on non-performing loans reduced to GBP36m (2013: GBP60 million).

Lending risk

Retail credit risk profile

Residential mortgage lending in the Group continues to have a low risk profile when compared to industry benchmarks helped by a composition which has remained broadly consistent over the years and comprises a large number of smaller loans which are broadly homogenous, have low volatility of credit risk outcomes and are intrinsically highly diversified. When assessing the credit risk profile the Group has regard to lead indicators such as concentration risk and LTV as noted above and also performance statistics on particular groups of loans including:

   --      arrears (particularly arrears of 3 months or over) 
   --      impaired loans 
   --      possession balances 
   --      interest only mortgages 
   --      negative equity loans. 

Arrears

Reflecting the Group's low risk profile, performance of the mortgage books has remained strong with the number of residential mortgages more than three months in arrears reducing in both the specialist and prime mortgage books. The Group's overall arrears percentage of 0.63% compares favourably with the Council of Mortgage Lenders (CML) industry average of 1.59% (2013: 1.89% restated by CML).

 
 Number of cases more than 3 months in 
  arrears as % of total book              4 April 2014   4 April 2013 
                                                     %              % 
---------------------------------------  -------------  ------------- 
  Prime                                           0.46           0.53 
 Specialist                                       1.53           1.75 
                                         -------------  ------------- 
 Group                                            0.63           0.72 
                                         -------------  ------------- 
 
 CML industry average                             1.59           1.89 
                                         -------------  ------------- 
 
 

Impaired loans

Impaired and non-performing loans are identified primarily by arrears status. Impaired accounts are those defined as greater than or equal to three months in arrears, and include accounts subject to possession, litigation and bankruptcy where arrears are greater than or equal to one month.

Non-performing accounts include all impaired loans and also loans which are past due but not impaired, including any asset where a payment due is received late or missed. The non-performing loan amount represents the entire financial asset rather than just the payment overdue. Loans on interest only or payment holiday concessions are initially categorised according to their payment status as at the date of concession, with subsequent revisions to this category assessed against the terms of the concession.

The table below provides information on residential mortgages by payment due status:

 
                                               4 April 2014                              4 April 2013 
                                     Prime   Specialist     Total              Prime   Specialist     Total 
                                   lending      lending                      lending      lending 
                                      GBPm         GBPm      GBPm       %       GBPm         GBPm      GBPm       % 
-------------------------------  ---------  -----------  --------  ------  ---------  -----------  --------  ------ 
  Performing: 
 Neither past due nor impaired     116,998       24,692   141,690    97.3    108,223       23,059   131,280    96.8 
 Non-performing: 
 Past due up to 3 months 
  but not impaired                   1,817          998     2,815     1.9      1,832        1,154     2,988     2.2 
  Impaired                             504          651     1,155     0.8        564          726     1,290     1.0 
                                 ---------  -----------  --------  ------  ---------  -----------  --------  ------ 
 Total                             119,319       26,341   145,660   100.0    110,619       24,939   135,558   100.0 
                                 ---------  -----------  --------  ------  ---------  -----------  --------  ------ 
 
 Impairment (credit)/charge 
  for the year                           -            -         -                (6)           22        16 
-------------------------------  ---------  -----------  --------  ------  ---------  -----------  --------  ------ 
 

The Group has maintained the strong overall quality of its retail mortgage portfolio. Total residential impairments have reduced from GBP16 million in 2013 to GBPnil in 2014, benefiting from the rise in house prices over the year and the Group's continued focus on prudent underwriting criteria.

Individual impairment provisions are assigned to accounts in possession and a collective provision is assigned to all other accounts to estimate incurred but not identified losses. Impaired residential mortgages are further analysed as follows:

 
 Impaired residential mortgage                      2014 
  balances by payment due 
  dates 
                                  Prime lending   Specialist   Total 
                                                     lending 
                                           GBPm         GBPm    GBPm     % 
-------------------------------  --------------  -----------  ------  ---- 
 Impaired status: 
 Past due 3 to 6 months                     225          269     494    43 
 Past due 6 to 12 months                    164          183     347    30 
 Past due over 12 months                    100          138     238    21 
 Possessions                                 15           61      76     6 
                                            504          651   1,155   100 
-------------------------------  --------------  -----------  ------  ---- 
 
 
                                              2013 
                            Prime lending   Specialist   Total 
                                               lending 
                                     GBPm         GBPm    GBPm     % 
-------------------------  --------------  -----------  ------  ---- 
 Impaired status: 
 Past due 3 to 6 months               260          297     557    43 
 Past due 6 to 12 months              190          208     398    31 
 Past due over 12 months               96          134     230    18 
 Possessions                           18           87     105     8 
                                      564          726   1,290   100 
-------------------------  --------------  -----------  ------  ---- 
 

Possession balances

Possession balances represent loans against which the Group has taken ownership of properties pending their sale. The Group's approach to dealing with customers in financial difficulty, combined with its historically cautious approach to lending, means that the Group only takes possession of properties as a last resort. This is illustrated by the number of properties that are taken into possession compared to industry becnhmarks. The number of properties in possession has fallen over the year to 522 (2013: 600) due to strong property sales and reduced new possessions. This represents 0.03% of the Group's book compared to the industry average of 0.08%, as shown below:

 
 Possessions as a percentage of                             4 April 
  total book (number of properties)       4 April 2014         2013 
                                         Number of 
                                        properties      %         % 
------------------------------------  ------------  -----  -------- 
  Prime                                        174   0.01      0.02 
 Specialist                                    348   0.14      0.18 
                                      ------------  -----  -------- 
 Group                                         522   0.03      0.04 
                                      ------------  -----  -------- 
 
 CML industry average                                0.08      0.10 
                                                    -----  -------- 
 
 

Interest only mortgages

The Group does not offer any new advances for prime residential mortgages on an interest only basis. However, the Group does still have historical balances which were originally advanced as interest only mortgages or where the Group agreed a change in terms to an interest only basis (this option was withdrawn in 2012). Temporary interest only terms can be available to prime mortgage customers who are in forbearance. The majority of new specialist buy to let loans are advanced on an interest only basis.

The tables below provide details of the prime and specialist balances at year end which are on an interest only basis, analysed by maturity:

 
                       Term expired  Due within    Due after   Due after      Total    % of 
                       (still open)    one year     one year   more than              total 
                                                  and before   two years 
                                                   two years 
At 4 April 2014                GBPm        GBPm         GBPm        GBPm       GBPm       % 
--------------------  -------------  ----------  -----------  ----------  ---------  ------ 
 
Prime interest only 
 mortgages                       57         364          507      24,650     25,578    21.4 
Specialist interest 
 only mortgages                  62          85          157      22,691     22,995    87.3 
Total interest only 
 mortgages                      119         449          664      47,341     48,573    33.3 
--------------------  -------------  ----------  -----------  ----------  ---------  ------ 
 
 
                       Term expired  Due within    Due after   Due after       Total    % of 
                       (still open)    one year     one year   more than               total 
                                                  and before   two years 
                                                   two years 
At 4 April 2013                GBPm        GBPm         GBPm        GBPm        GBPm       % 
--------------------  -------------  ----------  -----------  ----------  ----------  ------ 
 
Prime interest only 
 mortgages                       58         423          496      28,122      29,099    26.3 
Specialist interest 
 only mortgages                  30          66          105      20,734      20,935    83.9 
Total interest only 
 mortgages                       88         489          601      48,856      50,034    36.9 
--------------------  -------------  ----------  -----------  ----------  ----------  ------ 
 

Note: The tables above include the full amount of residential mortgage balances even when only part of the loan is on interest only terms.

The proportion of the Group's total interest only loan balances, as a proportion of total residential mortgages during the year is 33.3% (2013: 36.9%), with the interest only proportion of prime mortgages falling to 21.4% of the total prime mortgage book (2013: 26.3%) offset by the increase in proportion of interest only specialist lending reflecting growth in the buy to let market.

Negative equity loans

Collateral held against residential mortgages is the Group's principal method of mitigating credit risk on residential mortgages.

Negative equity, being the excess of loan balances over collateral held, on non-performing residential mortgages is shown below. The value of negative equity has reduced significantly due to the growth in house prices over the year.

 
                                            2014                     2013 
 Negative equity of residential   Prime lending  Specialist     Prime  Specialist 
  mortgages                                         lending   lending     lending 
                                           GBPm        GBPm      GBPm        GBPm 
--------------------------------  -------------  ----------  --------  ---------- 
 Past due but not impaired                    4           6         5          13 
 Impaired                                     3          16         5          21 
 Possessions                                  -           7         1          15 
                                              7          29        11          49 
--------------------------------  -------------  ----------  --------  ---------- 
 

Note: Collateral held is capped at the amount outstanding on an individual loan basis.

Managing credit risk

The Group's approach is to reduce credit risk through sound underwriting. However, at times, despite this customers do face financial difficulty and in these cases the Group seeks to find a solution to mitigate losses to the Group and to support residential mortgage customers. The options offered to customers are classified into three categories:

   --      change in terms 
   --      forbearance 
   --      repair 

It should be noted that the methodology for calculating the number of renegotiated loans (covering all three categories above) has been updated during the period to reflect the PRA's guidance of what constitutes a renegotiated loan. As a result, the 2013 disclosures have been updated to reflect the new methodology. A loan is defined as having been renegotiated if the event has occurred at any point since January 2008 and it is still on the books at 4 April 2014, although the loan may have since returned to a normal status.

Change in terms

Changes in terms relate to a concession or permanent change, which results in an amended monthly cash flow; these are not offered as a means of forbearance. The options available include:

   --      payment holidays 
   --      term extensions 
   --      payment concessions 
   --      permanent interest only conversions (withdrawn March 2012). 

This table provides further details of the current balances on all loans which have been subject to changes in terms at any point since January 2008, by region. These figures include balances that have reverted to normal risk levels, e.g. loans where payment holidays have ended and payments have recommenced. It is possible to have had more than one type of change in term and in this instance they are shown in both categories.

 
Residential mortgage balances  Greater      Central  Northern          South     South  Scotland        Wales    Total 
 subject to change in terms     London      England   England   East England      West             & Northern 
 since January 2008                                               (excluding   England                Ireland 
                                                                     London) 
At 4 April 2014                      GBPm      GBPm      GBPm           GBPm      GBPm      GBPm         GBPm     GBPm 
Payment holidays                    1,140       877       796            585       370       295          297    4,360 
Term extensions                     2,123     1,425     1,205            990       698       475          487    7,403 
Payment concessions                   272       174       166            105        71        41           61      890 
Interest only conversions             769       361       328            286       204       100          161    2,209 
                                    4,304     2,837     2,495          1,966     1,343       911        1,006   14,862 
Elimination of multiple 
 events                             (471)     (332)     (283)          (229)     (149)      (86)        (124)  (1,674) 
Total                               3,833     2,505     2,212          1,737     1,194       825          882   13,188 
 
 
                                 Greater   Central  Northern          South     South  Scotland        Wales    Total 
                                  London   England   England   East England      West             & Northern 
                                                                 (excluding   England                Ireland 
                                                                    London) 
At 4 April 2013*                    GBPm      GBPm      GBPm           GBPm      GBPm      GBPm         GBPm     GBPm 
Payment holidays                   1,259       974       881            662       407       328          323    4,834 
Term extensions                    1,863     1,317     1,117            896       633       436          452    6,714 
Payment concessions                  261       172       159            103        67        42           58      862 
Interest only conversions            850       394       350            315       226       108          169    2,412 
                                   4,235     2,857     2,507          1,976     1,333       914        1,002   14,824 
Elimination of multiple 
 events                            (470)     (338)     (282)          (234)     (148)      (84)        (121)  (1,677) 
Total                              3,765     2,519     2,225          1,742     1,185       830          881   13,147 
 

*restated to reflect revised PRA guidance

Payment holidays

Performing customers with loans on standard terms and conditions effective before March 2010, who are not experiencing financial difficulty and meet required criteria (including credit score), are permitted to apply for a payment holiday and make reduced or nil payments for an agreed period of time of up to 12 months (depending on reason). As at 4 April 2014, GBP4,360 million (2013: GBP4,834 million) of loans have been subject to payment holidays at any point since January 2008 and are still on the books at 4 April 2014. Only GBP98 million of loans (2013: GBP163 million) remain on a payment holiday as at 4 April 2014.

Term extensions

The Group allows performing customers to apply to extend the term of their mortgage. As at 4 April 2014, GBP7,403 million (2013: GBP6,714 million) of loans have been subject to term extensions at any point since January 2008 and are still on the books at 4 April 2014. During the year, GBP2,861 million of loans (2013: GBP2,844 million) were subject to a term extension. Performance of term extensions is in line with that of the wider portfolio and therefore no adjustment is made to the Group's provisioning methodology for these loans.

Payment concessions

Customers in arrears may be offered a temporary payment concession allowing them to make reduced or nil payments for an agreed period of time. During this period the arrears amounts are accrued and therefore no additional provision is required. As at 4 April 2014, GBP890 million (2013: GBP862 million) of loans have been subject to payment concessions at any point since January 2008 and are still on the books at 4 April 2014. Only GBP21 million of loans (2013: GBP29 million) remain subject to payment concessions as at 4 April 2014.

Interest only conversions

Interest only conversions allowed performing customers who met certain criteria to apply for an interest only conversion, normally reducing their monthly commitment. Following tightening of the Group's policy, the facility was completely withdrawn in March 2012, although a temporary interest only arrangement may be available under forbearance. As at 4 April 2014, GBP2,209 million (2013: GBP2,412 million) of loans have been subject to interest only conversions at any point since January 2008 and are still on the books at 4 April 2014. The option to permanently convert to an interest only loan was withdrawn in March 2012. The performance of interest only conversions is in line with that of the wider portfolio and therefore no adjustment is made to the Group's provisioning methodology for these loans.

Forbearance

Forbearance takes place when a concession is made on the contractual terms of a loan to a customer as a result of financial difficulties.

The only forbearance option which the Group offers customers in financial distress is a temporary interest only concession. Interest only concessions are offered to customers on a temporary basis with formal periodic review subject to an affordability assessment. The concession allows the customer to reduce monthly payments to cover interest only, typically for six months, and if made, the arrears status of the account will not increase, and will remain as at the beginning of the concession.

As at 4 April 2014, GBP171 million of balances (2013: GBP265 million) representing 0.1% (2013: 0.2%) of total mortgage balances were on this concession. The Group's provisioning methodology reflects the latest performance on these accounts.

The table below provides details of the current balances of loans that have been subject to forbearance arrangements at any point since January 2008, by region. These balances are not included in the interest only balances in the change of terms table above.

 
Residential mortgage                Greater   Central  Northern          South     South  Scotland        Wales  Total 
balances subject to                  London   England   England   East England      West             & Northern 
forbearance                                                         (excluding   England                Ireland 
since January 2008                                                     London) 
At 4 April 2014                        GBPm      GBPm      GBPm           GBPm      GBPm      GBPm         GBPm   GBPm 
 
Temporary interest only 
 concessions                            379       364       363            202       128       107          124  1,667 
At 4 April 2013 
Temporary interest only 
 concessions*                           382       362       365            204       131       107          121  1,672 
 

*restated to reflect revised PRA guidance

Repair

The Group offers two forms of repair, capitalisation and term extension (at term expiry), as set out below.

Capitalisation

When a customer emerges from financial difficulty, the Group offers the ability to capitalise arrears, resulting in the account being repaired. Customers are only permitted to capitalise arrears where they have demonstrated their ability to meet a repayment schedule on normal commercial terms for a continuous six month period, or if they are able to overpay such that six months' payments are made in a four month period. As at 4 April 2014, GBP420 million (2013: GBP442 million) of loans had an arrears capitalisation at any point since January 2008 and are still on the books at 4 April 2014. GBP7 million of loans (2013: GBP22 million) were capitalised during the year ended 4 April 2014. Once capitalised the loans are categorised as not impaired as long as contractual repayments are maintained.

Term extension (at term expiry)

Customers on interest only mortgages who are unable to repay their capital at term expiry may be offered a term extension. These extensions are typically on a capital and interest basis over a relatively short term, normally less than five years, and aim to recover the outstanding balance as quickly as possible whilst ensuring the monthly payment remains manageable to the customer. As at 4 April 2014, GBP1,142 million (2013: GBP1,028 million) of loans had an extension at term expiry at any point since January 2008 and are still on the books at 4 April 2014; of these GBP318 million of loans (2013: GBP164 million) had an extension at term expiry during the year ended 4 April 2014. No provisioning methodology adjustment is made for these accounts as a result of the low balance and LTV profile.

The table below provides details of the current balances of loans which have been repaired at any point since January 2008, by region. It is possible for a loan to have more than one category of repair and in the table below both are shown. Capitalisation amounts shown reflect the full amount of the loan.

 
Residential         Greater       Central       Northern          South      South   Scotland        Wales       Total 
mortgage             London       England        England   East England       West              & Northern 
balances subject                                             (excluding    England                 Ireland 
to                                                              London) 
term extensions 
since 
January 2008 
At 4 April 2014        GBPm        GBPm             GBPm           GBPm       GBPm       GBPm         GBPm        GBPm 
Capitalisations         144            76             76             56         32         13           23         420 
Term extensions         399           211            131            157        145         54           45       1,142 
                        543           287            207            213        177         67           68       1,562 
Elimination of 
 multiple 
 events                 (3)           (1)              -            (2)          -          -          (1)         (7) 
Total                   540           286            207            211        177         67           67       1,555 
 
                    Greater       Central       Northern          South      South   Scotland        Wales       Total 
                     London       England        England   East England       West              & Northern 
                                                             (excluding    England                 Ireland 
                                                                London) 
At 4 April 2013        GBPm          GBPm           GBPm           GBPm       GBPm       GBPm         GBPm        GBPm 
Capitalisations         152            80             79             58         35         14           24         442 
Term extension          363           197            102            151        146         31           38       1,028 
                        515           277            181            209        181         45           62       1,470 
Elimination of 
 multiple 
 events                 (4)           (2)            (1)            (1)        (1)          -            -         (9) 
Total                   511           275            180            208        180         45           62       1,461 
 

Total renegotiated loans

The table below shows the stock of loans still on the books as at 4 April 2014 that have been renegotiated at any point since January 2008:

 
                                               2014                        2013* 
                                                       % of total             % of total 
                                                      residential            residential 
                                     GBPm               mortgages     GBPm     mortgages 
 Change in terms                   13,188                       9   13,147            10 
 Forbearance                        1,667                       1    1,672             1 
 Repair                             1,555                       1    1,461             1 
                                                                   ------- 
 Gross total                       16,410                      11   16,280            12 
 Elimination of multiple events   (1,266)                          (1,244) 
                                                                   ------- 
 Total                             15,144                      10   15,036            11 
 

*restated to reflect 2014 PRA guidance.

The table below splits by type, and region, the current balances ofloans which have been renegotiated at any point since January 2008, together with the impairment provisions held on these renegotiated loans. Loans which are still on special terms at the balance sheet date are also disclosed. These comprise loans where the terms have been changed temporarily and which, as at balance sheet date, are still subject to payment holidays or concessions and forborne loans which are still on temporary interest only terms.

 
Residential mortgage    Greater   Central  Northern   South East     South  Scotland        Wales   Total 
 balances subject        London   England   England      England      West             & Northern 
 to renegotiation                                     (excluding   England                Ireland 
 since January 2008                                      London) 
At 4 April 2014            GBPm      GBPm      GBPm         GBPm      GBPm      GBPm         GBPm    GBPm 
Prime                     3,849     2,613     2,260        1,782     1,233       868          871  13,476 
Specialist                  556       278       287          210       151        73          113   1,668 
Total                     4,405     2,891     2,547        1,992     1,384       941          984  15,144 
 
Of which loans are 
 still on special 
 terms: 
Prime                        72        50        46           33        22        15           17     256 
Specialist                    9         7         7            4         2         1            4      34 
Total                        81        57        53           37        24        16           21     290 
 
Total impairmets 
 on renegotiated 
 loans: 
Individually assessed         -         1         1            -         -         1            2       5 
Collectively assessed         1         4         5            2         1         1            6      20 
Total                         1         5         6            2         1         2            8      25 
 

Note: Multiple events have been eliminated.

 
                        Greater   Central  Northern   South East     South  Scotland        Wales   Total 
                         London   England   England      England      West             & Northern 
                                                      (excluding   England                Ireland 
                                                         London) 
At 4 April 2013            GBPm      GBPm      GBPm         GBPm      GBPm      GBPm         GBPm    GBPm 
Prime                     3,835     2,652     2,303        1,811     1,247       876          875  13,599 
Specialist                  485       238       239          185       136        49          105   1,437 
                          4,320     2,890     2,542        1,996     1,383       925          980  15,036 
 
Of which loans are 
 still on special 
 terms: 
Prime                       100        70        67           47        30        24           22     360 
Specialist                   30        17        16           10        10         4           10      97 
                            130        87        83           57        40        28           32     457 
 
Total impairments 
 on renegotiated 
 loans: 
Individually assessed         1         1         2            -         -         -            2       6 
Collectively assessed         5         8         9            4         2         3            8      39 
Total                         6         9        11            4         2         3           10      45 
 

Note: Multiple events have been eliminated.

Outlook for residential mortgage credit risk

The Mortgage Market Review (MMR) published by the Financial Conduct Authority required all mortgage lenders to enhance responsible lending controls for mortgages by 26 April 2014, to ensure that the mortgages are affordable and thus minimise the risk of detrimental outcomes for customers. While responsible lending is already central to the Group's lending policy, the Group has made changes to its systems and processes ahead of the regulatory deadline. These include the introduction of a more comprehensive and customer specific affordability assessment for both new mortgages and for significant changes to existing mortgage contracts. The current non-advised sales process will also be withdrawn and all mediated sales, i.e. face to face and telephone, will be subject to regulation as it constitutes an advisory sale.

The housing market has gathered pace, particularly in the second half of the year, both in activity and growth in house prices. This growth is particularly evident in London and is expanding into surrounding areas, with many other regions seeing more subdued growth. The Group has a limited exposure to the areas of London which have shown the most volatile movements, and analysis of new lending within these areas shows that key risk metrics (such as LTV and income multiples) have remained relatively stable during this growth period. At this stage the Group does not see signs of affordability being stretched but will keep the matter under close review. However, the Group is conscious that Government policies, the low interest rate environment and a significant flow of overseas buyers currently stimulate the housing market. The Group therefore actively monitors the risk that these conditions may reverse, increasing credit losses in its mortgages book and depressing the wider economy.

The Help to Buy shared equity scheme has resulted in a significant increase in the new build sector during the last 6 months, in which the Group has a significant share. The impact of this scheme is an issue which concerns valuers as they experience house values and purchase prices in this sector accelerating at rates which are outpacing adjacent second hand markets. The Group already has robust LTV and affordability controls in place for this sector and will be monitoring the volume of lending and purchase prices closely to ensure concentrations of lending or increased levels of credit risk are not introduced into the portfolio.

Consumer banking and credit risks

Overview

Consumer banking includes balances relating to the unsecured portfolios for current accounts, credit cards and personal loans. All books have increased in size year on year, as set out below. However total consumer banking as a share of total loans and advances to customers has remained stable at 2%.

 
Consumer banking balances      2014        2013 
                             GBPm    %   GBPm    % 
 FlexAccount                  300    8    238    7 
Personal loans              1,907   49  1,784   51 
Credit cards                1,655   43  1,466   42 
Total consumer banking      3,862  100  3,488  100 
 

Credit risk

Credit risk on these books is linked to delinquency since no security is held against the loans. The Group monitors arrears status closely on these portfolios. The tables below provide further information on unsecured loans and advances by payment due status:

 
                                                                 2014 
                                                            Personal  Credit  Total 
                                              Flex Account     loans    card 
                                                      GBPm      GBPm    GBPm   GBPm    % 
Performing: 
  Neither past due nor impaired                        255     1,809   1,565  3,629   94 
 
Non-performing: 
  Past due up to 3 months                               16        16      24     56 
Impaired: 
  Past due 3 to 6 months                                 5        17      20     42 
  Past due 6 to 12 months                                2        28       -     30 
                                                        23        61      44    128    3 
 
 Charged off                                            22        37      46    105    3 
 
 Total Non-performing                                   45        98      90    233 
 
Total                                                  300     1,907   1,655  3,862  100 
 
Pre charge off non-performing balances 
 proportion*                                            8%        3%      3%     3% 
 
Impairment provisions excluding charged 
 off balances                                           16        42      34     92 
Impairment provisions on charged 
 off balances                                           15        30      36     81 
Total impairment provisions                             31        72      70    173 
 Provision coverage ratio on non-performing 
  loans                                                69%       73%     78%    74% 
 
 Impairment losses for year                             14        26      20     60 
 

*represents the non-performing balances as a percentage of total balances, excluding charged off balances from both the non-performing and total figures. This is included to allow comparison with 2013 data.

 
                                                               2013 
                                                  Flex  Personal  Credit  Total 
                                               Account     loans    card 
                                                  GBPm      GBPm    GBPm   GBPm    % 
Performing: 
  Neither past due nor impaired                    214     1,731   1,418  3,363   96 
 
Non-performing: 
  Past due up to 3 months                           17        15      28     60 
  Impaired: 
  Past due 3 to 6 months                             5        14      20     39 
  Past due 6 to 12 months                            2        24       -     26 
                                                    24        53      48    125    4 
 
  Charged off                                        -         -       -      -    - 
 
 Total Non-performing                               24        53      48    125 
 
 Total                                             238     1,784   1,466  3,488  100 
 
 Pre charge off non-performing balances 
  proportion                                       10%        3%      3%     4% 
 
 Impairment provisions excluding charged 
  off balances                                      14        37      36     87 
 Impairment provisions on charged 
  off balances                                       -         -       -      - 
 Total impairment provisions                        14        37      36     87 
 Provision coverage ratio on non-performing 
  loans                                            58%       70%     75%    70% 
 
 Impairment losses for year                         15        26      38     79 
 

The Group has maintained the overall quality of its unsecured lending. The lower impairment losses for the year of GBP60 million (2013: GBP79 million) includes a reduction in impairments of GBP27 million, reflecting updated recovery assumptions in respect of previously charged off balances, in line with recent experience. As a result, in 2014 the Group has amended the accounting treatment of charged off accounts (accounts which have been closed to future transactions and are unable to re-establish their terms). These had previously been written off in full with subsequent recoveries taken to profit when received. For 2014 these amounts are included within non-performing consumer banking balances to the extent that the Group expects at least a partial recovery.

Impairment provisions on consumer banking are GBP173 million, up GBP86 million on 2013. This increase is driven by the change in treatment of charged off accounts. Impairment provisions excluding accounts charged off are GBP92 million, up GBP5 million on 2013, resulting in a like for like coverage ratio of 72% (2013: 70%), and reflecting the Group's continuing overall quality of its unsecured lending.

Non-performing loans (excluding charged off amounts) as a percentage of total balances (excluding charged off amounts) are 3% (2013: 4%), a 1% improvement on 2013 on a like for like basis.

Managing credit risks on consumer banking

The Group's approach is to reduce credit risk through good lending decisions. However, when customers do face financial difficulty the Group seeks to find a solution to mitigate losses to the Group and to support the customer through either a change in terms, forbearance or arrears management, as set out below.

Change in terms

Account performance is monitored on an ongoing basis using a range of factors including credit scores and information held by the credit reference agencies. For credit card and current account customers, this may result in proactive reduction of credit limits or other changes in terms. In addition to this, unsecured customers may be contacted by a specialist team to discuss their financial commitments and consider available options to improve their financial position in a sustainable manner.

Forbearance

Limited forbearance options, which vary by product, are available to unsecured customers following a detailed review of their current circumstances. For credit card customers experiencing financial distress the Group may agree a repayment plan, which is typically less than the minimum contractual payment. For current account customers the Group may agree a reducing overdraft limit to lower their exposure over a manageable period. For personal loan customers with financial difficulties the Group may agree temporary reduced payments, or on completion of consecutive sustainable payments, a change in loan term may be available.

Arrears management

When a customer has, or expects to have, difficulty in meeting payments due, the Group will work with them to try to find a manageable solution. This will involve a full review of the customer's individual circumstances, including establishing the root cause behind the arrears, likely duration of this situation and monthly income and expenditure, before a plan to reduce arrears is agreed.

The Group will explore the range of options to alleviate payment difficulty and bring the account back into a sustainable position. These will include:

   --      agreeing appropriate repayment plans 
   --      temporary agreement for reduced payments, or 

-- terminating the agreement to avoid ongoing member detriment such as unsustainable fees and charges.

Outlook for consumer credit risk

From 1 April 2014 supervision of unsecured lending moved from the Office of Fair Trading to the Financial Conduct Authority. New rules have been published outlining responsible lending requirements. While responsible lending is already central to the Group's lending policy, further changes are planned to strengthen the affordability assessment across all unsecured lending products. It is acknowledged that this will reduce acceptance rates on applications but this minimises the risk of detrimental outcomes for customers, particularly in an environment with an increased likelihood of future interest rate rises.

The Group is also reviewing the impact of changes proposed in respect of the fees that can be charged when customers use 'chip and pin' services. These proposals have the potential to put the margins that the Group can charge in respect of its unsecured products under pressure and therefore the Group continues to monitor these proposals as they develop.

Commercial lending and credit risks

Overview

The Group's commercial loan portfolio represents 10.3% (2013: 12.5%) of the total loans and advances to customers and, on a gross basis, comprises the following:

 
Commercial lending balances          2014         2013 
                                    GBPm    %    GBPm    % 
Commercial real estate (CRE)       7,764   45  10,192   51 
Registered social landlords        8,063   47   8,217   41 
Project finance                    1,457    8   1,507    8 
                                               ------ 
Total commercial lending          17,284  100  19,916  100 
Fair value adjustment for micro 
 hedged risk                         880        1,413 
                                               ------ 
Total                             18,164       21,329 
 

The Group's CRE portfolio is diversified by industry type, location and by borrower. The Group's exposure to CRE loans has reduced by GBP2,428 million (23.8%) to GBP7,764 million (2013: GBP10,192 million) over the year in line with its strategy of disposing of non-core assets.

Loans to registered social landlords are secured on residential property and loans advanced in relation to project finance are secured on cash flows from government backed contracts.

Since the year end the Group has concluded a sale of CRE loans, with a gross value at 4 April 2014 of GBP694 million (EUR841 million), representing over 90% of its exposure to the German real estate market. The sale price was in line with the carrying value of the assets. The disposal will be recognised in the first quarter of 2014/15 and improves the Common Equity Tier 1 (CET1) and leverage ratios by 0.5% and 0.1% respectively.

Impairment

No losses have been experienced on the registered social landlord or Project Finance portfolios and there is no non-performance within these portfolios. As a result, impairment provisions are only needed against the CRE portfolio, for which impairment provisions and impairment losses are set out in the table below:

 
                                                               4 April 2014   4 April 2013 
                                                                       GBPm           GBPm 
Gross balances                                                        7,764         10,192 
Impaired balances                                                     3,065          2,715 
Impaired balances as % of gross balances                                39%            26% 
 
Impairment provisions 
Individual                                                              921            810 
Collective                                                               80            148 
Total impairment provisions                                           1,001            958 
 
Provision coverage ratios 
Individual provisions as % of impaired 
 balances                                                               30%            30% 
Total provisions as % of impaired balances                              33%            35% 
Total provisions as % of total gross balances                           13%             9% 
 
Estimated collateral against impaired 
 balances 
Estimated collateral on impaired loans                                2,216          1,743 
Estimated collateral as a % of impaired 
 balances                                                               72%            64% 
 
Impairment losses for the year                                          309            493 
 

Impairment losses on the Group's CRE portfolio have decreased by approximately 37% to GBP309 million. The reduction in impairments is due to several factors, including the UK commercial property market showing tentative signs of improvement in certain sectors and the progress made in resolving non-performing loans. Recovery prospects are case specific although the general trend of the London and prime property markets faring significantly better than regional locations and secondary properties is being maintained.

Impairment provisions at the year end reflect updated valuations and recovery assumptions and include new provisions on maturing facilities, typically originated in the 2005 - 2008 period.

Estimated (indexed) collateral cover as a percentage of impaired balances has risen to 72% (2013: 64%) which together with individual provisions coverage gives total credit protection of 102% of impaired balances (2013: 94%).

Significant events/environment

On the back of continued economic improvement, the commercial property sector is showing tentative signs of increasing investor confidence. However, despite a recent recovery in prime asset values, particularly in the London area, the broader commercial property market remains subdued, with capital values still around 33% below their pre-crisis peaks.

Recovery to date has been focused on prime assets with investor demand for secondary assets, outside the South East and off the major arterial connections, remaining weaker and being more dependent on micro economic factors.

Traditional lenders show limited appetite to fund new investment in secondary markets. Alternative funding sources of sufficient scale to fuel a significant recovery in this segment are lacking and therefore secondary asset recovery is expected to be more gradual than for prime sites.

Credit risk

Credit risk is linked to delinquency and availability of collateral to cover any loan balances. LTV's are monitored, along with loan concentrations and arrears.

Loan to value

The following table details the CRE loans and advances by level of collateral. The LTV ratio is calculated using the on balance sheet carrying amount of the loan divided by the indexed value of the most recent independent external collateral valuation. The Investment Property Databank (IPD) monthly index is used.

Non-performing loans include impaired loans and loans with arrears of less than three months which are not impaired. The reduction in total CRE loans reflects the ongoing planned reduction of non-core elements of the CRE portfolio. The decrease in performing loans reflects the reclassification of loans which have become impaired. Non-performing loans have remained stable at GBP3,130 million (2013: GBP3,122 million) reflecting reductions in exposures and stabilisation of impaired loans, which broadly offsets new instances of impairment.

 
CRE lending balances by LTV and region 
                                                             Rest of 
4 April 2014                          London  South East          UK   Non UK*       Total       % 
                                        GBPm        GBPm        GBPm      GBPm        GBPm 
Performing loans 
Fully collateralised 
   LTV ratio: 
     *    less than 25%                  168          46          43         -         257 
 
     *    25% to 50%                     590         171         361         -       1,122 
 
     *    51% to 75%                   1,034         391         502        87       2,014 
 
     *    76% to 90%                     201          87         307        62         657 
 
     *    91% to 100%                     18          14         106         3         141 
                                       2,011         709       1,319       152       4,191      54 
 
Partially collateralised 
 
     *    more than 100% (A)             159          73         119        92         443       6 
 
     *    collateral value on A          147          56          84        86         373 
 
Total performing loans                 2,170         782       1,438       244       4,634      60 
 
Non-performing loans 
Fully collateralised 
   LTV ratio: 
     *    less than 25%                   39           1           2         -          42 
 
     *    25% to 50%                       4           5          16         -          25 
 
     *    51% to 75%                      24          38          65        83         210 
 
     *    76% to 90%                       6          44          70        24         144 
 
     *    91% to 100%                      8           8          92        61         169 
                                          81          96         245       168         590       8 
 
Partially collateralised 
 
     *    more than 100% (A)             179         358       1,656       347       2,540      32 
 
     *    collateral value on A           88         271       1,060       271       1,690 
 
Total non-performing 
 loans                                   260         454       1,901       515       3,130      40 
 
Total CRE loans                        2,430       1,236       3,339       759       7,764     100 
 

*Since the year end the Group sold CRE loans, with a gross value at 4 April 2014 of GBP694 million, representing over 90% of its remaining exposure to the German real estate market, at a price in line with the carrying value of the assets.

 
CRE lending balances by LTV and region 
                                                             Rest of 
At 4 April 2013                       London  South East          UK    Non UK                Total       % 
                                        GBPm        GBPm        GBPm      GBPm                 GBPm 
Performing loans 
Fully collateralised 
   LTV ratio: 
     *    less than 25%                  215          46          67        31                  359 
 
     *    25% to 50%                     697         187         317         -                1,201 
 
     *    51% to 75%                   1,082         315         877       167                2,441 
 
     *    76% to 90%                     237         134         335        23                  729 
 
     *    91% to 100%                    269         111         186       157                  723 
                                       2,500         793       1,782       378             5,453       54.5 
 
   Partially collateralised 
 
     *    more than 100% (A)             132         376         809       300             1,617       16.9 
 
     *    collateral value on A          126         320         588       248                1,282 
 
Total performing loans                 2,632       1,169       2,591       678                7,070      70 
 
Non-performing loans 
Fully collateralised 
   LTV ratio: 
     *    less than 25%                    -           1          12         1                   14 
 
     *    25% to 50%                       7           3          17         -                   27 
 
     *    51% to 75%                      24           5          60        58                  147 
 
     *    76% to 90%                      11          62          38        16                  127 
 
     *    91% to 100%                     22           5         189        18                  234 
                                          64          76         316        93                  549       5 
 
   Partially collateralised 
 
     *    more than 100% (A)             512         246       1,560       255                2,573      25 
 
     *    collateral value on A          301         147         964       168       X1       1,580 
 
 
Total non-performing 
 loans                                   576         322       1,876       348                3,122      30 
 
Total CRE loans                        3,208       1,491       4,467     1,026        6      10,192     100 
 

As a result of performing loans being reclassified as impaired, the overall proportion of partially collateralised non-performing loans has increased to 32% (2013: 25%). However, the shortfall on collateral for non-performing CRE loans has reduced by GBP143 million during the year to GBP850 million (2013: GBP993 million).

The following table provides detail of the Group's sectoral and regional CRE concentrations together with an impairment analysis in respect of these concentrations.

 
CRE lending balances and impairment by type and 
 region 
                                                              Rest of 
At 4 April 2014                    London    South East            UK       Non UK*         Total 
                                     GBPm          GBPm          GBPm          GBPm          GBPm 
Retail                                884           450         1,215           277         2,826 
Office                                475           242           653           149         1,519 
Residential                           390           198           536           122         1,246 
Industrial & warehouse                405           206           557           127         1,295 
Leisure & hotel                       248           126           341            78           793 
Other                                  28            14            37             6            85 
Total CRE lending                   2,430         1,236         3,339           759         7,764 
 
Impairment provision 
Retail                                 32            42           186           113           373 
Office                                 48            24           146            14           232 
Residential                             9             5            36             8            58 
Industrial & warehouse                  4            10           159            26           199 
Leisure & hotel                        42            21            73             3           139 
Other                                   -             -             -             -             - 
Total impairment provision            135           102           600           164         1,001 
 
Provision coverage ratios            5.6%          8.3%         18.0%         21.6%         12.9% 
 
 
                                                              Rest of 
At 4 April 2013                    London    South East            UK        Non UK         Total 
                                     GBPm          GBPm          GBPm          GBPm          GBPm 
Retail                                992           461         1,381           317         3,151 
Office                                731           340         1,017           234         2,322 
Residential                           537           250           748           172         1,707 
Industrial & warehouse                530           246           738           169         1,683 
Leisure & hotel                       366           170           509           117         1,162 
Other                                  52            24            74            17           167 
Total CRE lending                   3,208         1,491         4,467         1,026        10,192 
 
Impairment provision 
Retail                                 27            27           143            83           280 
Office                                 71            27           192            12           302 
Residential                            10             8            20             9            47 
Industrial & warehouse                  4             7           153            21           185 
Leisure & hotel                        65            27            49             3           144 
Other                                   -             -             -             -             - 
Total impairment provision            177            96           557           128           958 
 
Provision coverage ratio             5.5%          6.4%         12.5%         12.6%          9.4% 
 

*Since the year end the Group has sold CRE loans, with a gross value at 4 April 2014 of GBP694 million, representing over 90% of its remaining exposure to the German real estate market, at a price in line with the carrying value of the assets.

The largest single commercial customer, including undrawn commitments, represents only 1.7% (2013: 1.5%) of the total book.

Over the year, funding liquidity in the lending market has improved with a number of new entrants and traditional lenders returning to the market. There are tentative signs of improvement in CRE both in London and the surrounding regions, albeit this recovery has not been seen in most of the depressed secondary and tertiary assets. As a result, provision coverage ratios in London have remained stable whilst the highest increase in coverage ratios has been seen in other regions.

Credit performance

Arrears

The table below provides information on the commercial real estate lending by payment due status:

 
CRE lending balances by payment 
 status                            4 April 2014    4 April 2013 
                                      GBPm     %      GBPm     % 
Performing: 
Neither past due nor impaired        4,634    60     7,070    69 
Non-performing: 
Past due up to 3 months but not 
 impaired                               65     1       407     4 
Impaired                             3,065    39     2,715    27 
Total Non-performing                 3,130           3,122 
 
Total                                7,764   100    10,192   100 
 

The status past due up to three months but not impaired includes any asset where a payment due under strict contractual terms is received late or missed. The amount included is the entire financial asset rather than just the payment overdue.

Loans in the analysis above which are not impaired have collective impairment provisions set aside to cover credit losses.

Impairment

Impaired commercial assets are further analysed as follows:

 
                           4 April 2014    4 April 2013 
                              GBPm     %      GBPm     % 
Impaired: 
Past due 0 to 3 months       2,125    69     1,581    58 
Past due 3 to 6 months         152     5       218     8 
Past due 6 to 12 months        334    11       295    11 
Past due over 12 months        442    15       620    23 
Possessions                     12     -         1     - 
                             3,065   100     2,715   100 
 

Impaired loans include those balances which are more than 3 months in arrears, or have a provision against them. Of these balances, commercial assets totalling GBP2,988 million (2013: GBP2,629 million) have individual provisions against them.

Possession balances represent loans for which the Group has taken ownership of security pending sale. Assets in possession are realised in an orderly manner via open market or auction sales to derive the maximum benefit for all interested parties, and any surplus proceeds distributed in accordance with the relevant insolvency regulations. The Group does not occupy or otherwise use for any purposes any repossessed assets.

Managing commercial credit risk

The strategy for managing CRE credit risk reflects the challenging environment. The Group adopts robust credit management policies and processes designed to recognise and manage the risks arising, or likely to arise from the portfolio. All commercial credit facilities are reviewed annually as a minimum and the Group has detailed processes to identify customers exhibiting, or who may be vulnerable to, financial difficulties which prompt more frequent review, where appropriate.

Loans in financial difficulties are typically those which exhibit high loan to value, low interest cover or early stage arrears.

Where such customers are identified they are typically transferred, at an early stage, to specialist business and risk teams focused on re-structuring troubled facilities, exiting distressed loans and minimising credit losses. In this respect, resources have been expanded and targeted to maintain a regime of close and continuous scrutiny over all high value assets with particular emphasis on those considered to exhibit higher risk characteristics.

As part of this control, there is great focus on assessing loans as they approach maturity in order to manage any refinance risk. Refinance risk is the risk that a borrower is unable to meet the scheduled repayment of a loan, due to the lack of availability of refinance or the absence of an active market for the underlying security.

To monitor and control this risk, aLoan Maturity Control Framework has been established to ensure that all loans within 12 months of their maturity date are assessed, in order to highlight potential issues as early as possible and initiate appropriate management activity in advance of the maturity date. In addition to the Loan Maturity Framework, 12 months prior to maturity, all loans are re-assessed against impairment loss event triggers to establish whether the loan is impaired.

In managing the portfolio the Group seeks to reduce higher risk exposures whilst avoiding excessive losses which would be caused by making early disposals in a depressed market. The reduction in both CRE exposures and year on year impairment charges demonstrates the success of this strategy.

The Group will seek to support customers and restructure non-performing or impaired loans, but only where the Group's assessment of future cash flows provides sufficient evidence to suggest that such an approach will serve to enhance prospects for full debt recovery.

The Group will, when necessary, refinance existing facilities at maturity but will classify loans according to its risk profile:

   --      restructures: these loans will be extended on current market terms, or 

-- distressed restructures: the terms for these loans may not fully meet current market terms and as a result will typically be classed as forborne.

Collateral

Although collateral can be an important mitigant of credit risk, it is the Group's practice to lend on the basis of the customer's ability to meet their obligations out of cash flow resources rather than rely on the value of the security offered. In the event of default the Group may use the collateral as a source of repayment.

Primary collateral is a fixed charge over freehold or long leasehold properties but may be supported by other liens, floating charges over company assets, and occasionally unsupported guarantees. The collateral will have a significant effect in mitigating the Group's exposure to credit risk.

Loans to registered social landlords are secured on residential property and loans advanced in relation to project finance are secured on cash flows from government backed contracts and therefore no collateral is held on these loans.

The table below quantifies the estimated value of indexed collateral held against non-performing or impaired assets:

 
Collateral held against past due or 
 impaired commercial lending             2014        2013 
                                       GBPm    %   GBPm    % 
Past due but not impaired                65  100    407  100 
Impaired                              2,216   72  1,743   64 
                                      2,281   73  2,150   69 
 

Note: Collateral held is capped at the amount outstanding on an individual loan basis.

The percentage, in the table above, is the cover over the asset. The indexed collateral value is based on the most recent valuation indexed using the IPD monthly index for the relevant property sector.

During the year a revised valuation policy has been implemented which stipulates the maximum period between formal valuations, relative to the risk profile of the lending. Particular attention is paid to the status of the facilities, for instance whether it is, or is likely to require an impairment review where the Group's assessment of potential loss would benefit from updated valuations, or there are factors affecting the property that might alter the case assessment and the most appropriate action to take.

The level of negative equity based upon indexed property values for the non-performing and impaired assets is detailed below:

 
                                           2014   2013 
  Negative equity on commercial lending    GBPm   GBPm 
Past due but not impaired                     1     21 
Impaired                                    840    971 
Possessions                                   9      1 
                                            850    993 
 

Forbearance

Forbearance occurs when a concession is made on the contractual terms of a loan outside of the Group's normal prudent pricing parameters. In practice, the latter is defined as cases with a loan to value ratio greater than 80%.

The forbearance requests the Group receives are principally attributable to:

-- customers suffering temporary cash flow problems that impact the ability to service payments under existing terms. Such problems may be due to loss of tenants, void costs or the costs of securing new tenants such as refurbishments or the provision of rent free incentives.

-- breaches of documented loan to value, interest cover ratio or debt service cover ratio covenants caused by a fall in property values, the loss of income or increased repayments due to interest rate rises or scheduled increases in capital repayments.

   --      inability to fulfil the obligation to fully repay at contractual maturity. 

The Group's policy and approach to considering forbearance requests is documented in its Forbearance and Arrears Management policies. Implementation is controlled through the governance and control framework, which includes early warning and watchlist procedures for managing and monitoring the performance of these customers.

All forbearance requests are assessed and approved by the independent credit team in the Risk Management Division. Forbearance to address short term cash flow difficulties will typically be through the provision of a temporary amendment to the payment profile to align repayments with the available income stream. In such cases there would be no element of debt or interest forgiveness and the Group would have to be satisfied with the ability to maintain payments and fully repay over time.

Forbearance to address covenant breaches would normally entail either a temporary or permanent waiver or amendment of the affected covenant. Each case would be considered on its own merits and the Group's response will depend upon the risk profile of the transaction.

The provision of extended facilities on maturity does not always represent forbearance. Despite the exit position faced often looking far less attractive than that originally envisaged, the Group will still seek to support customers by providing refinancing over extended terms where the customer's ability to continue to service the debt and improve the risk profile over time can be evidenced.

Loans restructured at maturity and subject to forbearance will typically include a contractual capital amortisation profile or a full cash sweep of surplus rental income to pay down the debt after permitted deductions for asset management fees and irrecoverable property costs. As long as the new contractual terms are maintained, these cases are, if applicable, no longer impaired and will not retain a forbearance classification.

The table below provides details of lending that has been subject to forbearance at any point since January 2008:

 
Lending subject to forbearance      2014        2013 
                                  GBPm    %   GBPm    % 
Covenant breach                    402   15    292   15 
Extension at maturity               90    3    332   17 
Revised repayment profile            -    -     48    3 
Multiple forbearance events      1,985   73    800   41 
Other                              257    9    463   24 
                                 2,734  100  1,935  100 
 

The increase in lending subject to forbearance is driven primarily by cases which reached loan maturity in the year to 4 April 2014 where the borrower has been unable to secure refinancing or repay the facility due principally to the lack of available refinancing in the market or under performance against business plans. In those circumstances the Group may have allowed a further period of time to try and reach a mutually acceptable outcome.

In many cases up to date valuations obtained as part of an extension will have resulted in a breach of the underlying LTV covenant and hence these cases are now be reported as showing multiple forbearance events. The maturity pipeline remains significant and the Group therefore expects a further increase in lending subject to forbearance which will only abate once refinance becomes more readily available for the CRE sector.

Outlook for commercial credit risks

The outlook for commercial credit risks is stable as a result of recent tentative improvements in market conditions, albeit that a number of challenges remain.

With the CRE sector continuing to absorb capital from the industry as a consequence of the performance of the market and changes to regulatory capital requirements, there are limited funds available to act as a stimulus to drive asset values up, particularly for secondary assets. As a result the spread between prime and secondary markets is likely to remain at current levels for some time.

In the year ahead GBP1.4 billion of CRE facilities are due to mature. Of this, GBP0.9 billion is under watch and has been assessed with individual provisions held against these loans of GBP0.5 billion. Of the remaining GBP0.5 billion almost all have an interest cover ratio of greater than 130%. The Group will continue its strategy of reducing exposures which are outside of its current risk appetite or do not align to its existing lending strategy.

Other lending risks

Overview

The total other lending portfolio of GBP176 million (2013: GBP219 million) represents 0.1% (2013: 0.3%) of the Group's loans and advances to customers. Included within this portfolio are secured loans relating to a European commercial loan facility which is held by one of the Group's subsidiaries, Cromarty CLO Ltd (Cromarty), and a revolving loan facility secured by a portfolio of asset backed securities.

The Group's unsecured lending in relation to a student loan portfolio (2013: GBP217 million) was sold on 24 April 2013.

The table below provides further information on other lending balances by payment due status:

 
                                     2014       2013 
                                   GBPm    %  GBPm    % 
 Performing: 
 Neither past due nor impaired       69   40   397   91 
Non-performing: 
 Past due up to 3 months but not 
  impaired                            -    -     6    1 
  Impaired                          107   60    33    8 
Total Non-performing                107   60    39    9 
 
                                    176  100   436  100 
 
 Impairment provisions/coverage 
  ratio                              12   11    10   30 
 Impairment losses for the year      11          1 
 

The status past due up to three months but not impaired includes any asset where a payment due under strict contractual terms is received late or missed. The amount included is the entire financial asset rather than just the payment overdue.

The other lending impairment charge of GBP11 million (2013: GBP1 million) includes GBP8 million arising on the European commercial loan portfolio and GBP3 million in relation to a first loss exposure on the portfolio of asset backed securities securing the revolving loan facility.

The GBP107 million (2013: GBP33 million) of impaired balances in other lending includes GBP25 million (2013: GBP27 million) relating to the European commercial loan portfolio and GBP82 million (2013: GBPnil) relating to a first loss exposure on the portfolio of asset backed securities securing the revolving loan facility. The lower provision coverage ratio in 2014 is as a result of the inclusion of the entire revolving loan facility balance due to the impairment charge taken on the first loss exposure on the portfolio. 2013 impaired balances included GBP6 million relating to the unsecured student loan portfolio which was sold in April 2013.

Impaired other lending assets are further analysed as follows:

 
                            2014       2013 
                          GBPm    %  GBPm    % 
Impaired: 
Past due 0 to 3 months      82   77     -    - 
Past due 3 to 6 months       -    -     1    3 
Past due 6 to 12 months      8    7     2    6 
Past due over 12 months     17   16    30   91 
Possessions                  -    -     -    - 
                           107  100    33  100 
 

Managing other lending risk

The Group adopts robust credit management policies and processes designed to recognise and manage the risks arising, or likely to arise, from its other lending portfolio. As with other categories of loans, the Group will work with the customer to try to resolve any issues and to restore the loan to a financially viable position.

Forbearance

Cromarty holds a portfolio of loans to companies and although the terms of the interest payments of the Society's loan to Cromarty are aggregated so that it does not have a forbearance position, Cromarty does agree repayment terms for its borrowers that are within the definition of forbearance.

Forbearance in relation to Cromarty's borrowers that cannot demonstrate they have robust business models, material market shares and adequate cash flows tend to take the form of balance sheet restructures. Balance sheet restructures are often led by lenders and the terms attempt to balance the need to relieve companies of unsustainable debt burdens and to maximise returns for lenders. Restructures often result in principal reductions in debt outstanding, reduced margins on cash paying debt or the amendment of cash-paying debt to payment in kind (PIK) debt.

As of 4 April 2014 12 borrowers (2013: 14 borrowers) in the Cromarty loan portfolio would be classed as in forbearance. Of the GBP38 million (2013: GBP43 million) of loans to these borrowers GBP31 million (2013: GBP28 million) has gone through a balance sheet restructure and GBP7 million (2013: GBP9 million) has completed an Amend and Extend request.

In addition, other lending includes a revolving loan facility of GBP82 million (2013: GBP83 million) which was re-categorised as under forbearance following management review and the decision to extend the loan facility. An impairment charge of GBP3 million (2013: GBPnil) has been recognised for the year ended 4 April 2014 against this facility.

Movements in all impaired loans by credit risk segment

The table below shows the movements throughout the year of all loans classified as impaired. The balance shown represents the entire financial asset rather than just the overdue elements.

 
                               Prime  Specialist  Consumer  Commercial     Other    Total 
                           mortgages   mortgages   banking     lending   lending 
                                GBPm        GBPm      GBPm        GBPm      GBPm     GBPm 
At 5 April 2013                  564         726        65       2,715        33    4,103 
Classified as 
 impaired during 
 the year                        464         598       134         825        92    2,113 
Charged off balances*              -           -       105           -         -      105 
Transferred from 
 impaired to unimpaired        (476)       (558)      (24)        (21)      (11)  (1,090) 
Amounts written 
 off                            (40)       (114)      (92)       (362)         -    (608) 
Repayments                       (8)         (1)      (11)        (92)       (7)    (119) 
At 4 April 2014                  504         651       177       3,065       107    4,504 
 

*Further details regarding charged off balances are provided in the 'Consumer banking and credit risks' section.

Loans that were classified as impaired at any point during the year and loans that have transferred into or out of impaired are based on the relevant status at each month end, when compared to the previous month end. Amounts written off reflect cases where the loan has been removed from the books, for example a residential property repossessed and sold. Repayments reflect payments made by the customer, reducing the outstanding balance.

Consumer banking balances are written off when all avenues for recovering debt using internal resource have been exhausted or when accounts have reached a significant time in arrears. Write-offs have decreased from last year as the ultimate point of write-off has been deferred to reflect the longer period during which recoveries continue to be made, based on past experience.

Maximum exposure to credit risk

In addition to loans and advances to customers, the Group is exposed to credit risk on all other financial assets. For financial assets recognised on the balance sheet, the maximum exposure to credit risk represents the balance sheet carrying value after allowance for impairment. For off-balance sheet guarantees, the maximum exposure is the maximum amount that the Group would have to pay if the guarantees were to be called upon. For loan commitments and other credit related commitments that are irrevocable over the life of the respective facilities, the maximum exposure is the full amount of the committed facilities.

The following table presents the Group's maximum exposure to credit risk, reflecting the financial effects of collateral, credit enhancements and other actions taken to mitigate the Group's exposure.

 
                                                                                         4 April 2014 
                                                   Carrying             Commitments           Maximum 
                                                      value                               credit risk 
                                                                                             exposure 
                                                       GBPm                    GBPm              GBPm 
Cash                                                  5,342                       -             5,342 
Loans and advances to banks                           2,110                     408             2,518 
Investment securities - AFS                          10,563                       -            10,563 
Derivative financial instruments                      3,020                       -             3,020 
Fair value adjustment for portfolio 
 hedged risk                                            221                       -               221 
Loans and advances to customers                     166,574                   7,415           173,989 
Investment in equity shares                              29                       -                29 
                                                    187,859                   7,823           195,682 
 
 
                                                                                         4 April 2013 
                                                     Carrying             Commitments         Maximum 
                                                        value                             credit risk 
                                                                                             exposure 
                                                         GBPm                    GBPm            GBPm 
Cash                                                    7,886                       -           7,886 
Loans and advances to banks                             2,522                     423           2,945 
Investment securities - AFS                            13,421                       -          13,421 
Derivative financial instruments                        4,212                       -           4,212 
Fair value adjustment for portfolio 
 hedged risk                                              872                       -             872 
Loans and advances to customers                       159,587                   6,736         166,323 
Investment in equity shares                                28                       -              28 
                                                      188,528                   7,159         195,687 
 

In addition to the figures shown above, the Group has, as part of its retail operations, revocable commitments of GBP7,662 million (2013: GBP7,169 million) in respect of credit card and overdraft facilities. These commitments represent agreements to lend in the future, subject to certain conditions. Such commitments are cancellable by the Group, subject to notice requirements, and given their nature are not expected to be drawn down to the full level of exposure.

The next section deals with Treasury assets which are also related to credit risks. Treasury assets account for the bulk of the Group's assets included above, after loans and advances to customers.

Treasury assets and treasury credit risks

Overview

The following assets are included within the Group's treasury portfolio for liquidity management and, in the case of derivatives, market risk management. Total treasury assets represent 11.1% (2013: 14.7%) of Group assets.

 
Treasury asset balances                        2014   2013 
                                              GBPbn  GBPbn 
Cash                                            5.3    7.9 
Loans and advances to banks                     2.1    2.5 
Investment securities                          10.6   13.4 
Treasury liquidity and investment portfolio    18.0   23.8 
Derivative assets                               3.0    4.2 
Total treasury portfolio                       21.0   28.0 
 

Treasury assets include cash, loans and advances to banks and investment securities available for sale. In addition treasury assets include derivative assets; derivatives are classified as assets where their fair value is positive and liabilities where their fair value is negative.As at 4 April 2014 the Group had derivative liabilities of GBP2.4 billion (2013: GBP3.9 billion).

During the year, significant deleveraging of legacy treasury assets that are outside of current credit policy was undertaken. The total balance of out of policy assets reduced from GBP2.9 billion to GBP1.8 billion, through targeted sales, maturities and amortisation.

The Group considers 'out of policy' assets to be legacy assets (bought prior to the financial crisis) that are no longer approved in the Group's Treasury Credit Policy. These assets are still actively managed, with natural maturities reducing the balance of the assets over time. In addition, the Group assesses any opportunities for exit positions, whether via a sale or a tender offer, whilst being mindful of the financial implications of those potential exits on the Group.

Significant events/environment

Credit risk in the treasury asset portfolio has reduced significantly over the past financial year as economic and market conditions have improved and the risk of a Eurozone break---up has receded. Asset disposals have also removed some of the more vulnerable assets from the portfolio. Impairments have been within management expectations and the available for sale reserve deficit reduced over the year.

Treasury liquidity and investment portfolio

Group treasury assets held on the balance sheet at 4 April 2014 were GBP18.0 billion (2013: GBP23.8 billion) and are held in three separate portfolios: primary liquidity, other central bank eligible assets and other securities to better reflect the management of the portfolios and bring the analysis in line with PRA definitions in BIPRU 12 (for further details regarding the definitions of BIPRU 12 please see the 'Liquidity & funding' section).

Primary liquidity comprises cash and highly rated debt securities issued by governments or multi-lateral development banks. The remaining two portfolios comprise available for sale assets held for investment purposes and loans and advances to banks.

Analysis of each of these portfolios by credit rating and geographical location of the issuers is set out in the tables below. The tables show those assets held on the balance sheet only. The decrease in the primary liquidity portfolio is a consequence of liquidity management planning following the additional Funding for Lending Scheme (FLS) drawdowns during the year, which allowed the Group to reduce the volume of liquidity held on the balance sheet.

 
                                                  2014GBPbn  AAA  AA    A  Other%  UK%  US%  Europe%  Other% 
                                                               %   %    % 
Primary liquidity portfolio: 
Cash                                                    5.3  100   -    -       -  100    -        -       - 
Gilts                                                   4.5  100   -    -       -  100    -        -       - 
Non-domestic government 
 bonds                                                  1.8   35  65    -       -    -   22       78       - 
Supranational bonds                                     0.7  100   -    -       -    -    -        -     100 
Domestic government bonds                                 -    -   -    -       -    -    -        -       - 
Primary liquidity portfolio 
 total                                                 12.3   91   9    -       -   80    4       11       5 
Other Central Bank eligible 
 portfolio: 
Residential mortgage backed 
 securities (RMBS)                                      0.8   42  29   17      12   12            88       - 
Covered bonds                                           0.5   29  17   34      20   29    5       66       - 
Other                                                   0.1   54   -    -      46    -    -      100       - 
Other Central Bank eligible 
 portfolio total                                        1.4   38  22   23      17   18    2       80       - 
Other portfolio: 
Loans and advances to banks                             2.1   15  10   75       -   53   17       23       7 
Residential mortgage backed 
 securities (RMBS)                                      0.7   28   4   57      11   70    8       16       6 
Commercial mortgage backed 
 securities (CMBS)                                      0.2    -  24   38      38   40   29       31       - 
Collateralised loan obligations                         0.6   50  44    -       6   52   48        -       - 
Financial institution bonds                             0.1    -   -  100       -    -    -        -     100 
Student loans                                           0.4   29  51   17       3    3   97        -       - 
Other                                                   0.2    -  29    6      65   26   48       26       - 
Other portfolio total                                   4.3   23  19   51       7   49   29       17       5 
Total                                                  18.0   71  12   14       3   68    9       18       5 
 
 
                                    2013  AAA  AA   A  Other   UK   US  Europe  Other 
                                   GBPbn    %   %   %      %    %    %       %      % 
Primary liquidity portfolio: 
Cash                                 7.9  100   -   -      -  100    -       -      - 
Gilts                                5.6  100   -   -      -  100    -       -      - 
Non-domestic government 
 bonds                               2.3   71  29   -      -    -   29      71      - 
Supranational bonds                  1.0  100   -   -      -    -    5      93      2 
Domestic government bonds            0.1  100   -   -      -  100    -       -      - 
Primary liquidity portfolio 
 total                              16.9   96   4   -      -   81    4      15      - 
Other Central Bank eligible 
 portfolio: 
Residential mortgage backed 
 securities (RMBS)                   0.8   34  35  20     11    8    -      92      - 
Covered bonds                        0.6   11  28  34     27    -    5      92      3 
Financial institution bonds          0.1    -   -  79     21   24   29      47      - 
Other                                0.1   95   5   -      -    -    -     100      - 
Other Central Bank eligible 
 portfolio 
 total                               1.6   23  28  31     18    7    5      87      1 
Other portfolio: 
Loans and advances to banks          2.5   13  23  64      -   46   18      22     14 
Residential mortgage backed 
 securities (RMBS)                   0.8   18  13  40     29   60    9      23      8 
Commercial mortgage backed 
 securities (CMBS)                   0.4    -  25  42     33   44   20      36      - 
Collateralised loan obligations      0.7   17  79   4      -   31   69       -      - 
Financial institution bonds          0.2    -   -  31     69   37    -      37     26 
Student loans                        0.5   22  52  14     12    -  100       -      - 
Other                                0.2    -  26  18     56   30   40      25      5 
Other portfolio total                5.3   13  29  45     13   41   31      19      9 
Total                               23.8   73  12  12      3   66   11      21      2 
 

The above analysis does not include off balance sheet funding, including GBP8.5 billion of primary liquidity representing short dated UK Treasury bills held as a result of FLS drawings. These are included in the analysis of funding in the Financial risk management section.

The quality and liquidity of treasury assets has been maintained with over 68% of the total portfolio held in primary liquidity exposures (2013: 71%). 97% of the total portfolio is rated A or above, with 83% rated AA or above (2013: 97% rated A or above, 85% rated AA or above). Ratings used above are obtained from Standard & Poor's in the majority of cases, from Moody's if there is no Standard & Poor's rating available, and internal ratings are used if neither is available.

In assessing impairment the Group evaluates, among other factors, normal volatility in valuation, evidence of deterioration in the financial health of the investee, industry and sector performance, and operational and financing cash flows. An impairment loss of GBP3 million (2013: GBP2 million) net of write backs has been recognised in the income statement in respect of the 'other' portfolios described above.

Collateral held as security for treasury assets is determined by the nature of the instrument. Treasury liquidity portfolio assets are generally unsecured with the exception of reverse repos, asset backed securities and similar instruments, which are secured by pools of financial assets. Within loans and advances to banks is a reverse repo of GBP0.1 billion (2013: GBP0.1 billion) which is secured by gilts.

Available for sale reserve

Out of a total of GBP18.0 billion (2013: GBP23.8 billion) on balance sheet treasury liquidity and investment portfolio, GBP10.6 billion (2013: GBP13.4 billion) are held as available for sale (AFS). Under IFRS these items are marked to market through other comprehensive income and fair value movements are accumulated in reserves. Of the GBP10.6 billion of AFS assets, only GBP71 million (2013: GBP60 million) are classified as Level 3 (valuation not based on observable market data) for the purposes of IFRS 13. Details of fair value movements can be found in the notes.

The table below shows the AFS reserve compared to the carrying value for the treasury liquidity portfolio.

 
                                                      4 April 2014              4 April 2013 
                                             Fair value   Cumulative 
                                             on balance          AFS    Fair value    Cumulative 
                                                  sheet      reserve    on balance   AFS reserve 
                                                  GBPbn        GBPbn   sheet GBPbn         GBPbn 
Cash                                                5.3     Note (i)           7.9      Note (i) 
 Gilts                                              4.5        (0.2)           5.6         (0.7) 
 Non-domestic government bonds                      1.8        (0.1)           2.3         (0.1) 
 Supranational bonds                                0.7            -           1.0         (0.1) 
US Medium term notes                                  -            -           0.1             - 
                                          -------------  ----------- 
Primary liquidity portfolio total                  12.3        (0.3)          16.9         (0.9) 
                                          -------------  ----------- 
 
 Residential mortgage backed securities 
  (RMBS)                                            0.8            -           0.8             - 
 Covered bonds                                      0.5            -           0.6             - 
 Financial institutions bonds                         -            -           0.1             - 
Other investments                                   0.1            -           0.1             - 
                                          -------------  ----------- 
Other central bank eligible liquidity 
 portfolio total Note (ii)                          1.4            -           1.6             - 
                                          -------------  ----------- 
 
 Loans and advances to banks                        2.1     Note (i)           2.5      Note (i) 
 RMBS                                               0.7          0.1           0.8           0.3 
 Commercial mortgage backed securities 
  (CMBS)                                            0.2            -           0.4           0.1 
 Covered bonds                                        -            -             -             - 
 Collateralised loan obligations 
  (CLO)                                             0.6            -           0.7             - 
 Financial institutions bonds                       0.1            -           0.2             - 
 Student loans                                      0.4            -           0.5             - 
Other investments                                   0.2            -           0.2             - 
                                          -------------  ----------- 
Other portfolio total Note (ii)                     4.3          0.1           5.3           0.4 
                                          -------------  ----------- 
Total treasury liquidity portfolio                 18.0                       23.8 
                                          -------------  ----------- 
 
 Positive AFS reserve before hedge 
  accounting and taxation                                      (0.2)                       (0.5) 
 Hedge accounting adjustment for 
  interest rate risk                                             0.3                         0.9 
Taxation                                                           -                       (0.1) 
                                          -------------  ----------- 
Total value of negative AFS reserve 
 (net)                                                           0.1                         0.3 
 

Notes:

   i.      Not applicable 
   ii.     Including out of policy assets totalling GBP1.6 billion (2013: GBP2.7 billion) 

As at 4 April 2014, the balance on the AFS reserve had improved to GBP51 million negative, net of tax (2013: GBP252 million negative). The improvement in the AFS reserve reflects general market movements and the disposal of assets in the non-primary liquidity portfolios.

The fair value movement of AFS assets that are not impaired has no effect on the Group's profit.

Country exposures

The Group holds GBP782 million (2013: GBP1,099 million) of securities which are domiciled in the "peripheral" Eurozone countries; these are held outside of primary liquidity. Of the GBP782 million, 72% is rated A or above and 39% is rated AA or above (2013: 58% rated A or above, 30% rated AA or above). This exposure has reduced by 29% in the year to 4 April 2014 resulting from disposals of Irish and Spanish investments, maturities and fair value and exchange rate movements.

The following tables summarise the Group's direct exposure to institutions, corporates and other issued securities domiciled in the peripheral Eurozone countries. The Group has no direct sovereign exposure to these countries. The exposures are shown at their balance sheet carrying values.

 
                             Ireland  Italy  Portugal  Spain  Total 
4 April 2014                    GBPm   GBPm      GBPm   GBPm   GBPm 
Mortgage backed securities        14     75        49    299    437 
Covered bonds                     39      -        22    281    342 
Senior debt                        -      -         -      -      - 
Other assets                       -      -         -      -      - 
Other corporate                    -      3         -      -      3 
Total                             53     78        71    580    782 
 
 
                             Ireland  Italy  Portugal  Spain  Total 
4 April 2013                    GBPm   GBPm      GBPm   GBPm   GBPm 
Mortgage backed securities       144     90        50    335    619 
Covered bonds                     71      -        22    326    419 
Senior debt                        -     25         -     17     42 
Other assets                       -      3         -      2      5 
Other corporate                   11      3         -      -     14 
Total                            226    121        72    680  1,099 
 

Note: Since the year end the Irish mortgage backed securities have been sold realising a loss of GBP1 million.

During the year the Group disposed of GBP130 million of Irish assets and GBP25 million of Spanish assets as part of an ongoing exercise to deleverage the balance sheet. There has been no new investment in the year.

None of the Group's exposures to the peripheral Eurozone countries detailed in the table above are in default, and the Group has not incurred any impairment on these assets in the year. The Group continues to monitor closely the exposures to these countries.

Country exposure in respect of other balance sheet items

The Group has further indirect exposure to peripheral Eurozone countries as a result of a EUR100 million loan to a Luxembourg SPV (2013: EUR100 million) included in loans and advances to customers - other lending, which has first loss exposure to a EUR1.5 billion portfolio (2013: EUR2 billion) of senior ranking European ABS assets. The sterling equivalent of the loan is GBP82 million (2013: GBP85 million). The geographical breakdown of this portfolio is as follows: UK 56%, Spain 14%, Germany 10%, Italy 7%, Netherlands 7%, Greece 4% and Portugal 2% (4 April 2013: UK 53%, Spain 13%, Germany 16%, Italy 7%, Netherlands 6%, Greece 3% and Portugal 2%). During the year the Group incurred a GBP3 million impairment charge on the loan in relation to the UK element of the portfolio.

In addition to exposure to peripheral Eurozone countries, the Group's total exposures in respect of the other Eurozone, and rest of the world countries, are shown below at their balance sheet carrying value.

 
4 April 2014  Finland  France  Germany  Netherlands       Other      Total    USA     Rest of  Total 
                                                       Eurozone   Eurozone          the world 
                 GBPm    GBPm     GBPm         GBPm        GBPm       GBPm   GBPm        GBPm   GBPm 
Government 
 bonds            170       -      438          778           -      1,386    388           -  1,774 
 
  Mortgage 
  backed 
  securities        -      12       41          334           -        387    109          57    553 
 
  Covered 
  bonds             -       -        -            -           -          -     27           -     27 
 
  Senior 
  debt              -       -        -            -           -          -      -          39     39 
 
  Loans to 
  banks             -     103      151            -           -        254    364         385  1,003 
 
  Other 
  assets            -      99       42            -           -        141    793         666  1,600 
 
  Other 
  corporate        10      24      567           36           -        637      -           3    640 
 
  Total           180     238    1,239        1,148           -      2,805  1,681       1,150  5,636 
 
 
4 April 2013  Finland  France  Germany  Netherlands       Other      Total    USA     Rest of  Total 
                                                       Eurozone   Eurozone          the world 
                 GBPm    GBPm     GBPm         GBPm        GBPm       GBPm   GBPm        GBPm   GBPm 
Government 
 bonds            133       -      505        1,039           -      1,677    672           -  2,349 
 
 Mortgage 
 backed 
 securities         -      28      116          273           -        417    147          86    650 
 
 Covered 
 bonds             21       -       89           18           -        128     29          21    178 
 
  Senior 
  debt             21      33        -           50           9        113     57          42    212 
 
  Loans to 
  banks             -     164      130            -           -        294    460         620  1,374 
 
  Other 
  assets            -     109        -            -           -        109  1,085       1,001  2,195 
 
  Other 
  corporate        10      44      840           16           -        910      -           -    910 
 
  Total           185     378    1,680        1,396           9      3,648  2,450       1,770  7,868 
 
 

The movement in the balances in respect of Finland and the Netherlands reflects that these are still active markets for the Group, along with Germany and the USA. In addition, the above balances will be affected by movements such as pay downs of the assets and fair value and exchange rate adjustments.

Derivative financial instruments

The Group uses derivatives to reduce exposure to market risks, although the application of accounting rules can create volatility in the income statement in a particular financial year. The fair value of derivative assets at 4 April 2014 was GBP3.0 billion (2013: GBP4.2 billion) and the fair value of derivative liabilities was GBP2.4 billion (2013: GBP3.9 billion). The International Swaps and Derivatives Association (ISDA) Master Agreement is the Group's preferred agreement for documenting derivative activity. It is common for a Credit Support Annex (CSA) to be executed in conjunction with the ISDA Master Agreement. Under a CSA, cash and securities collateral is passed between parties to mitigate the market contingent counterparty risk inherent in the outstanding positions. Collateral is paid or received on a regular basis (typically daily) to mitigate the mark to market exposures on derivatives.

The Group's CSAs are two-way agreements where both parties post collateral dependent on the exposure of the derivative. The only exception is within the Nationwide Covered Bond LLP where one way agreements have been entered into in favour of the Nationwide Covered Bond LLP. These CSAs are also subject to contingent rating triggers.

As a result of CSA netting agreements, outstanding transactions with the same counterparty can be offset and settled net following a default or other predetermined event. Additionally, the Group has entered into Global Master Repurchase Agreements and Global Master Securities Lending Agreements which provide for two way exchange of financial collateral. Under CSA arrangements netting benefits of GBP1.4 billion (2013: GBP2.2 billion) are available and under Global Master Repurchase and Securities Lending arrangements financial collateral held of GBP1.4 billion (2013: GBP1.6 billion) is available.

Netting arrangements do not generally result in an offset of balance sheet assets and liabilities, as transactions are usually settled on a gross basis. The Group's legal documentation for derivative transactions grants legal rights of set off for those transactions. Accordingly, the credit risk associated with such contracts is reduced to the extent that negative mark to market values on derivatives will offset positive mark to market values on derivatives in the calculation of credit risk.

The following table shows the exposure to counterparty credit risk for derivative contracts after netting benefits and collateral:

 
                                     4 April 2014          4 April 2013 
                                    AA      A   Total     AA       A   Total 
                                 GBPbn  GBPbn   GBPbn  GBPbn   GBPbn   GBPbn 
Gross positive fair value 
 of contracts                      0.2    2.8     3.0    0.5     3.7     4.2 
Netting benefits                 (0.2)  (1.2)   (1.4)  (0.3)   (1.9)   (2.2) 
Net current credit exposure          -    1.6     1.6    0.2     1.8     2.0 
Collateral held                      -  (1.4)   (1.4)  (0.1)   (1.5)   (1.6) 
                                                              ------  ------ 
Net derivative credit exposure       -    0.2     0.2    0.1     0.3     0.4 
 

Cash is the only collateral currently held. Collateral on certain derivative assets with a fair value of GBP0.2 billion (2013: GBP0.4 billion) is only triggered when the counterparty rating falls to a specified rating level. At 4 April 2014 the trigger event had not occurred and these assets are uncollateralised as a consequence. The Group's exposure to such counterparties is to A rated or better banks.

Managing treasury credit risks

Credit risk within the Treasury Division arises primarily from the instruments held by Treasury for liquidity and investment purposes. For example, credit risk could arise due to global financial developments such as the re-emergence of tensions within the Eurozone, which could in turn increase the Group's funding costs.

This aspect of credit risk is managed by the Treasury Credit Risk function which underwrites all new facilities and monitors existing exposures. It also sets and monitors compliance with policy and limits, reporting to the Lending Committee.

In addition, counterparty credit risk arises from the use of derivatives where market values are positive. Derivatives are only traded with highly-rated organisations and the vast majority include collateral agreements which are either active or have contingent rating triggers.

A monthly review is undertaken of the current and expected future performance of all treasury assets. A governance structure exists to identify and review under-performing assets and highlight the likelihood of future losses. In accordance with accounting standards, assets are impaired where there is objective evidence that current events and/or performance will result in a loss.

Credit risk in respect of derivatives is managed largely through the use of the Group's CSA and posting of collateral. Credit and debit valuation adjustments are applied to derivative exposures where they are not collateralised. Netting and collateral benefits result in the adjustment not being required for collateralised positions. With the exception of a small number of legacy positions, all derivative counterparty positions are subject to CSA agreements.

The Treasury Credit Risk function also monitors exposure concentrations against a variety of criteria including industry sector, asset class, individual counterparty and country of risk. The Group has no exposure to emerging markets, hedge funds or credit default swaps and the majority of exposure has an investment grade rating. The Group's exposure to investments from Eurozone countries is outlined in the country exposures section.

Outlook for treasury credit risks

An improving market environment continues to support the stable risk profile of the treasury asset portfolios. Assets showing signs of credit deterioration remain low and are reducing, with ongoing performance monitoring underpinned by robust risk governance processes. New investment activity remains limited to a small number of asset classes with the aim of supporting liquidity holdings, predominantly at senior AAA levels.

Financial risk management

The Group is exposed to the financial risks as follows:

 
  Risk category                              Definition 
Liquidity and       Liquidity risk is the risk that the Group is unable 
 funding             to: 
                      *    meet or settle its financial obligations as they fall 
                           due 
 
 
                      *    maintain public and stakeholder confidence. 
 
 
                     Funding risk is the risk that the Group is unable 
                     to realise assets or otherwise raise funds on 
                     reasonable terms and / or within reasonable timescales. 
Solvency (capital)  The risk that the Group fails to maintain sufficient 
                     capital to absorb losses throughout a full economic 
                     cycle and to maintain the confidence of current 
                     and prospective investors, members, the Board 
                     and regulators. 
Market              The risk that the value of, or net income arising 
                     from, the Group's assets and liabilities are impacted 
                     as a result of balance sheet or market rate changes. 
Pension             The risk that the Group's funding obligations 
                     for a number of defined benefit pension schemes 
                     expose the Group to longevity risk and various 
                     market risks including interest rate risk, inflation 
                     risk and equity risk within those schemes. 
 

Financial risk is managed within a framework of approved assets, currencies and capital instruments supported by detailed limits set by either the Board or ALCO under its delegated mandate. The Board retains responsibility for approval of derivative classes that may be used for market risk management purposes, restrictions over the use of such derivative classes (within the limitations imposed under the Building Societies Act, Section 9A) and for asset classes that may be classified as liquidity.

Solvency risks are covered in the Capital Management Report.

In addition to credit risk (dealt with in the loans and advances and lending risk section) the Group is exposed to liquidity risk, interest rate risk, foreign exchange (FX) risk and equity risk. The following table lists the Group's financial assets and liabilities and indicates its exposure to these risks, with the primary risk highlighted red.

 
                                                   Non-traded risk sensitivity 
                                           Financial        Market risk        Lending 
                                              risk                               risk 
                                     2014  Liquidity  Interest     FX  Equity   Credit 
                                    GBPbn       risk      rate   risk   risk*     risk 
                                                          risk 
Assets 
Cash                                  5.3 
Loans and advances to banks           2.1 
Investment securities - 
 available for sale                  10.6 
Derivative financial instruments      3.0 
Loans and advances to customers     166.6 
Liabilities 
Shares (customer deposits)          130.5 
Deposits from banks                   2.0 
Other deposits (including 
 PEB deposits)                        7.1 
Due to customers (including 
 offshore deposits)                   6.2 
Debt securities in issue             28.6 
Derivative financial instruments 
 (liabilities)                        2.4 
Subordinated liabilities              2.3 
Subscribed capital (PIBS)             0.6 
Retirement benefit obligations        0.2 
 

* Equity risk is the risk to the Group of movement in share prices.

Funding strategy

The Group has a strong and well diversified funding base, which continues to be predominantly funded by retail deposits. Over the course of the financial year, the Group has continued to actively manage its balance sheet in response to conditions in both the retail and wholesale markets.

The Group aims to align its sources and uses of funding. As such, retail customer loans and advances are largely funded by customer deposits. Other assets including commercial customer loans, primary liquidity and other treasury assets are largely funded by wholesale debt and equity.

These funding relationships are summarised below as at the balance sheet date:

 
 
Assets                                2014   2013   2012 
                                     GBPbn  GBPbn  GBPbn 
Retail mortgages                     145.6  135.6  129.6 
Other lending                         21.0   22.8   24.0 
Primary liquidity                     12.3   16.9   24.8 
Other treasury liquidity portfolio     5.7    6.9    9.5 
Other assets                           5.3    8.5    8.3 
                                     189.9  190.7  196.2 
 
Liabilities & equity                  2014   2013   2012 
                                     GBPbn  GBPbn  GBPbn 
Retail funding                       135.9  131.7  131.5 
Wholesale funding                     37.7   43.4   49.1 
Capital and reserves                  11.5   10.1    9.5 
Other liabilities                      4.8    5.5    6.1 
                                     189.9  190.7  196.2 
 

The Group loan to deposit ratio as at 4 April 2014 was 115.8% (2013: 115.4%).

The Group continues to maintain a high quality liquid asset portfolio consisting primarily of deposits at central banks and government bonds.

In April 2013 the Bank of England extended availability of the Funding for Lending Scheme (FLS) until January 2015 to boost lending to the UK economy. The Group continued to participate in the FLS in line with its support of the UK housing market, drawing a further GBP2.0 billion in the three months to 31 December 2013 and a further GBP4.0 billion ahead of the closure of the residential mortgage element of the scheme on 31 January 2014. This brought the total amount of the FLS facility used to GBP8.5 billion.

Liquidity

The Group ensures it has sufficient resources to meet day-to-day cash flow needs and to meet internal and regulatory liquidity requirements. These requirements are calibrated to ensure the Group has sufficient liquidity, both as to amount and quality, to meet financial obligations as they fall due during a range of stress scenarios across multiple risk drivers and time horizons.

In August 2013 the PRA notified firms meeting the minimum 7% core equity capital ratio of an increased relaxation to their stance on the definition of assets that count towards the Liquid Asset Buffer (LAB), which now allows an increased proportion of a firm's regulatory requirements to be met by collateral pledged with the Bank of England.

Liquid assets are held and managed centrally by the Group's Treasury Division to meet cash outflows in any entity across the Group with the exception of a small portfolio of assets held in its Irish branch, Nationwide (UK) Ireland (NUKI). These assets (GBP128 million sterling equivalent, 2013: GBP131 million) are held by NUKI to comply with Irish liquidity regulations.

The stock of liquid assets managed by the Group's Treasury Division falls into the five categories below. The amount is net of any liquidity holdings that are encumbered (through repurchase arrangements or other transactions) including assets held under reverse repurchase arrangements and collateral swaps.

The table below sets out the fair value of each of the five liquidity types as at 4 April 2014. The table is not a representation of the accounting balance sheet position as it includes off balance sheet liquidity (including self-issued RMBS, covered bonds and FLS treasury bills) and excludes any encumbered assets. The carrying value of the liquidity portfolio as per the accounting balance sheet is shown in the 'Treasury assets and treasury credit risks' section above.

 
                                              4 April   4 April 
                                                 2014      2013 
                                                GBPbn     GBPbn 
                                                       -------- 
Primary liquidity*                               20.8      19.2 
Other Central Bank eligible assets                1.4       1.4 
Other securities                                  3.0       2.7 
Self-issued RMBS and covered bonds               14.0      14.0 
Whole mortgage loan pools pre-positioned at 
 the Bank of England (BoE)                        2.1       1.4 
                                                       -------- 
Total                                            41.3      38.7 
 

*Primary liquidity includes off balance sheet items, primarily treasury bills held through FLS participation.

The average month end balance for primary liquidity during the year was GBP19.9 billion (2013: GBP21.0 billion).

Primary liquidity

The Group maintains a high quality primary liquidity portfolio through continued investment in highly liquid securities in line with the Liquid Asset Buffer (LAB) as defined by the PRA in BIPRU 12.7, comprising:

   --      reserves held at central banks, and 

-- highly rated debt securities issued by a restricted range of governments, central banks and multilateral development banks.

The Group's primary liquidity ratio measures primary liquidity as a proportion of shares and borrowings, including offshore deposits, held by the Group. The primary liquidity ratio is 11.9% as at 4 April 2014 (2013: 11.1%).

Central Bank eligible assets

The Group holds a portfolio of other securities that are eligible for use in the funding operations of those central banks that it has access to which has remained stable in 2014. In terms of their relative liquidity characteristics, these assets may be viewed as the next liquidity tier below the primary liquidity portfolio.

Other securities

The Group holds other third party assets (such as RMBS) that are not eligible for central bank operations but can be monetised through repurchase agreements with third parties or through sale.

Self-issued RMBS and covered bonds

The Group holds undrawn AAA notes issued under the Group's asset-backed funding programmes. These self-issued securities represent eligible collateral for use in repurchase agreements with third parties or in central bank operations.

Whole mortgage loan pools pre-positioned at the Bank of England

The Group holds a stock of unencumbered whole mortgage loan pools at the Bank of England for use as collateral for contingency funding purposes.

The tables below set out the sterling equivalent of the liquidity portfolio categorised by issuing currency.

 
                                            2014                            2013 
                                  GBP     EUR     USD   Total     GBP     EUR     USD   Total 
                                GBPbn   GBPbn   GBPbn   GBPbn   GBPbn   GBPbn   GBPbn   GBPbn 
Primary liquidity*               19.0     1.3     0.5    20.8    16.8     1.6     0.8    19.2 
Other central bank eligible 
 assets                           0.2     1.2       -     1.4     0.1     1.3       -     1.4 
Other securities                  1.3     0.8     0.9     3.0     0.6     0.6     1.5     2.7 
Self-issued RMBS and covered 
 bonds                           14.0       -       -    14.0    14.0       -       -    14.0 
Whole mortgage loan pools 
 pre-positioned at the BoE        2.1       -       -     2.1     1.4       -       -     1.4 
Total                            36.6     3.3     1.4    41.3    32.9     3.5     2.3    38.7 
 

*Primary liquidity includes off balance sheet items, primarily treasury bills held through FLS participation.

The average month end balance for primary liquidity during the year was GBP19.9 billion (2013: GBP21.0 billion).

Wholesale funding

The Group maintains a strong franchise in retail and wholesale funding. The wholesale market is accessible using a range of unsecured and secured instruments enabling maintenance of a diversified funding base across a range of maturities. Together with a strong market share of retail funding, the Group has flexibility to access stable funding from the most cost-effective sources. Through the wholesale markets, the Group has direct active relationships with counterparties across a range of sectors, including banks, other financial institutions, corporates and investment funds.

An analysis of the Group's wholesale funding (made up of deposits from banks, other deposits and debt securities in issue as disclosed on the balance sheet) is set out in the table below:

 
                                       4 April 2014    4 April 2013 
                                       GBPbn       %   GBPbn       % 
Repo and other secured arrangements        -       -     1.2     2.8 
Deposits, including PEB balances         9.2    24.4     8.7    20.0 
Certificates of deposit                  2.6     6.9     3.8     8.8 
Commercial paper                         3.5     9.3     4.0     9.2 
Covered bonds                            9.5    25.2    11.4    26.3 
Medium term notes                        5.1    13.5     4.7    10.8 
Securitisations                          6.9    18.3     7.6    17.5 
Other                                    0.9     2.4     2.0     4.6 
Total                                   37.7   100.0    43.4   100.0 
 

During the period a combination of strong retail performance, low long term wholesale maturities and FLS access has contributed to a reduced long term wholesale funding appetite. New capital raised via CCDS and AT1 has also provided funding to the business.

The Group tendered GBP715 million of permanent interest bearing shares (PIBS) in September 2013 as part of its capital optimisation strategy reflected in the reduction of wholesale funding above. This resulted in the Group redeeming GBP506 million of PIBS with the consent of the PRA. The 68% participation rate contributed GBP125 million to profit in the year.

The table below sets out an analysis of the currency composition of the Group's wholesale funding:

 
                                         USD     EUR     GBP   Other   Total 
                                       GBPbn   GBPbn   GBPbn   GBPbn   GBPbn 
Repo and other secured arrangements        -       -       -       -       - 
Deposits (including PEB balances)        0.2     0.9     8.1       -     9.2 
Certificate of deposit                   0.2       -     2.4       -     2.6 
Commercial paper                         2.9     0.6       -       -     3.5 
Covered bonds                              -     7.6     1.7     0.2     9.5 
Medium term notes                        0.9     2.6     1.4     0.2     5.1 
Securitisations                          3.4     0.9     2.6       -     6.9 
Other                                      -     0.8     0.1       -     0.9 
Total at 4 April 2014                    7.6    13.4    16.3     0.4    37.7 
Total at 4 April 2013                    9.0    15.5    18.4     0.5    43.4 
 

To mitigate against cross-currency refinancing risk, the Group ensures it holds a surplus in each respective currency over its requirements in those currencies for at least 10 business days.

Maturity profiles - Wholesale funding

Managing maturity profile is key to maintaining the Group's liquidity period on period. The table below sets out a breakdown of the residual maturity of the contractual cash flows for the wholesale funding book held on the balance sheet.

 
4 April 2014 
                          Not more         Over          Over          Over  Sub-total         Over     Over  Total 
                              than    one month         three    six months       less     one year      two 
                         one month      but not        months       but not       than      but not    years 
                                           more       but not          more   one year         more 
                                           than          more          than                    than 
                                          three          than      one year               two years 
                                         months    six months 
                             GBPbn        GBPbn         GBPbn         GBPbn      GBPbn        GBPbn    GBPbn  GBPbn 
Repo and other 
 secured arrangements            -            -             -             -          -            -        -      - 
Deposits, including 
 PEB balances                  3.4          1.4           0.6           0.7        6.1          1.3      1.8    9.2 
Certificates 
 of deposit                    0.9          1.0           0.3           0.4        2.6            -        -    2.6 
Commercial paper               1.2          1.8           0.5             -        3.5            -        -    3.5 
Covered bonds                    -          0.1             -           0.7        0.8          2.7      6.0    9.5 
Medium term notes                -            -           0.1           1.5        1.6          0.2      3.3    5.1 
Securitisations                  -            -             -           3.3        3.3          1.7      1.9    6.9 
Other                            -            -             -             -          -          0.1      0.8    0.9 
Total at 4 April 
 2014                          5.5          4.3           1.5           6.6       17.9          6.0     13.8   37.7 
Of which secured                 -          0.1             -           4.0        4.1          4.4      7.9   16.4 
Of which unsecured             5.5          4.2           1.5           2.6       13.8          1.6      5.9   21.3 
% of total                    14.6         11.4           4.0          17.5       47.5         15.9     36.6  100.0 
 
 
4 April 2013 
                          Not more         Over          Over          Over  Sub-total         Over     Over  Total 
                              than    one month         three    six months       less     one year      two 
                         one month      but not        months       but not       than      but not    years 
                                           more       but not          more   one year         more 
                                           than          more          than                    than 
                                          three          than      one year               two years 
                                         months    six months 
                             GBPbn        GBPbn         GBPbn         GBPbn      GBPbn        GBPbn    GBPbn  GBPbn 
                                    -----------  ------------  ------------             ----------- 
Repo and other 
 secured arrangements            -            -           0.2             -        0.2          1.0        -    1.2 
Deposits, including 
 PEB balances                  3.1          1.3           0.9           0.5        5.8          0.1      2.8    8.7 
Certificates 
 of deposit                    0.8          1.0           1.6           0.4        3.8            -        -    3.8 
Commercial paper               1.0          2.0           1.0             -        4.0            -        -    4.0 
Covered bonds                    -            -             -           1.7        1.7          0.8      8.9   11.4 
Medium term notes                -          0.1             -           0.2        0.3          1.6      2.8    4.7 
Securitisations                  -            -             -           0.4        0.4          3.4      3.8    7.6 
Other                          0.2            -             -             -        0.2          0.4      1.4    2.0 
                                    -----------  ------------  ------------             ----------- 
Total at 4 April 
 2013                          5.1          4.4           3.7           3.2       16.4          7.3     19.7   43.4 
Of which secured               0.2            -             -           2.1        2.3          5.5     14.1   21.9 
Of which unsecured             4.9          4.4           3.7           1.1       14.1          1.8      5.6   21.5 
                                    -----------  ------------  ------------             ----------- 
% of total                    11.8         10.1           8.5           7.4       37.8         16.8     45.4  100.0 
 

As shown in the table above, the proportion of on balance sheet funding categorised as long term (>1 year to maturity), which excludes the FLS drawings is 52.5% (2013: 62.2%).

After including FLS drawings held off balance sheet, which have a flexible and maximum maturity of four years, the residual maturity profile of the Group's wholesale funding portfolio has decreased slightly to 34 months (2013: 36 months) and the proportion of funding that is categorised as long term has decreased to 61.3% (2013: 64.3%). As at 4 April 2014 the primary liquidity pool including FLS represented 116% (2013: 117%) of wholesale funding maturing in less than one year, assuming no rollovers.

Maturity of liquidity assets and liabilities

The table below segments the carrying value of financial assets and financial liabilities into relevant maturity groupings based on the remaining period to the contractual maturity date (residual maturity). In practice, customers are often repaid later than on the earliest date on which repayment can be required. Likewise, in practice, customer assets may be repaid ahead of their contractual maturity. Therefore, for forecasting purposes, the Group uses judgement and past performance of each asset and liability class to anticipate likely cash flow requirements of the Group.

 
At 4 April           Due         Due         Due         Due  Due between  Due between  Due between       Due    Total 
 2014               less     between     between     between         9-12    1-2 years    2-5 years      over 
 Residual           than  1-3 months  3-6 months  6-9 months       months                             5 years 
 maturity       1 month* 
                    GBPm        GBPm        GBPm        GBPm         GBPm         GBPm         GBPm      GBPm     GBPm 
Assets 
Cash               5,342           -           -           -            -            -            -         -    5,342 
Loans and 
 advances 
 to banks          1,647           -           -           -            -           61           87       315    2,110 
Investment 
 securities 
 - available 
 for sale              4          15          37         152          103          284        1,037     8,931   10,563 
Loans and 
 advances 
 to customers      3,007       1,305       2,056       1,933        1,715        7,069       19,795   129,694  166,574 
Derivative 
 financial 
 instruments           7          22          25          34           79          802          663     1,388    3,020 
Other 
 financial 
 assets                -           1           3           2            3           25           68       148      250 
Total 
 financial 
 assets           10,007       1,343       2,121       2,121        1,900        8,241       21,650   140,476  187,859 
Liabilities 
Shares            90,633       3,076       6,409       5,118        8,025       10,903        3,035     3,269  130,468 
Deposits 
 from banks        1,579         310          35          31            8           21            -         -    1,984 
Of which 
 repo                  -           -           -           -            -            -            -         -        - 
Other 
 deposits          1,777       1,067         537         304          357        1,293        1,801         -    7,135 
Due to 
 customers         3,865         504       1,308         291          204           22           14         -    6,208 
Secured 
 funding 
 - ABS and 
 covered 
 bonds                 6         106          60       3,302          672        4,471        3,067     5,705   17,389 
Senior 
 unsecured         2,107       2,811         915         191        1,729          196        1,493     1,726   11,168 
Derivative 
 financial 
 instruments          34          27          40          55           43          120          543     1,529    2,391 
Other 
 financial 
 liabilities           -           2           5           7            8           11            -         -       33 
Subordinated 
 liabilities           -           -         125           -            -          411        1,053       680    2,269 
Subscribed 
 capital               3           -           -         199            8          128           11       252      601 
Total 
 financial 
 liabilities     100,004       7,903       9,434       9,498       11,054       17,576       11,017    13,161  179,646 
                (89,997)     (6,560)     (7,313)     (7,377)      (9,154)      (9,335)       10,633   127,315    8,213 
 

*Due less than one month includes amounts repayable on demand.

 
At 4 April           Due         Due         Due         Due  Due between  Due between  Due between       Due    Total 
 2013               less     between     between     between         9-12    1-2 years    2-5 years      over 
 Residual           than  1-3 months  3-6 months  6-9 months       months                             5 years 
 maturity       1 month* 
                    GBPm        GBPm        GBPm        GBPm         GBPm         GBPm         GBPm      GBPm     GBPm 
Assets 
Cash               7,886           -           -           -            -            -            -         -    7,886 
Loans and 
 advances 
 to banks          2,189           -           -           -            -          148            -       185    2,522 
Investment 
 securities 
 - available 
 for sale              4          59         253          50          119          608        1,925    10,403   13,421 
Loans and 
 advances 
 to customers      3,105         926       1,918       1,948        1,855        7,159       19,512   123,164  159,587 
Derivative 
 financial 
 instruments          65         104          40         434           17          323        1,262     1,967    4,212 
Other 
 financial 
 assets                -          20          33          20            6           30          507       292      908 
Total 
 financial 
 assets           13,249       1,109       2,244       2,452        1,997        8,268       23,206   136,011  188,536 
Liabilities 
Shares            81,135       4,733       9,030       4,736        6,480       14,970        2,907     1,583  125,574 
Deposits 
 from banks        1,756         180         202          40            8        1,001            -        43    3,230 
Of which 
 repo                  -          12         190           -            -        1,000            -         -    1,202 
Other 
 deposits          1,334       1,078         867         222          257          856        2,133         -    6,747 
Due to 
 customers         3,812         846         864         207          112          105           14         -    5,960 
Secured 
 funding 
 - ABS and 
 covered 
 bonds                 6          45          22       2,156           42        8,394        4,030     6,177   20,872 
Senior 
 unsecured         1,825       3,100       2,649         272          314        1,850          872     1,675   12,557 
Derivative 
 financial 
 instruments          11          46          73          51           20          103        1,021     2,560    3,885 
Other 
 financial 
 liabilities           -           4           5           8            8           99           26         -      150 
Subordinated 
 liabilities           -         130           -           -          169            -        1,536       705    2,540 
Subscribed 
 capital               3           -           -           -            -          220          132       949    1,304 
Total 
 financial 
 liabilities      89,882      10,162      13,712       7,692        7,410       27,598       12,671    13,692  182,819 
                (76,633)     (9,053)    (11,468)     (5,240)      (5,413)     (19,330)     (10,534)   122,319    5,717 
 

*Due less than one month includes amounts repayable on demand.

Liquidity has increased as a result of retained profits and the proceeds of capital issuances thus increasing the net surplus of assets over liabilities. Liquid assets include cash, loans and advances to banks and available for sale investment securities. Other financial assets and liabilities include the fair value adjustments for portfolio hedged risk and investments in equity shares.

The analysis above excludes certain other assets, including property, plant and equipment, intangible assets, investment property, other assets, deferred tax assets and accrued income and expenses prepaid, and certain other liabilities including provisions for liabilities and charges, accruals and deferred income, current tax liabilities, other liabilities and retirement benefit obligations.

The following is an analysis of gross undiscounted contractual cash flows payable under financial liabilities. The analysis of gross contractual cash flows differs from the analysis of residual maturity due to the inclusion of interest accrued at current rates for the average period until maturity, on the amounts outstanding at the balance sheet date.

 
Gross contractual   Due less      1 -      3 -      6 -      9 -     1 -     2 -      More    Total 
 cash flows           than 1        3        6        9       12       2       5      than 
                      month*   months   months   months   months   years   years   5 years 
 2014 
                        GBPm     GBPm     GBPm     GBPm     GBPm    GBPm    GBPm      GBPm     GBPm 
Shares                90,633    3,213    6,529    5,217    8,101  11,071   3,240     3,386  131,390 
Deposits 
 from banks            1,579      311       35       31        8      21       -         -    1,985 
Other deposits         1,777    1,086      553      318      370   1,332   1,844         -    7,280 
Due to customers       3,865      512    1,313      293      205      22      14         -    6,224 
Secured funding 
 - ABS and 
 covered bonds            55       69      777    2,758    1,255   4,407   3,783     6,085   19,189 
Senior unsecured       2,108    2,813      980      188    1,769     357   1,789     1,786   11,790 
Derivative 
 financial 
 instruments              58      135      251      154      201     494     795       753    2,841 
Other financial 
 liabilities               -        2        5        7        8      11       -         -       33 
Subordinated 
 liabilities              16        4       49        4       60     502   1,422       703    2,760 
Subscribed 
 capital                   1        5       12        7      212      22     201       327      787 
Total financial 
 liabilities         100,092    8,150   10,504    8,977   12,189  18,239  13,088    13,040  184,279 
 
Gross contractual   Due less      1 -      3 -      6 -      9 -     1 -     2 -      More    Total 
 cash flows           than 1        3        6        9       12       2       5      than 
                      month*   months   months   months   months   years   years   5 years 
 2013 
                        GBPm     GBPm     GBPm     GBPm     GBPm    GBPm    GBPm      GBPm     GBPm 
Shares                81,135    4,946    9,209    4,880    6,595  15,213   3,092     1,663  126,733 
Deposits 
 from banks            1,756      187      208       45       13   1,012       3        45    3,269 
Other deposits         1,334    1,102      886      239      273     907   2,198         -    6,939 
Due to customers       3,812      855      868      209      113     106      14         -    5,977 
Secured funding 
 - ABS and 
 covered bonds            58        4       80    2,295      256   4,913   8,388     6,745   22,739 
Senior unsecured       1,813    3,116    2,698      277      433   1,807   1,431     1,949   13,524 
Derivative 
 financial 
 instruments              75      187      311      183      212     738   1,445       960    4,111 
Other financial 
 liabilities               -        5        6        9        9     101      26         -      156 
Subordinated 
 liabilities               -        4       54        4      215     136   1,939       764    3,116 
Subscribed 
 capital                   4        6       25       10       25     270     293     1,106    1,739 
Total financial 
 liabilities          89,987   10,412   14,345    8,151   8,144   25,203  18,829    13,232  188,303 
 

*Due less than one month includes amounts repayable on demand.

Asset encumbrance

From time to time the Group encumbers assets to support funding initiatives or serve as collateral. Secured funding, central bank operations and third party repurchase transactions are the three principal forms of encumbrance. Assets that have been utilised for such purposes are classified as encumbered and pledged assets which cannot be utilised for other purposes.

Group assets can be used to support funding or collateral requirements for secured funding, central bank operations or third party repurchase transactions. Assets that have been utilised for such purposes are classified as encumbered and pledged assets which cannot be utilised for other purposes. This includes excess collateral and collateral held in respect of undrawn self-issued notes in secured funding vehicles and cash collateral posted.

Other encumbered assets are those which cannot be utilised for secured funding due to legal or other reasons.

All other assets are defined as unencumbered assets. These comprise assets that are readily available to secure funding or meet collateral requirements and assets that are not subject to any restrictions but are not readily available for use.

Loans and advances to customers are only classified as available as collateral if they are already in such form that they can be used to raise funding without further management actions. All other loans and advances are conservatively classified as 'unencumbered - other', although, with management action, a proportion would be suitable for use in asset-backed funding transactions.

An analysis of the Group's encumbered and unencumbered on balance sheet assets as at 4 April 2014 is set out below:

 
                                                      Encumbered                    Unencumbered             Total 
At 4 April 2014                              Pledged as collateral  Other  Available as collateral   Other 
                                                              GBPm   GBPm                     GBPm    GBPm     GBPm 
Cash                                                             -  4,615                      539     188    5,342 
Loans and advances to banks                                    887    325                        -     898    2,110 
Investment securities - available for sale                     231      -                   10,200     132   10,563 
Loans and advances to customers                             58,276      -                   60,620  47,678  166,574 
Derivative financial instruments                                 -      -                        -   3,020    3,020 
Other financial assets                                           -      -                        -     250      250 
Non-financial assets                                             -      -                        -   2,067    2,067 
                                                            59,394  4,940                   71,359  54,233  189,926 
 
 
                                                         Encumbered                    Unencumbered              Total 
At 4 April 2013                                 Pledged as collateral  Other  Available as collateral   Other 
                                                                 GBPm   GBPm                     GBPm    GBPm     GBPm 
Cash                                                                -  3,788                    3,848     250    7,886 
Loans and advances to banks (Note)                              1,588    201                        -     733    2,522 
Investment securities - available for sale 
 (Note)                                                           347      -                   12,960     114   13,421 
Loans and advances to customers                                51,741      -                   54,323  53,523  159,587 
Derivative financial instruments                                    -      -                        -   4,212    4,212 
Other financial assets                                              -      -                        -     900      900 
Non-financial assets                                                -      -                        -   2,190    2,190 
                                                               53,560  3,989                   71,247  61,922  190,718 
 

Note: This has been restated to include as encumbered GBP201 million of balances held with Central Banks for regulatory purposes within 'loans and advances to banks' and GBP116 million pledged as collateral under UK payment schemes within 'investment securities - available for sale'.

In addition to the above, the Group holds other third party liquid assets and self-issued notes off balance sheet that may be capable of financing through third party sale and repurchase agreements.

Repurchase agreements

The Group undertakes securities financing transactions in the form of repurchase agreements (repo) to demonstrate liquidity of the securities held in the Group's Liquid Asset Buffer (LAB). Cash is borrowed in return for pledging securities as collateral and because settlement is on a 'delivery versus payment' basis, the main credit risk arises from intraday changes in the value of the collateral. This is largely mitigated by the Group's collateral management processes.

From a liquidity perspective the main risk is that during a stress, the Group has insufficient repo market capacity to rapidly monetise the LAB. To mitigate this risk, repo market capacity is assessed via a quarterly review process. This is supplemented by the frequent execution of bilateral repos to maintain credit lines and anonymous transactions via a central counterparty clearing house, such as the London Clearing House, using an electronic trading platform.

All LAB repo activity is secured against highly liquid assets and generally transacted for an overnight term. The weighted average duration of repo trades maturing in the period is 2.2 days (2013: 1.7 days).

LAB securities funding transactions currently have no impact on either funding or encumbered asset reporting due to the short term nature of the transactions, meaning they do not impact the income statement. Repo transactions convert UK government bonds (highly liquid securities) into cash, so there is a marginal movement in the liquidity position.

The Group also had a number of non-LAB repo transactions outstanding during the period which all matured before the reporting date.

Managing liquidity and funding risks

The Group's management of liquidity and funding risk aims to ensure that at all times there are sufficient liquid resources, both as to amount and quality, to cover cash flow mismatches and fluctuations in funding, to retain public confidence and to enable it to meet financial obligations as they fall due, even during episodes of stress. This is achieved through management and stress testing of business cash flows, and the setting of appropriate risk limits (which are outlined in further details below), to maintain a prudent funding mix, maturity profile and level of high quality liquid assets. The Group's approach to liquidity and funding risk is managed by the Group's Assets and Liabilities Committee (ALCO) and by the Board as part of the annual review of the Individual Liquidity Adequacy Assessment (ILAA) document.

The Board is responsible for setting risk appetite with respect to levels of liquidity and funding risks. This is articulated through the Board's risk appetite statements. The Board translates this into limits which define the minimum level of liquid resources and the funding mix of the balance sheet. ALCO is responsible for setting more detailed limits within Board limits, including the level and maturity profile of funding, and for monitoring the composition of the Group's balance sheet. Wholesale and retail funding maturities are monitored to ensure there are no excessive concentrations in future maturities. This enhances the ability of the Group to refinance maturing liabilities. The Balance Sheet Risk Committee (BSRC) sets further granular limits and is responsible for monitoring liquidity and funding risks. A consolidated cash flow forecast is maintained on an ongoing basis and reviewed by the Weekly Trading Committee (WTC) which has responsibility for monitoring liquidity metrics.

A Contingency Funding Plan (CFP) has been approved by ALCO and describes metrics which would indicate an emerging market-wide and/or Nationwide-specific stress. It also details procedures and a range of available actions that the Group could take in the event of a liquidity or funding stress, thereby allowing adequate liquidity resources to be maintained. The CFP is reviewed every six months and tested at least annually. The Group also has a Recovery Plan which describes potential actions that could be utilised in a more extreme stress.

Liquidity stress testing

To mitigate liquidity and funding risk generated by its business activities, the Group holds a portfolio of liquid assets as detailed in the 'Treasury assets' section above. A series of liquidity stress tests are performed daily against a number of scenarios, including those prescribed by the Regulator. The internal stress tests are run alongside the calculation of the regulatory individual liquidity requirement (ILG) and they represent the Group's view of liquidity risks and therefore determine the required levels of liquidity to be held.

The Group aims to maintain liquidity resources of at least 100% of the anticipated outflows seen under each of the internal and regulatory-prescribed stress tests. The scenarios include an idiosyncratic stress which incorporates the impact of potential rating agency downgrades, a market-wide stress and a combination of the two. The stress scenarios consider a range of factors and the consequent impact on the Group's cash flows over multiple time horizons. The stress is assumed to be most severe in the first 10 business days. Assumptions used in internal liquidity stress tests are reviewed regularly with changes proposed to ALCO for approval and approved annually by the Board as part of the ILAA process.

The primary period over which internal liquidity stress testing is performed is 30 business days (circa six weeks). Beyond this, it is assumed that additional actions detailed in the CFP would be utilised if required.

As at 4 April 2014, potential outflows under the most severe stress test (the combined idiosyncratic and market-wide stress scenario) were modelled at GBP22.8 billion (2013: GBP22.3 billion). The risk drivers detailed below are linked to the outflow assumptions. The liquidity assessed as eligible in the stress testing, which includes liquidity and mortgage inflows, as a percentage of stressed outflows equated to 128% (2013: 119%).

The table below details the key assumptions used in modelling the liquidity stress scenarios.

 
Liquidity risk     Modelling assumptions used 
 driver 
Retail funding     Significant unexpected outflows are experienced with 
                    no new deposits received. 
Wholesale funding  Substantial outflows are seen at contractual maturity 
                    as the Group is assumed to become a greater credit 
                    risk. This behaviour is driven by credit rating downgrade 
                    assumptions. 
Off balance        Contractual outflows in relation to asset-backed 
 sheet              funding programmes as a result of credit rating downgrades. 
 
                    Outflows are experienced as a result of other off-balance 
                    sheet commitments such as the mortgage pipeline. 
 
                    Inflows from mortgages or retail and commercial loans 
                    are assessed on a behavioural basis and therefore 
                    take into account expected overpayments and customers 
                    in arrears. 
Intra-group        We continue to provide funding to subsidiaries. 
Marketable         Asset values are reduced in recognition of the stressed 
 assets             conditions assumed. 
 

Significant events in regulatory environment

In December 2010, the Basel Committee on Banking Supervision (BCBS) announced proposals to introduce two new liquidity metrics as part of the implementation of Basel III. These are a short term liquidity stress metric, the Liquidity Coverage Ratio (LCR), and a longer term funding metric, the Net Stable Funding Ratio (NSFR). The LCR is designed to promote short-term resilience of a bank's liquidity risk profile by ensuring it has sufficient high quality liquid assets to survive a significant stress scenario lasting for one month. The NSFR is designed to promote a sustainable funding maturity structure over at least 12 months.

In January 2013, the BCBS announced revised guidelines in respect of the LCR. In June 2013, the CRD IV package (CRR and CRD IV), which includes requirements for the LCR, was published in the Official Journal of the European Union. The LCR will become a European standard from January 2015 with firms required to have a ratio in excess of 60% increasing to 100% by January 2018. In the UK the Financial Policy Committee recommended that the LCR is implemented at 80% from January 2015 rising thereafter to reach 100% from January 2018.

The BCBS also published a consultation paper in January 2014 announcing further refinements to the NSFR which are expected to be broadly positive for the Group. The NSFR is expected to be implemented at a minimum of 100% from January 2018.

Until these measures are translated into UK regulation, some uncertainty will remain over how the UK Individual Liquidity Adequacy Standard regime will transition to the LCR standard. The Group continues to monitor its position relative to the anticipated requirement of both the LCR and NSFR.

Based on current interpretations of regulatory requirements, and guidance including European CRR, as at 4 April 2014 the Group had an LCR ratio of 90.7% and a NSFR ratio of 112.4%. The LCR position represents a surplus to both European and anticipated UK regulatory requirements as at 1 January 2015. The NSFR ratio already exceeds the 100% ratio requirement due for implementation in January 2018.

Significant events in market environment

Central bank liquidity support continues to remain available to solvent financial institutions within the UK banking system. This was reiterated in October 2013 when the Bank of England published developments to their Sterling Monetary Framework with the aim of increasing the availability and flexibility of liquidity insurance provided to solvent financial institutions. This included confirmation that liquidity would be provided at longer maturities, against a wider range of collateral, at lower cost, and with greater predictability of access.

External credit ratings

The Group received a one-notch long-term credit rating downgrade from Standard and Poor's (S&P) in August 2013 and Fitch in September 2013. These changes aligned the Group's long-term ratings with industry peers and thus did not have a material impact on the Group's funding franchise.

In March 2014 Fitch announced that, in light of evolving bank resolution frameworks, downward revisions of Support Rating Floors would be likely within a standard outlook horizon due to weakening of sovereign support assumptions. The Group's current credit rating is not dependent on the Support Rating Floor; therefore it is unlikely that there will be any significant impact on the Group's long-term credit rating. In April 2014, S&P placed a number of European banks' ratings, including the Group's ratings, on negative outlook to reflect the possible removal of government support by the end of 2015.

The Group's short and long term credit ratings from the major rating agencies as at 27 May 2014 are as follows:

 
                   Long Term  Short Term  Subordinated  Date of last rating action/confirmation* 
Standard & Poor's          A         A-1           BBB                               August 2013 
Moody's                   A2         P-1          Baa1                              October 2013 
Fitch                      A          F1            A-                            September 2013 
 

* The outlook for all Moody's and Fitch is Stable; the outlook for S&P is Negative.

The table below sets out the amount of additional collateral the Group would need to provide in the event of a one and two notch downgrade by external credit rating agencies.

 
               Cumulative adjustment for a one notch downgrade  Cumulative adjustment for a two notch downgrade 
                                                         GBPbn                                            GBPbn 
4 April 2014                                               9.0                                              9.0 
4 April 2013                                               4.8                                              8.1 
 

The contractually required cash outflow would not necessarily match the actual cash outflow as a result of management actions that could be taken to reduce the impact of the downgrades.

Outlook for financial risk management

The more accommodating stance from the Bank of England, contained within the Sterling Monetary Framework, suggests that the funding environment for solvent UK banks and building societies is likely to endure. Within this framework, the Bank of England made changes designed to increase the availability and flexibility of liquidity insurance provided to solvent financial institutions; for example, by providing liquidity at longer maturities, against a wider range of collateral, at lower cost and with greater predictability of access.

While uncertainties remain over the definition and implementation of the new Basel III liquidity measures, greater clarity is expected over the coming months with it being anticipated that the European Commission will adopt the delegated LCR Act by 30 June 2014. The Group will continue to monitor unfolding events and the implementation of these metrics in the UK.

As regulators implement new resolution tools with the aim of avoiding bail-outs, rating agencies have announced they are reviewing the implications for financial institutions of reduced extraordinary government support. The Group also continues to monitor regulatory initiatives at the European and UK level which aim to introduce a requirement for firms to hold a minimum level of liabilities which can be 'bailed in' to enable recapitalisation of the Group. This may have an impact on the cost of term wholesale funding.

As several of the Group's competitors have announced strategic changes to refocus on the UK retail banking market, the margin earned on the Group's core products may be squeezed through increased competition. The Group therefore continues to monitor this situation and will adapt its strategies accordingly.

Operational risks

Overview

The Group defines operational risk as the risk of loss resulting from inadequate or failed internal processes, people and systems, or from external events. Operational risk encompasses transformation risk.

This definition is further refined into 7 key risk and control policy areas:

 
    Risk category                            Definition 
Financial reporting    The risk of material error in the external financial 
 and tax                reports, non-compliance with tax laws or codes 
                        or failure to maintain the integrity of the 
                        general ledger. 
Fraud                  The risk of loss or failure caused by an act 
                        of dishonesty, false representation, the failure 
                        to disclose information, or by abuse of position. 
Group security         The risk of loss of data or damage to assets, 
                        including physical and cyber-based attacks, 
                        and unauthorised disclosure of information. 
Information and        The risk of loss or failure arising from inaccurate, 
 financial management   unavailable, incomplete or undefined data; errors 
                        in regulatory and / or internal and external 
                        critical reporting; ungoverned assumptions and 
                        errors in financial planning and or financial 
                        information provided to support material decision 
                        making. 
Infrastructure         The risk of failure to provide a robust technological 
 and resilience         and/or physical infrastructure to support operational 
                        activities and the achievement of business objectives. 
People                 The risk of loss or failure due to the inability 
                        to recruit, develop, reward and retain the required 
                        people resources. 
Transformation         The risk of loss or failure arising from formally 
                        managed project activities that seek to deliver 
                        change in the Group's capabilities. 
 

Operational risk profile

The Group's operational risk function collects and reports on the operational risk events that have occurred, by count and by value, in order to better understand those exposures that require management attention. For the purposes of reporting, the Group defines an operational risk event or loss as a "financial loss, cost or gain arising from an operational risk incident". There is a regulatory requirement for the Group to collect and report on these operational risk events.

The Group reports operational risk events against both internal risk categories as well as by Basel II categories. The use of Basel II categories allows the Group to compare operational risk event experience with the broader industry. Consistent with the Group's historical and industry experience, within this reporting period 96.7% by count, and 97.2% by value, of the Group's operational risk event experience has been recorded against two of the Basel II categories: 'External Fraud' and 'Clients, Products & Business Practices'.

The 'External Fraud' category has been driven by debit and credit card low value, high volume, fraud events whilst the 'Clients, Products & Business Practices' category also reflects PPI claims. As a percentage of total events by count and by value 'External Fraud' events have increased by 9.3% and 5.1% to 73.9% and 30.0% respectively. In comparison, 'Clients, Products & Business Practices' events, by count, have reduced by 3.3%, whilst by value, the Group's experience for this category has increased by 7.8%. Across both of these categories, operational risk event experience remains in line with the industry.

Significant events/environment

The Group continues to invest in new products and services for a growing customer base. The Group's operations are well-controlled, which has resulted in a market leading level of customer service delivery.

Following the successful launch of its new core banking platform in December 2012, the Group is close to completing the migration of 5.2 million accounts from the legacy banking platform onto the new SAP banking platform. This delivery will improve operational risk management and IT running costs for the Group and enhance customer experience through the product propositioning now made available to all customers.

The Group continues to make significant investment in transforming its products and delivery channels through the implementation of new systems and organisational structures and meet consumer expectations of digital banking. The operational complexity of these activities may however increase the inherent risk of system failures or process errors, and the Group works diligently to ensure controls are in place to manage this.

In December 2011, the Government endorsed a recommendation made by the Independent Commission on Banking (ICB) to increase competition in the Personal Current Account (PCA) market, by improving the PCA switching service. The 7 Day Accounting Switching (7DAS) Programme reduced end-to-end switching from 18 to 7 days resulting in a net gain of over 37,000 accounts switched to the Group during 2013/14 and implemented a redirection service to ensure direct debits and payments from old accounts will be automatically redirected to new accounts for a 13 month period.

Acknowledging the scale of regulatory change, including increased reporting and stress testing and the current macro-economic environment, management of operational risk remains a priority and continued improvement in controls is a key focus for management. The Group actively seeks to ensure that it mitigates operational risk through analysis using past experience, and its approach to lessons learnt, where the concepts of continuous improvement and learning from its and others' mistakes are key components to driving operational risk improvement.

Outlook for operational risk

The Group's operational risk profile is informed by risk assessments from the business and by review and challenge by both the second line Operational Risk team and the Operational Risk Committee.

In recognition of the cyber risk facing both the Group and the financial sector in general, the Group continues to focus its efforts on discharging its cyber risk management responsibilities effectively. This ensures that the Group continues to safeguard the organisation and, importantly, its customers.

As the rise of digital banking changes customers' expectations around the availability of banking services, the Group will seek to make digital transactions easier and more available to its customers. With this in mind, the Group will also seek to invest in transforming its products and delivery channels to meet evolving customer and regulatory expectations in this area.

The Operational Risk Framework is subject to regular review, and for 2014/15 some changes to the key risk categories detailed above are being introduced to better align the categories to organisational, governance, and reporting structures.

Customer and compliance risks

Overview

The Group defines 'customer and compliance risk' as the risk that the organisation fails to design and implement operational arrangements, or systems and controls, such that it cannot maintain legal and regulatory compliance, deliver fair customer outcomes or achieve a positive experience for its customers. The definition is further defined into six risk sub-categories:

 
   Risk category                           Definition 
Firm and culture      The risk that the Group fails to implement 
                       operational arrangements, systems and controls 
                       that achieve legal and regulatory compliance 
                       and embed a corporate culture where fair 
                       customer outcomes and the achievement of 
                       a positive experience are central to the 
                       Group's values and behaviours. 
Customer experience   The risk that the Group's customers do not 
                       have a positive experience. 
Retail conduct        The risk that the Group's products and services 
                       (including contracts and terms and conditions) 
                       are not designed, developed and operated 
                       to deliver fair customer outcomes and compliance. 
Wholesale conduct     The risk that the Group's commercial and 
                       financial markets activity is inappropriate 
                       and/or does not comply with regulatory requirements. 
Prudential standards  The risk that the design and operation of 
                       the Group's systems and controls fails to 
                       maintain compliance with prudential requirements. 
Financial crime       The risk that the Group fails to establish 
                       effective systems and controls to prevent 
                       the risk that it might be used to further 
                       financial crime. 
 

Significant events/environment

In recent years, issues associated with non-compliant processes and failures to meet legitimate expectations of customers have proven to be significant source of cost for the industry. The industry will continue to evolve as it responds to the volume and scale of regulation it will experience in the coming years, while also delivering products and services that meet the demands of the Digital Society. The ongoing focus of good consumer outcomes in this environment will remain a key area of risk for the industry.

The Groups's mutual ethos and long standing commitment to "doing the right thing" means it is well placed to meet these challenges and serve its members safely. The business will continue to deliver, and further develop, systems and controls that protect its members, with carefully designed products delivered by a sales force that is well trained and monitored.

Regulatory change

The pace of regulatory change has increased since April 2013, following the regulatory split between the Prudential Regulatory Authority (PRA) and Financial Conduct Authority (FCA). Like most banks and building societies, the Group has been impacted by two core regulatory changes in 2013-14: the Capital Requirements Regulations combined with the Capital Requirements Directive IV, and the lead-up to the Mortgage Market Review (MMR) implementation. In addition, the Group has continued to support the additional changes from the Retail Distribution review and the implementation of the 7-Day Account Switcher Service.

Internal change

The Group has introduced the customer and compliance risk frameworks, which provide a solid foundation for the organisation to understand potential risks to which it could be exposed and to consider these in the design and distribution of products and associated systems and controls.

Nationwide has expanded its Group Compliance division in 2013/14 and it will expand further in 2014/15, with additional skills and capabilities to meet the needs of the changing environment and the Digital Society. A key change has been the recruitment of a Chief Compliance Officer. This move, along with the inclusion of this role on the Executive Committee, recognises the importance of customer and compliance risk to the organisation.

Customer and compliance risk profile

Nationwide has not been subject to the same level of regulatory censure as its main competitors reflecting its commitment to delivering fair customer outcomes. However, the Group recognises the need to continue to transform and innovate to meet the demands of its members, the regulators and the wider financial services industry.

Compared to the industry as a whole, far fewer customer complaints about Nationwide to the Financial Ombudsman Service (FOS) have been upheld: only 10% of the complaints to FOS about the Group have been upheld compared to 51% across the industry as a whole. This reflects the Group's approach to resolving complaints against it fairly.

No additional provision has been made this year for PPI. The Group has continued to experience a significant but declining volume of reactive PPI complaints during the financial year, a substantial proportion of which relate to cases where there has been either no sale or no evidence of mis-selling. The Group continues to re-assess the ultimate level of complaints expected and the appropriateness of the provision, which reflects the redress and associated administration that will be payable in relation to claims it expects to uphold. Further costs in relation to invalid claims are recognised in administrative expenses as incurred.

The Group is reviewing its compliance with various regulatory matters, including consumer credit legislation and during the year it made a provision of GBP69 million in respect of potential customer redress. However, no customer detriment has been identified.

Tax compliance

The statutory reported tax charge for the year is GBP128 million (2013: GBP10 million credit). This represents an effective tax rate of 18.9%, which is lower than the statutory rate in the UK of 23% (2013: 24%). The lower rate is due principally to adjustments with respect to prior periods and the effect of the change in the UK corporation tax rate. Further information is provided in notes 12 and 21.

During the year the Group income statement bore taxes of GBP345 million (2013: GBP258 million) including irrecoverable VAT, bank levy, employment and property taxes which are charged to profit before tax as part of administrative expenses and depreciation. With the exception of the bank levy, all of these amounts are recognised in arriving at underlying profit.

The Group complies with all UK tax laws. Nationwide has an open and transparent relationship with HMRC, such that HMRC has accorded the Group a "low risk" status.

 
Taxes borne in the year       Year      Year 
                                to        to 
                           4 April   4 April 
                              2014      2013 
                              GBPm      GBPm 
Corporate income taxes          87        33 
Bank levy                       17        16 
Taxes on property               24        23 
Employment taxes                47        47 
Indirect taxes                 170       139 
Total                          345       258 
 

In addition, the Group collected and remitted a further GBP397 million (2013: GBP454 million) of taxes to the UK and overseas exchequers through deduction of taxes at source on payroll and customer accounts.

 
Additional taxes collected and remitted              Year      Year 
                                                       to        to 
                                                  4 April   4 April 
                                                     2014      2013 
                                                     GBPm      GBPm 
Tax withheld at source (on savings accounts)          247       303 
Payroll taxes                                         141       134 
Indirect taxes (Insurance Premium Tax and VAT)          9        17 
Total                                                 397       454 
 

Outlook for customer and compliance risk

The FCA, which is significantly more assertive than its predecessor, will continue to develop the regulatory regime around the concept of culture and conduct risk.

The Group will remain alert to the challenges that it faces in a rapidly changing environment, with further development of its controls and processes and a focus on consumer outcomes and protecting the Group's members, now and in the future:

   --       The Group will further enhance the customer and compliance risk frameworks, to improve its identification, management and governance of aggregate risks and enhance its understanding of conduct and culture risk. 

-- The Group will constantly review its products and services, to ensure they continue to meet the Group's members' expectations.

-- The Group will continue to keep pace with the volume of legal and regulatory change, through proactive management of its business strategy and proposition.

This pace of change will continue with the recent transfer of Consumer Credit Regulation to the FCA, and the impending Mortgage Credit Directive; introduction of a new payments regulator; and Senior Managers and Certification Regimes, which will replace the existing Approved Persons Regime (APR).

The PRA and FCA will consult with the industry on the detail in 2014, with the regimes coming into force in 2015, with the intention to capture a wider range of individuals from an accountability and liability perspective than under the existing APR.

There will be increasing prudential requirements being placed on the business, with greater scrutiny on the level of capital required, implementation of the Firm Data Submission (FDS) and a new stress testing regime.

The FCA will continue to develop its regulatory approach in respect of its consumer protection, market integrity and competition objectives, with the focus of supervision being the assessment of whether the firm has the customer at the heart of how the business is being run.

The digitisation of the Group's proposition provides further challenges where legislation and processes are carried forward into the digital age. Increasing standards for conduct could restrict the Group's channels, services or proposition. The Group will design and implement appropriate controls and process in order to continue to provide the services that its members value against the changing regulatory backdrop.

Strategic risks

Strategic risk is split into the following sub-categories:

 
    Risk category                             Definition 
Business model         The risk associated with failing to adopt an 
                        appropriate business model, set appropriate 
                        goals and targets in the Corporate Plan, or 
                        adapt to external developments. 
Reputation             The risk that arises from material adverse publicity 
                        resulting in a loss of confidence from key stakeholders 
                        sufficient to threaten the strategic objectives 
                        of the business. 
Strategic initiatives  The risk that the Group enters into strategic 
                        initiatives that undermine the business model, 
                        or does not enter into appropriate strategic 
                        initiatives that would enhance the business 
                        model. 
 

Strategic risk focuses on large, longer term risks that could become a material problem for the Group. Whilst all business areas are responsible for managing their own risks, management of strategic risk is primarily the responsibility of senior management and committees whose remit encompasses all the risk categories on a Group-wide combined basis.

The management of strategic risk is intrinsically linked to the corporate planning and stress testing processes, and is further supported by the regular provision of consolidated business performance and risk reporting data to the Board and senior risk committees.

Reputation risk is inherent in all risk categories where actions and incidents can affect whether people trust, and wish to do business with, Nationwide. Reputation is monitored via incident reporting, media monitoring, business performance, complaints monitoring and both internal and external benchmarking.

A number of the top and emerging risks have the potential to affect more than one risk category and could have significant impact on the business model if these were to crystallise in the same timeframe. In addition, regulatory changes affecting several risk categories have the potential to threaten the viability of the mutual model.

In particular, the Group faces a challenge to build new digital services that appeal to new members whilst not compromising the traditional services that are valued by longer established customers.

To manage strategic risk, the Group therefore focuses on serving both current and future members while maximising member benefit. Activities are centred on mainstream UK retail personal financial services, with participation in other non-member businesses only where these activities fit with core capabilities, diversify risks, and earn a premium return for members. The Group also operates as a single business unit, with organisational and legal structures aligned to this, which ensures no material exposure to Group 'contagion' risk.

CAPITAL MANAGEMENT REPORT

Capital is held by the Group to protect its depositors, cover its inherent risks, provide a cushion for stress events and support its business strategy. In assessing the adequacy of its capital resources, Nationwide considers its risk appetite in the context of the material risks to which it is exposed and the appropriate strategies required to manage those risks.

The Group manages its capital structure to ensure it continues to meet minimum regulatory requirements, as well as meeting the expectations of other key stakeholders. As part of the risk appetite framework, the Group targets a Common Equity Tier 1 (CET1) ratio amongst the best in market compared to major banking peers. Nationwide's strategy is to meet this primarily through retained earnings, supplemented by external capital issuances where appropriate, as well as the strategic management of credit risk.

Capital position

The Group's capital and leverage ratios have increased this year as a result of a strong trading performance and strategic capital management activities including deleveraging. The successful issuances of core capital deferred shares (CCDS) and Additional Tier 1 (AT1) securities also strengthened the Group's capital base and improved its regulatory capital ratios.

Nationwide's capital position at 4 April 2014 is summarised in the table below. All tables in this section show the capital position for 4 April 2014 on a CRD IV 'end point' basis with the exception of total Tier 1 capital and total regulatory capital resources and associated ratios, which include grandfathered legacy Tier 1 and 2 instruments under transitional rules. This reflects the PRA's accelerated implementation of CET1 deductions, so that they apply in full from 1 January 2014, but retaining transitional phasing for grandfathering of capital instruments. Proforma 4 April 2013 CRD IV capital figures are included on the same basis to allow comparability. In addition, the proforma figures reflect the change in treatment of securitisation exposures rated below BB- as described below.

 
Key capital ratios              4 April 2014  4 April 2013  4 April 2013 
                                                    CRD IV      Basel II 
                                               PROFORMA(2) 
                                   CRD IV(1) 
 
 
Capital - CRD IV (end point) 
 unadjusted 
 CET1 ratio (3)                        14.5%          9.1%         12.3% 
  Leverage ratio (4) 
 
   PRA adjusted ratios                  3.3%          2.2%             - 
  PRA Adjusted CET1 ratio (5)          11.2%                           - 
  PRA Adjusted Leverage ratio 
   (5)                                  3.2%             -             - 
 
 

1. Capital ratios are reported under CRD IV on an 'end point' basis.

2. On 1 January 2014 CRD IV was introduced. The column headed 4 April 2013 CRD IV shows the 4 April 2013 figures on a proforma basis, had these rules applied then, and reflecting a change in treatment of securitisation exposures rated below BB-. It is provided to assist in understanding the changes in the regulatory capital position during the year.

   3   For 4 April 2013, on a Basel II basis Core Tier 1 ratio is reported in this line. 

4 The Group reported a leverage ratio of 2.0% in the 2013 Pillar 3 disclosures. The principal reason for the difference between the figure previously reported and the proforma figure now reported of 2.2% is the change in treatment of securitisation exposures rated below BB-.

5. On 20 June 2013 the PRA published CET1 and leverage ratios for major banks and building societies, including Nationwide, on an adjusted basis to reflect "regulatory headwinds" as estimated by the PRA. They also set minimum targets for these ratios of 7% and 3% respectively.

The introduction of Basel III on 1 January 2014 was implemented through the Capital Requirements Regulation and Directive, together referred to as CRD IV. These new regulations reduced CET1 capital resources, increased capital requirements and made certain existing capital instruments ineligible. As a result, the application of CRD IV reduced the Group's previously reported regulatory capital and capital ratios including the CET1 ratio.

The capital disclosures included in this report are on a Group basis, including all subsidiary entities. For regulatory purposes the Group also reports on an Individual Consolidated basis, which only includes those subsidiaries meeting particular criteria contained within CRD IV. Nationwide's CET1 ratio on this basis at 4 April 2014 is 0.1% lower than the Group basis due to reserves held by entities that sit outside of the Individual Consolidation, with a small impact from the risk weighted assets of these entities. More detail on an Individual Consolidated basis can be found in the Group's 2014 Pillar 3 disclosure.

In December 2013 the Group successfully issued GBP550 million (GBP531 million net of issuance costs) of CCDS which qualifies as CET1 capital. In addition the Group issued GBP1 billion (GBP992 million net of issuance costs) of Additional Tier 1 capital in March 2014. These successful transactions demonstrate that Nationwide has access to the external market when required to support the Group's capital position and the achievement of its strategic objectives.

As part of its capital management strategy the Group bought back GBP506 million of its own permanent interest bearing shares (PIBS) in September and October 2013. This transaction removed instruments that are not eligible as capital under end-point CRD IV rules and generated additional CET1 by crystallising gains. Future liability management options and decisions with respect to capital calls will be made at the Group's discretion in light of the then prevailing market, economic and regulatory conditions.

In June 2013 the PRA set an expectation that major UK firms maintain a minimum 7% end-point CET1 ratio and 3% leverage ratio. In calculating these target ratios, the PRA initially applied adjustments to Nationwide's CET1 resources and applied a risk weight floor to prime mortgages thus increasing risk weighted assets by GBP10.6 billion. The adjustment to capital resources related to the commercial real estate portfolio and this has since been reduced (from GBP0.4 billion to GBP0.1 billion).

Since the year end the Group has sold commercial real estate loans which represented gross balances of GBP694 million at 4 April 2014 and over 90% of its remaining exposure to the German real estate market. The disposal will be recognised in the first quarter of 2014/15 and has a positive impact on the CET1 and leverage ratios on a pro-forma basis of approximately 0.5% and 0.1% respectively.

After applying the PRA adjustments, the adjusted end point CET1 ratio is 11.2% and the adjusted leverage ratio is 3.2% as at 4 April 2014, meaning that the Group's ratios now exceed the targets of 7% and 3% respectively established by the PRA in June 2013.

Total regulatory capital

The table opposite reconciles the general reserves to total regulatory capital and explains the movement in regulatory capital by category.

Explanatory notes (to table opposite)

(1) Under CRD IV the revaluation reserve is included as CET1 capital

(2) Foreseeable distributions in respect of CCDS and AT1 securities are deducted from CET1 capital under CRD IV.

(3) A prudent valuation adjustment is applied in respect of fair valued instruments as required under regulatory capital rules.

(4) Own credit and debit valuation adjustments are applied to remove balance sheet gains or losses of fair valued liabilities and derivatives that result from changes in the Group's own credit standing and risk, in accordance with CRD IV rules.

(5) The available for sale reserve is included in regulatory capital under CRD IV.

(6) CRD IV does not permit the pension fund deficit to be added back to regulatory capital, in contrast to Basel II.

(7) Intangible assets and goodwill do not qualify as capital for regulatory purposes.

(8) Under CRD IV the net capital expected loss over accounting provisions is deducted from CET1 capital, gross of tax. Any provisions in excess of expected loss are included in Tier 2 capital. Under Basel II the deduction was split 50%, net of tax, from Core Tier 1 and 50%, gross of tax, from Tier 2 with the Tier 2 tax offset being counted within Tier 1 capital.

(9) Securitisation assets rated below BB- are being risk weighted at 1250% in the 2014 and proforma disclosures. The Group has changed its treatment of these items, which were previously treated as a deduction from capital, from 1 January 2014. The proforma disclosures for 2013 have been prepared reflecting the revised treatment to aid comparability.

(10) Permanent interest bearing shares and subordinated debt include fair value adjustments related to changes in market interest rates, adjustments for unamortised premiums and discounts that are included in the consolidated balance sheet, and any amortisation of the capital value of Tier 2 instruments required by regulatory rules for instruments with less than five years to maturity. The values are subject to the CRD IV grandfathering cap as at January 2014.

Capital position

 
                                                                   4 April        4 April  4 April 
                                                                      2014           2013     2013 
                                                                    CRD IV         CRD IV    Basel 
                                                              Transitional   Transitional       II 
                                                                      GBPm           GBPm     GBPm 
                                                                              PROFORMA(1) 
General reserve                                                      7,363          6,765    6,765 
Core capital deferred shares (CCDS)                                    531              -        - 
Revaluation reserve (note 1)                                            71             67        - 
Regulatory adjustments and deductions: 
          -- Foreseeable distributions (note 2)                       (45)              -        - 
          -- Prudent valuation adjustment (note 
           3)                                                          (5)           (13) 
          -- Own credit and debit valuation adjustments 
           (note 4)                                                   (17)           (37)        - 
          -- Available for sale reserve (note 5)                      (51)          (252)        - 
          -- Defined benefit pension fund adjustment 
           (note 6)                                                      -              -      263 
          -- Intangible assets (note 7)                              (890)          (821)    (878) 
          -- Goodwill (note 7)                                        (12)           (16)     (16) 
          -- Excess of expected losses over impairment 
           (note 8)                                                (1,096)        (1,130)    (429) 
          -- Securitisation and other positions 
           (note 9)                                                      -           (12)    (251) 
          Total regulatory adjustments and deductions              (2,116)        (2,281)  (1,311) 
Common Equity Tier 1 capital                                         5,849          4,551    5,454 
 
Additional Tier 1 Capital Securities 
 (AT1)                                                                 992              -        - 
Permanent interest bearing shares (note 
 10)                                                                   592            937    1,304 
Tax in respect of expected loss excess 
 over impairment (note 8)                                                -              -      136 
Total Tier 1 capital                                                 7,433          5,488    6,894 
 
Dated subordinated debt (note 10)                                    2,073          2,167    2,281 
Revaluation reserve (note 1)                                             -              -       67 
Surplus of impairment over expected loss 
 (note 8)                                                              171              -        - 
Collectively assessed impairment allowances                             27             91       70 
Deductions: 
 
 --    Excess of expected losses over impairment (note 8)                -              -    (565) 
       -- Securitisation and other positions 
        (note 9)                                                         -              -    (251) 
       Total deductions                                                  -              -    (816) 
Tier 2 capital                                                       2,271          2,258    1,602 
 
Total regulatory capital                                             9,704          7,746    8,496 
 
 

1. On 1 January 2014 CRD IV was introduced. The column headed 4 April 2013 CRD IV shows the 4 April 2013 figures on a proforma basis, had these rules applied then, and reflecting a change in treatment of securitisation exposures rated below BB-. It is provided to assist in understanding the changes in the regulatory capital position during the year.

The new CRD IV regulatory framework replaces the previous set of PRA capital rules, and is supplemented by a number of technical standards published by the European Banking Authority. The PRA published its final rules to implement CRD IV in the UK through Policy Statement PS7/13 and associated Supervisory Statements in December 2013.

Total regulatory capital has increased from GBP8,496 million to GBP9,704 million over the year with increases in CET1 capital, total tier 1 capital and Tier 2 capital despite the fact that CRD IV introduced adjustments which reduce constituents of CET1 and Tier 1 capital, as indicated in the 4 April 2013 CRD IV column. The key movements include:

-- Reduced Common Equity Tier 1 capital, through changes to the definition, such as the recognition of available for sale reserves, the 100% deduction of expected losses from CET1, gross of tax, and the fact that CET1 capital can no longer be adjusted to exclude pension deficits;

-- The first stage of a phased removal of permanent interest bearing shares (PIBS) and some subordinated debt instruments, which will be phased out over eight years from January 2014.

Compared to the proforma 4 April 2013 CRD IV position, CET1 capital has increased as a result of:

   --      Increases in the general reserve (principally from profit after tax); 

-- A reduction in the negative AFS reserve due to deleveraging of our asset backed securities (ABS) portfolio and improved market values;

   --      Net proceeds from the issue of CCDS. 

In addition, total Tier 1 capital has increased compared to the proforma 4 April 2013 CRD IV position as a result of net proceeds from the issue of AT1 capital, offset by the buy back of PIBS.

Taken together these changes account for the increase in total regulatory capital compared to the proforma 4 April 2013 CRD IV position.

Risk weighted assets

 
The table below sets out the Group's   4 April       4 April   4 April 
 risk weighted assets. 
                                          2014          2013      2013 
                                        CRD IV        CRD IV  Basel II 
                                                 PROFORMA(1) 
Risk weighted assets                      GBPm          GBPm      GBPm 
Credit risk: 
  Retail mortgages                      15,105        16,953    16,953 
  Retail unsecured lending               6,899         6,485     6,485 
  Commercial loans                       9,061        13,643    13,643 
  Treasury                               4,304         8,119     2,802 
  Other                                  1,295         1,635     1,107 
Total credit risk                       36,664        46,835    40,990 
Operational risk                         3,762         3,398     3,398 
Market risk                                 29            52        52 
Total risk weighted assets              40,455        50,285    44,440 
 

1. On 1 January 2014 CRD IV was introduced, the column headed 4 April 2013 CRD IV shows the 4 April 2013 figures on a proforma basis, had these rules applied then, and reflecting a change in treatment of securitisation exposures rated below BB-. It is provided to assist in understanding the changes in the regulatory capital position during the year.

The CRD IV Pillar 1 capital requirements (risk weights) are calculated using:

-- The retail IRB approach for prime, buy to let and self-certified mortgages (other than those originated by the Derbyshire, Cheshire and Dunfermline building societies) and unsecured lending;

-- Foundation IRB and the PRA's "slotting" methodology for Treasury and commercial portfolios (other than sovereign exposures);

-- The Standardised approach for all other credit risk exposures, including some treasury and commercial exposures that are exempt from using the IRB approach.

The introduction of CRD IV increased risk weighted assets (RWAs) principally through asset value correlation, credit value adjustments and increased weightings for deferred tax assets. In addition, as referred to above in note 9, the Group elected to risk weight securitisation exposures rated below BB- rather than deduct them from capital such that they are included in treasury RWA's; this change was made from 1 January 2014 but has been reflected in the 4 April 2013 CRD IV proforma disclosures to aid comparability. Compared to the April 2013 CRD IV position, RWAs have decreased by GBP9,830 million. This has been driven by deleveraging of the commercial and treasury ABS portfolios and the transfer of some retail specialised lending portfolios onto the IRB approach.

Key ratios

The table below sets out the key capital ratios:

 
                                            4 April        4 April          4 April 
                                               2014           2013             2013 
                                             CRD IV         CRD IV         Basel II 
                                                       PROFORMA(1) 
Solvency ratios (note 1)                          %              %                % 
Common Equity Tier 1 (CET1)                   14.5%           9.1%             12.3 
Total Tier 1 capital (transitional)           18.4%          10.9%             15.5 
Total regulatory capital (transitional)       24.0%          15.4%             19.1 
 
  Leverage (note 2)                            GBPm           GBPm 
Exposure                                    207,562        205,919 
Capital (excluding PIBS)                      6,841          4,551 
Leverage ratio                                 3.3%        2.2%(3) 
 1. On 1 January 2014 CRD IV was introduced, the column headed 
  4 April 2013 CRD IV shows the 4 April 2013 figures on a proforma 
  basis, had these rules applied then, and reflecting a change 
  in treatment of securitisation exposures rated below BB-. It 
  is provided to assist in understanding the changes in the regulatory 
  capital position during the year. 
  2. Capital ratios above are reported under CRD IV on an 'end 
  point' basis with the exception of total Tier 1 and total regulatory 
  capital, which include grandfathered legacy Tier 1 and 2 instruments 
  under transitional rules. 
  3. The Group reported a leverage ratio of 2.0% in the 2013 Pillar 
  3 disclosures. The principal reason for the difference between 
  the figure previously reported and the proforma figure now reported 
  of 2.2% is the change in treatment of securitisation exposures 
  rated below BB-. 
 
  Explanatory notes 
 
  (1) Solvency ratios are calculated as the relevant eligible regulatory 
  capital divided by risk weighted assets, on a Group basis. 
  (2) The leverage ratio is calculated using the CRR definition 
  of Tier 1 capital, and the December 2010 Basel III exposure definition 
  in accordance with PRA guidance. Exposures include on and off 
  balance sheet exposures with some regulatory adjustments applied. 
  Ratios using alternative definitions of the exposure and capital 
  metrics can be found in section 3 of the Group's Pillar 3 disclosure 
  at nationwide.co.uk. 
 
 

A more detailed review of the Group's capital can be found in sections 3 and 4 of our 2014 Pillar 3 disclosure to be published on 18 June 2014 at www.nationwide.co.uk.

Regulatory developments

Whilst the CRD IV and PRA's policy statement have been published, many of the technical standards being published by the European Banking Authority have not been finalised and the Basel Committee is still consulting on a number of topics.

The leverage ratio has been introduced as a backstop to risk-based capital requirements. The Basel Committee is using a period to 2017 to test a minimum leverage ratio of 3%, whilst the Financial Policy Committee has commenced its own review into the role of the leverage ratio as part of the UK capital framework. This review is expected to be completed by the end of 2014. Furthermore, there is a requirement in CRD IV for the European Banking Authority to consider the impact of the leverage ratio on different business models.

In October 2013, the Bank of England published a Discussion Paper on a framework for stress testing the UK banking system. This new framework assists the PRA to assess the resilience of major UK banks and building societies under stressed macroeconomic and financial conditions. The stress tests will project how firms would be expected to perform under the scenario where there is a significant decline in HPI and a rise in unemployment and the Bank of England base rate. Results of the stress tests are expected to be published by the regulator towards the end of 2014.

The PRA announced in December 2013 that the total Pillar 2A capital requirement should be met with a minimum level of CET1 and Tier 1 capital from January 2015. We anticipate further changes to be announced during 2014 after the anticipated PRA consultation on the Pillar 2 framework.

Outlook for capital management

The Group monitors regulatory changes at a UK, European and global level and, based on current understanding of the reforms, is confident it is well positioned to maintain its overall capital strength as the regulatory framework continues to evolve. All the above regulatory changes are reflected in the Group's capital management plan based on its understanding of the latest developments. The recent capital issuance demonstrates access to external markets and gives increased strategic flexibility to manage the Group's capital position, providing sufficient headroom against future changes to capital requirements.

Regulatory standards, for example the minimum leverage ratio, could increase the regulatory expectations and requirements set for financial services providers are still undergoing change as national and international regulatory initiatives develop. There is a risk that further increases in capital and leverage requirements have the potential to adversely impact the building society model, constraining growth or forcing retrenchment.

There remains a risk that the Financial Policy Committee (FPC) may apply a countercyclical buffer or sectoral capital requirements, which would increase Nationwide's capital requirement and/or risk weighted assets. The FPC has stated its intention to give at least twelve months' notice of any implementation of a countercyclical buffer, providing firms with time to ensure they can meet increased requirements.

 
CONSOLIDATED INCOME STATEMENT 
For the year ended 4 April 2014 
 
                                             Notes     2014    2013* 
                                                       GBPm     GBPm 
Interest receivable and similar income         3      5,295    5,395 
Interest expense and similar charges           4    (2,892)  (3,414) 
Net interest income                                   2,403    1,981 
Fee and commission income                               489      558 
Fee and commission expense                            (135)    (113) 
Income from investments                                   4       13 
Other operating income                         5        134       46 
Losses from derivatives and hedge accounting 
 6                                                     (51)    (165) 
Total income                                          2,844    2,320 
Administrative expenses                        7    (1,611)  (1,420) 
Impairment losses on loans and advances 
 to customers                                  8      (380)    (589) 
Impairment losses on investment securities              (3)      (2) 
Provisions for liabilities and charges         9      (173)    (141) 
Profit before tax                                       677      168 
Taxation 10                                           (128)       10 
Profit after tax                                        549      178 
 

*Comparatives have been restated in accordance with IAS 19 Employee Benefits (Revised). Refer to note 2 for further details.

 
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME 
 For the year ended 4 April 2014 
 
                                                    2014   2013* 
                                                    GBPm    GBPm 
 
Profit after tax                                     549     178 
Other comprehensive income/(expense): 
Items that will not be reclassified to 
 the income statement 
Remeasurements of retirement benefit obligations 
 : 
                                                          ------ 
     Retirement benefit remeasurements before 
      tax                                             82     191 
     Taxation charge                                (33)    (53) 
                                                      49     138 
Revaluation gain on property: 
                                                          ------ 
     Revaluation before tax                            4       3 
     Taxation                                          1       - 
                                                       5       3 
Other items though general reserve, including 
 effect of corporation tax rate change               (1)     (2) 
 
                                                      53     139 
Items that may subsequently be reclassified 
 to the income statement 
Available for sale investments: 
                                                          ------ 
     Fair value movements taken to members' 
      interests and equity                           185     258 
     Amount transferred to income statement           80   (115) 
     Taxation                                       (64)    (39) 
                                                     201     104 
 
Other comprehensive income                           254     243 
 
Total comprehensive income                           803     421 
                                                          ------ 
 

*Comparatives have been restated in accordance with IAS 19 Employee Benefits (Revised). Refer to note 2 for further details.

 
CONSOLIDATED BALANCE SHEET 
 As at 4 April 2014 
                                                        2014     2013 
                                             Notes      GBPm     GBPm 
 
Assets 
Cash                                                   5,342    7,886 
Loans and advances to banks                            2,110    2,522 
Investment securities - available 
 for sale                                             10,563   13,421 
Derivative financial instruments                       3,020    4,212 
Fair value adjustment for portfolio 
 hedged risk                                             221      872 
Loans and advances to customers               11     166,574  159,587 
Investments in equity shares                              29       28 
Intangible assets                                        956      894 
Property, plant and equipment                            852      886 
Investment properties                                      9        8 
Accrued income and expenses 
 prepaid                                                 185      147 
Deferred tax assets                                       33      154 
Current tax assets                                         -       15 
Other assets                                              32       86 
Total assets                                         189,926  190,718 
 
Liabilities 
Shares                                               130,468  125,574 
Deposits from banks                                    1,984    3,230 
Other deposits                                         7,135    6,747 
Due to customers                                       6,208    5,960 
Fair value adjustment for portfolio 
 hedged risk                                              33      150 
Debt securities in issue                              28,557   33,429 
Derivative financial instruments                       2,391    3,885 
Other liabilities                                        269      251 
Provisions for liabilities 
 and charges                                  9          310      318 
Accruals and deferred income                             461      366 
Subordinated liabilities                      12       2,269    2,540 
Subscribed capital                            12         601    1,304 
Deferred tax liabilities                                  25       30 
Current tax liabilities                                   74        - 
Retirement benefit obligations                           235      354 
Total liabilities                                    181,020  184,138 
Core capital deferred shares                  13         531        - 
Other equity instruments                      14         992        - 
General reserve                                        7,363    6,765 
Revaluation reserve                                       71       67 
Available for sale reserve                              (51)    (252) 
Total members' interests and 
 equity                                                8,906    6,580 
Total members' interests, equity and liabilities     189,926  190,718 
 

Consolidated Statement of Movements in MEMBERS' INTERESTS AND EQUITY

For the year ended 4 April 2014

 
                                 Core                Other   General  Revaluation  Available 
                              capital   equity instruments   reserve      reserve   for sale    Total 
                             deferred                                                reserve 
                               shares 
                                 GBPm                 GBPm      GBPm         GBPm       GBPm     GBPm 
At 5 April 2013                     -                    -     6,765           67      (252)    6,580 
Profit for the year                 -                    -       549            -          -      549 
Net movement in available 
 for sale reserve                   -                    -         -            -        201      201 
Net revaluation of 
 property                           -                    -         -            5          -        5 
Reserve transfer                    -                    -         1          (1)          -        - 
Effect of tax rate 
 change on other items 
 through the general 
 reserve                            -                    -       (1)            -          -      (1) 
Net remeasurements 
 of retirement benefit 
 obligations                        -                    -        49            -          -       49 
Total comprehensive 
 income                             -                    -       598            4        201      803 
Issue of core capital 
 deferred shares                  531                    -         -            -          -      531 
Issue of Additional 
 Tier 1 capital                     -                  992         -            -          -      992 
At 4 April 2014                   531                  992     7,363           71       (51)    8,906 
 
 
 
  Consolidated Statement of Movements in Members' Interests AND 
  EQUITY 
  For the year ended 4 April 2013 
 
 
                                 Core                Other   General  Revaluation  Available 
                              capital   equity instruments   reserve      reserve   for sale    Total* 
                             deferred                                                reserve 
                               shares 
                                 GBPm                 GBPm      GBPm         GBPm       GBPm      GBPm 
At 5 April 2012                     -                    -     6,450           65      (356)     6,159 
Profit for the year                 -                    -       178            -          -       178 
Net movement in available 
 for sale reserve                   -                    -         -            -        104       104 
Net revaluation of 
 property                           -                    -         -            3          -         3 
Reserve transfer                    -                    -         1          (1)          -         - 
Effect of tax rate 
 change on other items 
 through the general 
 reserve                            -                    -       (2)            -          -       (2) 
Net remeasurements 
 of retirement benefit 
 obligations                        -                    -       138            -          -       138 
Total comprehensive 
 income                             -                    -       315            2        104       421 
At 4 April 2013                     -                    -     6,765           67      (252)     6,580 
 

*Comparatives have been restated in accordance with IAS 19 Employee Benefits (Revised). Refer to note 2 for further details.

CONSOLIDATED CASH FLOW STATEMENT

For the year ended 4 April 2014

 
                                                           2014     2013* 
                                                Notes      GBPm      GBPm 
Cash flows (used in)/generated from 
 operating activities 
Profit before tax                                           677       168 
Adjustments for: 
- Non-cash items included in profit 
 before tax                                     15          451       922 
- Changes in operating assets                   15      (4,705)   (6,615) 
- Changes in operating liabilities              15        2,200   (1,198) 
- Interest paid on subordinated liabilities               (129)      (93) 
- Interest paid on subscribed capital                      (60)      (88) 
Taxation                                                   (18)      (27) 
Net cash flows used in operating activities             (1,584)   (6,931) 
Cash flows generated from/(used in) 
 investing activities 
Purchase of investment securities                       (2,300)   (3,010) 
Sale and maturity of investment securities                4,634    14,030 
Purchase of property, plant and equipment                 (128)      (53) 
Sale of property, plant and equipment                        20        10 
Purchase of intangible assets                             (208)     (295) 
Proceeds from the sale of an investment 
 in equity shares                                             -        12 
Dividends received from non-Group entities                    4         6 
Net cash flow generated from investing 
 activities                                               2,022    10,700 
 
Cash flows (used in)/generated from 
 financing activities 
Issue of core capital deferred shares                       531         - 
Issue of Additional Tier 1 capital                          992         - 
Issue of debt securities in issue                        21,013    27,535 
Redemption of debt securities in issue                 (25,401)  (32,492) 
Maturity of subordinated liabilities                      (153)     (200) 
Redemption of subscribed capital                          (506)     (305) 
Issue of subordinated liabilities                             -     1,068 
Net cash flows used in financing activities             (3,524)   (4,394) 
 
Net decrease in cash                                    (3,086)     (625) 
Cash and cash equivalents at start 
 of year                                                 10,075    10,700 
Cash and cash equivalents at end of 
 year                                           15        6,989    10,075 
 

*Comparatives have been restated in accordance with IAS 19 Employee Benefits (Revised). Refer to note 2 for further details.

NOTES TO THE PRELIMINARY RESULTS ANNOUNCEMENT

   1   Reporting period 

These results have been prepared as at 4 April 2014 and show the financial performance for the year from, and including, 5 April 2013 to this date.

   2   Basis of preparation 

The 2014 preliminary results have been prepared in line with International Financial Reporting Standards (IFRSs) and interpretations (IFRICs) issued by the International Financial Reporting Interpretations Committee, as adopted by the European Union and in effect for the year ended 4 April 2014. The accounting policies adopted for use in the preparation of this Preliminary Results Announcement and which will be used in preparing the Annual Report and Accounts for the year ended 4 April 2014 were included in the 'Annual Report and Accounts 2013' document except as detailed below. Copies of this document are available atnationwide.co.uk/about_nationwide/results_and_accounts

Changes in accounting policy

The following IFRS pronouncements, relevant to the Group, were adopted with effect from 5 April 2013:

-- IAS 19 Employee Benefits (Revised): The revised standard updates the recognition, presentation and disclosures of retirement benefit plans. The most significant impact for the Group is the replacement of the interest cost and expected return on plan assets with a single interest amount calculated by applying the discount rate to the net defined asset or liability.

The impact of adopting IAS 19 Employee Benefits (Revised) for the year ended 4 April 2014 has been a reduction in profit before tax of GBP31 million with a corresponding increase in other comprehensive income. The changes have been applied retrospectively and comparatives restated accordingly.

A summary of the line item restatements for the year ended 4 April 2013 is provided below. There has been no impact on the Group's total assets, net assets or reserves at 4 April 2014 or 4 April 2013 as a result of the restatement.

 
                                         Previously  Adjustment 
                                          published                      Restated 
                                  Notes        GBPm        GBPm              GBPm 
Income statement 
 for the year ended 4 April 
 2013 
Interest receivable and similar 
 income                             3         5,581       (186)             5,395 
Interest expense and similar 
 charges                            4       (3,563)         149           (3,414) 
Net interest income                           2,018        (37)             1,981 
 
Administrative expenses             7       (1,415)         (5)           (1,420) 
 
Profit before tax                               210        (42)               168 
Taxation                           10             -          10                10 
Profit after tax                                210        (32)               178 
 
Other comprehensive income 
 for the year ended 4 April 2013 
Remeasurements of retirement benefit 
 obligations: 
- Retirement benefit remeasurements 
 before tax                                     149          42               191 
- Taxation                                     (43)        (10)              (53) 
                                                106          32               138 
 

In addition, notes 15 (Notes to the cash flow statement) and 17 (Operating segments) have been impacted by the restatement.

-- IFRS 13 Fair Value Measurement: The standard has replaced guidance on fair value measurement in previous IFRS accounting publications with a single standard. The standard, which is required to be applied prospectively, provides guidance on the calculation of the fair value of financial and non-financial assets and liabilities and additionally requires enhanced disclosures. With the exception of the enhanced disclosures, the new standard has not had a material impact for the Group.

The additional disclosures, which include valuation techniques, inputs used in measuring fair value and significant detail on the fair value hierarchy, have been given in note 18. The disclosure requirements of IFRS 13 do not require comparative information to be provided for periods prior to initial application.

-- Amendments to IFRS 7 Disclosures - Offsetting Financial Assets and Financial Liabilities: The amendments require disclosure of the effect or potential effects of netting arrangements on an entity's financial position including financial instruments that are subject to an enforceable master netting arrangement or similar agreement. The amendments have been applied retrospectively with the additional disclosures provided in note 20.

-- IAS 39 (Amendments) Novation of derivatives and continuation of hedge accounting: The amendment provides relief from discontinuing hedge accounting in the limited situations where a novation has been made to clearing counterparty as a consequence of laws or regulations. The Group applied the amendment in the current year, although it did not have a material impact on the results or financial position of the Group.

Future accounting developments

An overview of pronouncements that will be relevant to the Group in future periods was provided in the 2013 Annual Report and Accounts. The IASB has issued further pronouncements; however, the Group does not expect adoption of any of the new guidance to have a significant impact on its results with the exception of IFRS 9 Financial Instruments.

The following new guidance should be noted:

-- IFRS 9 Financial Instruments replaces IAS 39. Changes include classification and measurement of the Group's financial assets and liabilities, the recognition of impairment, and hedge accounting. A number of the proposals are not expected to be finalised until later in 2014. It is therefore not yet possible to estimate the financial effects of the new standard, although it is expected to have a significant impact for the Group, in line with the wider industry. Subject to confirmation by the IASB later in 2014, IFRS 9 is expected to be effective for annual periods beginning on or after 1 January 2018.

-- IFRIC 21 Levies - this interpretation provides guidance on accounting for the liability to pay a government imposed levy. IFRIC 21 is effective for annual periods beginning on or after 1 January 2014, subject to endorsement by the EU. The interpretation will impact the timing of recognition of FSCS and bank levies throughout the financial year, but will not impact the full year results.

Going concern

The Group's business activities and financial position, the factors likely to affect its future development and performance, its objectives and policies in managing the financial risks to which it is exposed, and its capital, funding and liquidity positions are discussed in the Business and Risk Report in this document.

In the light of current and anticipated economic conditions, the Directors have assessed the Group's ability to continue as a going concern. The Directors confirm they are satisfied that the Group has adequate resources to continue in business for the foreseeable future and that therefore, it is appropriate to adopt the going concern basis in preparing this preliminary financial information.

   3   Interest receivable and similar income 
 
                                                  2014    2013* 
                                                  GBPm     GBPm 
On residential mortgages                         4,825    4,851 
On other loans                                   1,039    1,130 
On investment securities                           396    1,280 
On other liquid assets                              38       49 
Net expense on financial instruments hedging 
 assets                                        (1,003)  (1,915) 
                                                 5,295    5,395 
 

*Comparatives have been restated in accordance with IAS 19 Employee Benefits (Revised). Refer to note 2 for further details.

Included within interest receivable and similar income is interest accrued on loans three or more months in arrears: GBP44 million (2013: GBP43 million) and the unwind of the discount on impairment provisions: GBP66 million (2013: GBP46 million).

Interest receivable on residential mortgages includes adjustments to reflect the changes in the Group's effective interest rate assumptions, including a charge of GBP20 million (2013: GBP18 million) in respect of an update of early redemption charges and a credit of GBP12 million (2013: GBP2 million) which resulted from an update to effective interest rate assumptions applicable to the recognition of mortgage fee income.

The lower amounts recorded in the financial year for interest receivable on investment securities and net expense on financial instruments hedging assets are driven primarily by a significant number of disposals of investment securities during the prior year as part of an exercise to deleverage legacy treasury assets. These disposals generated a net loss of GBP45 million (2013: GBP139 million net gain).

   4   Interest expense and similar charges 
 
                                                                  2014                2013* 
                                                                  GBPm                 GBPm 
On shares held by individuals                                   2,250               2,741 
On subscribed capital                                               59                   89 
On deposits and other borrowings; 
 - Subordinated liabilities                           129                 96 
 - Other                                               167                 210 
On debt securities in issue                                        814                  944 
Foreign exchange differences                                        28                    - 
Net income on financial instruments hedging 
 liabilities                                                     (570)                (689) 
Interest on net defined benefit pension liability                   15                   23 
                                                                 2,892                3,414 
 

*Comparatives have been restated in accordance with IAS 19 Employee Benefits (Revised). Refer to note 2 for further details.

Interest expense is net of a GBP38 million credit (2013: GBP60 million credit) which resulted from an update of the Group's effective interest rate assumptions in relation to savings accounts which offer an initial bonus.

   5   Other operating income 
 
                                                                   2014                 2013 
                                                                   GBPm                 GBPm 
Net gain on redemption of subscribed capital                       125                    43 
Rental income                                                         5                    5 
Profit from sale of property, plant and equipment                     4                    - 
Other                                                                 -                  (2) 
                                                                    134                   46 
 
   6   Losses from derivatives and hedge accounting 
 
                                                                 2014               2013 
                                                                 GBPm               GBPm 
 
Losses from fair value hedge accounting (note 
 i)                                                              (66)              (113) 
Fair value movement attributable to mortgage 
 commitments (note ii)                                              1                 14 
Fair value gains/(losses) from other derivatives 
 (note iii)                                                        14               (66) 
                                                                 (51)              (165) 
 

Notes

(i) Gains or losses from fair value hedges can arise where there is an IFRS hedge accounting relationship in place and either:

-- the relationship passed all the monthly effectiveness tests but the fair value of the derivative was not exactly offset by the change in fair value of the asset or liability being hedged (sometimes referred to as hedge ineffectiveness) or

-- the relationship failed a monthly effectiveness test which, for that month, disallows recognition of the change in fair value of the underlying asset or liability being hedged and in following months leads to the amortisation of existing balance sheet positions.

(ii) The Group elects to fair value its mortgage commitments in order to reduce the accounting mismatch caused when derivatives are used to hedge mortgage commitments.

(iii) Other derivatives are those used for economic hedging but which are not in an IAS 39 hedge accounting relationship because hedge accounting is not currently achievable.

Although the Group only uses derivatives for the hedging of risks, income statement volatility can still arise due to hedge accounting ineffectiveness or because hedge accounting is not achievable. Management recognise that this arises from the application of accounting rules which do not reflect the economic reality of the business and as such this volatility will continue period on period but will always trend back to zero over time.

A loss of GBP51 million (2013: loss of GBP165 million) has been recognised in the year for derivatives and hedge accounting. Included within this result was the impact of the following:

-- Losses of GBP66 million (2013: losses of GBP113 million) on hedge relationships. The 2014 charge includes losses of GBP65 million (2013: GBP84 million gain) on micro hedges, resulting from relatively large sterling and euro interest rate increases in the first half of the year, coupled with bond maturities and disposals. The 2013 charge includes losses of GBP203 million principally arising from the amortisation of balances relating to past ineffectiveness on fixed rate mortgages.

-- A GBP5 million gain (2013: loss of GBP74 million) on cross currency interest rate swaps which economically hedge non-sterling wholesale funding, but where hedge accounting is not currently achievable.

The overall impact of derivatives will remain volatile from period to period as new derivative transactions replace those which mature to ensure that interest rate and other market risks are continually managed.

   7   Administrative expenses 
 
                                             2014  2013* 
                                             GBPm   GBPm 
Employee costs: 
- Wages and salaries                          439    413 
- Bonuses                                      63     67 
- Social security costs                        48     47 
- Pension costs                                86     77 
                                              636    604 
Other administrative expenses                 676    584 
Bank levy (note 9)                             17     16 
                                            1,329  1,204 
Depreciation, amortisation and impairment     282    216 
                                            1,611  1,420 
 

*Comparatives have been restated in accordance with IAS 19 Employee Benefits (Revised). Refer to note 2 for further details.

Administrative expenses include GBP75 million (2013: GBP16 million) of transformation costs, including a charge of GBP18 million relating to severance provisions (2013: GBP7 million) and a charge of GBP9 million (2013: GBP1 million) relating to onerous lease and other property related provisions. Transformation costs are driven primarily by ongoing integration of the activities of the Derbyshire, Cheshire and Dunfermline brands, as well as strategic changes to the Group's IT service delivery model.

   8   Impairment losses on loans and advances to customers 

The following provisions have been deducted from the appropriate asset values in the balance sheet:

 
                                                      2014      2013 
                                                      GBPm      GBPm 
Impairment charge/(credit) for the year 
Prime residential                                        -       (6) 
Specialist residential                                   -        22 
Consumer banking                                        60        79 
Commercial lending                                     309       493 
Other lending                                           11         1 
                                                       380       589 
Impairment provision at the end of the year 
Prime residential                                       18        32 
Specialist residential                                  84       133 
Consumer banking                                       173        87 
Commercial lending                                   1,001       958 
Other lending                                           12        14 
                                                     1,288     1,224 
 
 

The Group impairment provision of GBP1,288 million at 4 April 2014 (2013: GBP1,224 million) comprises individual provisions of GBP959 million (2013: GBP871 million) and collective provisions of GBP329 million (2013: GBP353 million).

Further credit risk related information on loans and advances to customers is included in the Business and Risk Report.

   9   Provisions for liabilities and charges 
 
                                         Bank  FSCS  Customer        Other  Total 
                                         levy         redress   provisions 
                                         GBPm  GBPm      GBPm         GBPm   GBPm 
At 5 April 2013                             8   133       142           35    318 
Provisions utilised                      (19)  (95)      (87)         (13)  (214) 
Charge for the year                        17   104        72           27    220 
Release for the year                        -     -       (3)         (11)   (14) 
Net income statement charge                17   104        69           16    206 
At 4 April 2014                             6   142       124           38    310 
 
At 5 April 2012                             5   111       105           74    295 
Provisions utilised                      (13)  (46)      (36)         (31)  (126) 
Charge for the year                        16    68        73            8    165 
Release for the year                        -     -         -         (16)   (16) 
Net income statement charge/(release)      16    68        73          (8)    149 
At 4 April 2013                             8   133       142           35    318 
 

The income statement charge for provisions for liabilities and charges of GBP173 million (2013: GBP141 million) includes the FSCS charge of GBP104 million (2013: GBP68 million) and the customer redress charge of GBP69 million (2013: GBP73 million).

The net income statement charge for bank levy of GBP17 million (2013: GBP16 million) and other provisions of GBP16 million (2013: GBP8 million credit) are included within administrative expenses in the income statement.

Financial Services Compensation Scheme (FSCS)

The FSCS, the UK's independent statutory compensation fund for customers of authorised financial services firms, pays compensation if a firm is unable to pay claims against it. The FSCS is funded by levies on the industry.

Following the default of a number of deposit takers, the FSCS borrowed funds from HM Treasury, which currently total approximately GBP17 billion, to meet the compensation costs for customers of those firms. The FSCS recovers the interest cost, together with ongoing management expenses, by way of annual levies on member firms. The charge recognised by the Group for interest is GBP57 million (2013: GBP26 million), which comprises GBP44 million for the 2014/15 scheme year and a GBP13 million adjustment to the 2013/14 scheme year reflecting fluctuating gilt rates by reference to which the interest is calculated.

While it is anticipated that the majority of the borrowings will be repaid wholly from recoveries from the institutions concerned, the FSCS has advised of an expected shortfall. At current rates and based on latest information which is subject to change, the Group's share of the expected remaining shortfall will total approximately GBP70 million. In line with the intentions of the FSCS on timing of resultant levies, the Group has recognised GBP35 million of this amount within the 2013/14 charge with the remaining GBP35 million expected during the next financial year.

The Group has also recognised GBP12 million in respect of the shortfall resulting from the failure of the Dunfermline Building Society. The FSCS has confirmed that this levy will be made during September 2014. Potential further shortfalls in relation to Dunfermline Building Society in future years remain uncertain in terms of both quantification and timing.

The amount provided by the Group of GBP142 million (2013: GBP133 million) comprises GBP91 million of interest and capital due relating to 2014/15 scheme year and GBP51 million of interest due relating to the 2013/14 scheme year.

Customer redress

The Group holds a provision for customer redress which reflects management's best estimate of the cost of complaints related to past sales of financial products, including PPI.

The Group has continued to experience a significant but declining volume of reactive PPI complaints during the financial year, a substantial proportion of which relate to cases where there has been either no sale or no evidence of mis-selling. The Group continues to re-assess the ultimate level of complaints expected and the appropriateness of the provision, which reflects the redress and associated administration that will be payable in relation to claims we expect to uphold. Further costs in relation to invalid claims are recognised in administrative expenses as incurred.

In line with much of the industry, the Group is reviewing its compliance with various regulatory matters, including consumer credit legislation, and has made a provision of GBP69 million in respect of potential customer redress.

Other provisions

Other provisions include provisions for severance costs and a number of property related provisions. Provisions are made for the expected severance costs in relation to the Group's restructuring activities where there is a present obligation and it is probable that the expenditure will be made. All components of the net charge for other provisions in the years ended 4 April 2013 and 4 April 2014 are included within administrative expenses.

   10   Taxation 

A current year tax charge of GBP161 million (2013: GBP41 million) has been offset by adjustments in relation to prior periods of GBP18 million (2013: GBP44 million) and the impact of the change in the corporation tax rate on deferred tax of GBP15 million (2013: GBP7 million) to result in the tax charge of GBP128 million (2013: credit of GBP10 million) as shown below:

 
                                                 2014               2013* 
                                                 GBPm                GBPm 
 
 Current Tax: 
  UK corporation tax                               87                  33 
  Corporation tax - adjustment in respect of 
   prior years                                    (3)                (29) 
 Total current tax                                 84                   4 
 Deferred tax: 
  Current year                                     74                   8 
  Adjustment in respect of prior years           (15)                (15) 
  Effect of corporation tax rate change          (15)                 (7) 
Total deferred taxation                            44                (14) 
Tax charge/(credit)                               128                (10) 
 

*Comparatives have been restated in accordance with IAS 19 Employee Benefits (Revised). Refer to note 2 for further details.

The actual tax charge differs from the theoretical amount that would arise using the standard rate of corporation tax in the UK as follows:

 
                                                                    2014              2013* 
                                                                    GBPm               GBPm 
 
 Profit before tax                                                   677                168 
 Tax calculated at a tax rate of 23% (2013: 
  24%)                                                               156                 40 
 Adjustments in respect of prior years                              (18)               (44) 
 Effect of different tax rates in other countries                    (3)                (4) 
 Expenses not deductible for tax purposes:                            2                   2 
  Building depreciation                                                4                  4 
  Bank levy                                                            2                  - 
  Other 
 Previously unrecognised losses                                        -                (1) 
  Effect of corporation tax rate change                             (15)                (7) 
                                                                     128               (10) 
 

*Comparatives have been restated in accordance with IAS 19 Employee Benefits (Revised). Refer to note 2 for further details.

   11   Loans and advances to customers 
 
                                                  2014     2013 
                                                  GBPm     GBPm 
Prime residential mortgages                    119,301  110,587 
Specialist residential mortgages                26,257   24,806 
Consumer banking                                 3,689    3,401 
Commercial lending                              16,283   18,958 
Other lending                                      164      422 
                                               165,694  158,174 
Fair value adjustment for micro hedged risk*       880    1,413 
                                               166,574  159,587 
 

*The fair value adjustment for micro hedged risk relates to commercial lending

Loans and advances to customers in the table above are shown net of impairment provisions held against them.

Asset backed funding

Certain prime residential mortgages have been pledged to the Group's asset backed funding programmes or utilised as whole mortgage loan pools for the Bank of England's (BoE) Funding for Lending Scheme (FLS). The programmes have enabled the Group to obtain secured funding or to create additional collateral which could be used to source additional funding.

Mortgages pledged and the nominal values of the notes in issue are as follows:

 
 
                            Mortgages                    2014 
                             Pledged                      Notes in issue 
                                   Held by third    Held by the Group     Total notes 
                                         parties                             in issue 
                                                      Drawn     Undrawn 
                             GBPm           GBPm       GBPm        GBPm          GBPm 
 
Covered bond programme     20,211          9,457          -       4,500        13,957 
Securitisation programme   24,303          6,906          -      12,291        19,197 
Whole mortgage loan 
 pools                     13,762              -     11,681       2,081        13,762 
                           58,276         16,363     11,681      18,872        46,916 
 
 
 
                                                           2013 
                            Mortgages                   Notes in issue 
                             pledged 
                                   Held by third     Held by the Group         Total notes 
                                         parties                                  in issue 
                                                      Drawn   Undrawn 
                             GBPm           GBPm       GBPm      GBPm                 GBPm 
 
Covered bond programme     21,856         11,376          -     4,500               15,876 
Securitisation programme   24,994          7,606      1,250    12,291               21,147 
Whole mortgage loan 
 pools                      4,891              -      3,490     1,401                4,891 
                           51,741         18,982      4,740    18,192               41,914 
 
 

The securitisation programme notes are issued by Silverstone Master Issuer plc. Silverstone Master Issuer plc is fully consolidated into the accounts of the Group.

The whole mortgage loan pools are pre-positioned at the BoE under the FLS. No loans are issued when pre-positioning the mortgage loan pools at the BoE. Instead, the whole loan pool is pledged to the BoE and drawings are made directly against the eligible collateral, subject to a haircut. Therefore, values shown under notes in issue are the whole mortgage loan pool notional balances.

Mortgages pledged include GBP2.9 billion (2013: GBP3.6 billion) in the covered bond and securitisation programmes that are in excess of the amount contractually required to support notes in issue.

Mortgages pledged are not derecognised from the balance sheet as the Group has retained substantially all the risks and rewards of ownership. The Group continues to be exposed to the liquidity risk, interest rate risk and credit risk of the mortgages. No gain or loss has been recognised on pledging the mortgages to the programmes.

Notes in issue and held by third parties are included within debt securities in issue.

Notes in issue, held by the Group and drawn are:

-- Debt securities issued by the programmes to the Society which have been used as collateral in sale and repurchase agreements with third parties, and

-- Whole mortgage loan pools securing amounts drawn under the FLS. At 4 April 2014 the Group had outstanding FLS drawings of GBP8.5 billion (2013: GBP2.5 billion).

Notes in issue, held by the Group and undrawn are debt securities issued by the programmes to the Society and mortgage loan pools that have been pledged to the BoE FLS but not utilised. The majority of these are held to provide collateral for potential future use in repurchase agreements or central bank operations.

In accordance with accounting standards, notes in issue and held by the Group are not recognised in the balance sheet.

The Society established the Nationwide Covered Bond programme in November 2005. Mortgages pledged provide security for issues of covered bonds made by the Society. During the year ended 4 April 2014 GBP0.03 billion and EUR2.0 billion (GBP1.4 billion sterling equivalent) of notes matured. There were no new issuances in the year.

The Society established the Silverstone Master Trust securitisation programme in July 2008. Mortgages pledged are held by Silverstone Finance Trustee Limited. The proceeds of notes issued by this programme have been used to purchase a share of the beneficial interest in the mortgages pledged for the benefit of the note holders. The remaining beneficial interest in the pledged mortgages of GBP6.4 billion (2013: GBP4.0 billion) stays with the Society and incorporates its required minimum seller share in accordance with the rules of the programme. The Group is under no obligation to support losses incurred by the programme or holders of the notes and does not intend to provide such further support. The entitlement of note holders is restricted to payment of principal and interest to the extent that the resources of the programme are sufficient to support such payment and the holders of the notes have agreed not to seek recourse in any other form. During the year ended 4 April 2014 GBP1.25 billion and $0.55 billion (GBP1.6 billion sterling equivalent) of notes were redeemed early or matured. There were no new issuances in the year.

   12   Subordinated liabilities and subscribed capital 
 
                                               2014   2013 
                                               GBPm   GBPm 
Subordinated liabilities 
Subordinated notes                            2,198  2,426 
Fair value adjustment for micro hedged risk      85    130 
Unamortised premiums and issue costs           (14)   (16) 
                                              2,269  2,540 
Subscribed capital 
Permanent interest bearing shares               562  1,068 
Fair value adjustment for micro hedged risk      64    270 
Unamortised premiums and issue costs           (25)   (34) 
                                                601  1,304 
 

All of the Society's subordinated notes and permanent interest bearing shares (PIBS) are unsecured. The Society may, with the prior consent of the Prudential Regulation Authority (PRA), repay the PIBS and redeem the subordinated notes early.

The subordinated notes rank pari passu with each other and behind claims against the Society of all depositors, creditors and investing members, other than the holders of PIBS, Additional Tier 1 (AT1) capital and core capital deferred shares (CCDS).

The PIBS rank pari passu with each other and the AT1 instruments, behind claims against the Society of the subordinated note holders but ahead of claims by the holders of CCDS.

In September 2013, the Group, with the consent of the PRA, redeemed GBP485 million of PIBS. In October 2013, the Group, with the consent of the PRA, redeemed a further GBP21 million of PIBS. The redemptions resulted in a net gain of GBP125 million in other operating income.

   13   Core capital deferred shares (CCDS) 
 
 
                                                    CCDS        Share premium                         Total 
                                                    GBPm                 GBPm                          GBPm 
 
At 5 April 2013            -                                                -                             - 
Issuance                                               6                  544                           550 
Issue costs (net of tax)                               -                 (19)                          (19) 
At 4 April 2014                                        6                  525                           531 
 

In December 2013, the Society issued 5,500,000 of new GBP1 core capital deferred shares (CCDS) at GBP100 per share. The gross proceeds of the issuance were GBP550 million (GBP531 million net of issuance costs).

CCDS are a new form of Common Equity Tier 1 (CET 1) capital which have been developed to enable the Group to raise capital from the capital markets. Previously issued Tier 1 capital instruments, PIBS, no longer meet the capital requirements of CRD IV and are being gradually phased out under the grandfathering regime.

CCDS rank pari passu to each other and are junior to claims against the Society of all depositors, creditors and investing members. Each holder of CCDS has one vote, regardless of the number of CCDS held.

In the event of a winding up or dissolution of the Society and if there was surplus available, the amount that the investor would receive for each CCDS held is limited to the average principal amount in issue, which is currently GBP100 per share.

There is a cap placed on the amount of distributions that can be paid to holders of CCDS in any financial year. The cap is currently set at GBP15.24 per share and is adjusted annually in line with CPI.

The Directors have declared an unconditional final distribution of GBP5.50 per CCDS in respect of the financial year ended 4 April 2014, amounting in aggregate to GBP30 million. The distribution will be recognised in the statement of movements in members' interests and equity in the financial year ended 4 April 2015.

   14   Other equity instruments 

In March 2014, the Society issued GBP1,000 million (GBP992 million net of issuance costs) of new Additional Tier 1 (AT1) capital.

AT1 instruments rank pari passu to each other and to PIBS. They are junior to claims against the Society of all depositors, creditors and investing members, other than the holders of CCDS.

AT1 instruments pay a fully discretionary, non-cumulative fixed coupon at an initial rate of 6.875% per annum. The rate will reset on 20 June 2019 and every five years thereafter to the five year mid swap rate plus 4.88%. Coupons are paid semi-annually in June and December. The first coupon payment of GBP19 million, covering the period to 19 June 2014, is expected to be paid on 20 June 2014 and will be recognised in the statement of movements in members' interests and equity in the financial year ended 4 April 2015.

AT1 instruments have no maturity date. They are repayable at the option of the Society on 20 June 2019 and on every fifth anniversary thereafter. AT1 is only repayable with the consent of the PRA.

If the fully-loaded CET1 ratio for the Society, on either a consolidated or unconsolidated basis, falls below 7% the AT1 instruments convert to CCDS instruments at a rate of one CCDS share for every GBP80 of AT1 holding.

    15   Notes to the cash flow statement 
 
                                                         2014           2013* 
                                                         GBPm            GBPm 
Non-cash items included in profit before tax 
Net increase in impairment provisions                      64             381 
Net (decrease)/increase in provisions for liabilities 
 and charges                                              (8)              23 
Impairment losses on investment securities                  3               2 
Depreciation, amortisation and impairment                 282             216 
Profit on sale of property, plant and equipment           (4)               - 
Interest on subordinated liabilities                      129              96 
Interest on subscribed capital                             59              89 
Losses from derivatives and hedge accounting               51             165 
Gain on the redemption of subscribed capital            (125)            (43) 
Gain on the sale of investments in equity shares            -             (7) 
                                                          451             922 
 
 
Changes in operating assets 
Loans and advances to banks                           (130)                 7 
Investment securities                                   524         (1,116) 
Derivative financial instruments and fair value 
 adjustment for portfolio hedged risk                 1,792               257 
Deferred tax assets                                     121               75 
Loans and advances to customers                     (7,051)         (5,799) 
Other operating assets                                   39              (39) 
                                                    (4,705)         (6,615) 
Changes in operating liabilities 
Shares                                                4,894              (43) 
Deposits from banks, customers and others             (610)             (165) 
Derivative financial instruments and fair value 
 adjustment for portfolio hedged risk               (1,611)             (530) 
Debt securities in issue                              (484)             (468) 
Deferred tax liabilities                                (5)                 2 
Retirement benefit obligations                        (119)             (163) 
Other operating liabilities                             135               169 
                                                      2,200           (1,198) 
 
 
Cash and cash equivalents 
Cash                                                5,342           7,886 
Loans and advances to banks repayable in 3 months 
 or less                                            1,647              2,189 
                                                    6,989          10,075 
 

*Comparatives have been restated in accordance with IAS 19 Employee Benefits (Revised). Refer to note 2 for further details

The Group is required to maintain balances with the Bank of England which, at 4 April 2014, amounted to GBP315 million (2013: GBP185 million). These balances are included within loans and advances to banks on the balance sheet and are not included in the cash and cash equivalents in the cash flow statement as they are not liquid in nature.

   16   Contingent liabilities 

The Group does not expect the ultimate resolution of any threatened or actual legal proceedings to have a significant adverse impact on the financial position of the Group.

   17   Operating segments 

For management reporting purposes, the Group is organised into the following business streams, determined according to similar economic characteristics and customer base:

   --      Retail 
   --      Commercial 
   --      Head office functions. 

The Group uses a funds transfer pricing mechanism to recognise the internal cost of funds and allocate this cost between different product groups and business segments. The retail and commercial business segments are charged for the benefit of free capital as part of the funds transfer pricing mechanism. Comparative results for the year ended 4 April 2013 have been restated in order to align presentation with 4 April 2014, updating the funding costs to reflect a change in capital allocation methodology. In addition, the comparative results are restated for the impact of IAS 19 Employee Benefits (Revised) explained in note 2.

 
2014                                  Notes    Retail  Commercial  Head office    Total 
                                                                     functions 
                                                 GBPm        GBPm         GBPm     GBPm 
Net income/(expense) from external 
 customers                                      2,853         683      (1,133)    2,403 
(Charge)/revenue from other 
 segments                                       (216)       (564)          780        - 
Net interest income                             2,637         119        (353)    2,403 
Other income                           (i)        353          17          122      492 
Total revenue                                   2,990         136        (231)    2,895 
Administrative expenses               (ii)    (1,417)        (59)         (43)  (1,519) 
Impairment and other provisions       (iii)     (129)       (309)         (14)    (452) 
Underlying profit/(loss) before 
 tax                                            1,444       (232)        (288)      924 
FSCS levies                                     (104)           -            -    (104) 
Transformation costs                             (40)           -         (35)     (75) 
Bank levy                                           -           -         (17)     (17) 
Losses from derivatives and 
 hedge accounting                                   -           -         (51)     (51) 
Profit/(loss) before tax                        1,300       (232)        (391)      677 
Taxation                                                                          (128) 
Profit after tax                                                                    549 
 
Total assets                          (iv)    149,259      17,163       23,504  189,926 
Total liabilities                             135,925       1,039       44,056  181,020 
 
 
2013                                  Notes    Retail  Commercial  Head office    Total 
                                                                     functions 
                                                 GBPm        GBPm         GBPm     GBPm 
Net income/(expense) from external 
 customers                                      2,284         794      (1,097)    1,981 
(Charge)/revenue from other 
 segments                                       (343)       (720)        1,063        - 
Net interest income                             1,941          74         (34)    1,981 
Other income                           (i)        433          18           53      504 
Total revenue                                   2,374          92           19    2,485 
Administrative expenses               (ii)    (1,309)        (46)         (33)  (1,388) 
Impairment and other provisions       (iii)     (166)       (493)          (5)    (664) 
Underlying profit/(loss) before 
 tax                                              899       (447)         (19)      433 
FSCS levies                                      (68)           -            -     (68) 
Transformation costs                              (3)           -         (13)     (16) 
Bank levy                                           -           -         (16)     (16) 
Losses from derivatives and 
 hedge accounting                                   -           -        (165)    (165) 
Profit/(loss) before tax                          828       (447)        (213)      168 
Taxation                                                                             10 
Profit after tax                                                                    178 
 
Total assets                          (iv)    138,810      20,371       31,537  190,718 
Total liabilities                             131,184         526       52,428  184,138 
 

Notes

(i) Other income excludes losses from derivatives and hedge accounting which are shown separately.

(ii) Administrative expenses exclude transformation costs and bank levy which are shown separately.

(iii) Impairment and other provisions includes impairment losses on loans and advances to customers, provisions for liabilities and charges (excluding FSCS) and impairment losses on investment securities.

(iv) Retail assets include goodwill arising on the acquisitions of The Mortgage Works (UK) plc.

18 Fair value hierarchy of financial assets and liabilities held at fair value

The following tables show the Group's financial assets and liabilities that are held at fair value by fair value hierarchy, balance sheet classification and product type:

 
                                     Fair values based on 
                                   Level 1  Level 2  Level 3    Total 
4 April 2014                          GBPm     GBPm     GBPm     GBPm 
 
Financial assets 
Government and supranational 
 investments                         6,994        -        -    6,994 
Other debt investment securities         -    3,498       71    3,569 
Total investment securities 
 - AFS                               6,994    3,498       71   10,563 
Investments in equity shares 
 - AFS                                   -        -       28       28 
Interest rate swaps                      -    1,718        -    1,718 
Cross currency interest rate 
 swaps                                   -      619        -      619 
Forward foreign exchange                 -       13        -       13 
Equity index swaps                       -        -      670      670 
Total derivative financial 
 instruments                             -    2,350      670    3,020 
Total financial assets               6,994    5,848      769   13,611 
 Financial liabilities 
Interest rate swaps                      -  (1,985)        -  (1,985) 
Cross currency interest rate 
 swaps                                   -    (351)        -    (351) 
Forward foreign exchange                 -     (42)        -     (42) 
Swaptions                                -     (12)        -     (12) 
Equity index swaps                       -        -      (1)      (1) 
Total derivative financial 
 instruments                             -  (2,390)      (1)  (2,391) 
Other deposits - PEBs                    -        -  (3,222)  (3,222) 
Total financial liabilities              -  (2,390)  (3,223)  (5,613) 
 
 
                                          Fair values based on 
                                             Level 1  Level 2  Level 3    Total 
4 April 2013                                    GBPm     GBPm     GBPm     GBPm 
Financial assets 
Government and supranational 
 investments                                   8,641      343        -    8,984 
Other debt investment securities                   -    4,377       60    4,437 
Total investment securities 
 - AFS                                         8,641    4,720       60   13,421 
Investments in equity shares 
 - AFS                                             -        -       28       28 
Interest rate swaps                                -    2,524        -    2,524 
Cross currency interest rate 
 swaps                                             -    1,150        -    1,150 
Forward foreign exchange                           -      152        -      152 
Swaptions                                          -        2        -        2 
Equity index swaps                                 -        -      384      384 
Total derivative financial 
 instruments                                       -    3,828      384    4,212 
Other financial assets                             -        8        -        8 
Total financial assets                         8,641    8,556      472   17,669 
 
Financial liabilities 
Interest rate swaps                                -  (3,735)     (10)  (3,745) 
Cross currency interest rate 
 swaps                                             -     (90)        -     (90) 
Caps, collars and floors                           -      (1)        -      (1) 
Forward foreign exchange                           -     (22)        -     (22) 
Swaptions                                          -     (27)        -     (27) 
Total derivative financial 
 instruments                                       -  (3,875)     (10)  (3,885) 
Other deposits - PEBs                              -           (2,985)  (2,985) 
Total financial liabilities                        -  (3,875)  (2,995)  (6,870) 
 

The Group's Level 1 portfolio comprises highly rated government securities for which traded prices are readily available. During the year ended 4 April 2014, the Group has reduced this portfolio in response to the changing regulatory environment created by the Funding for Lending Scheme (FLS).

Asset valuations for Level 2 AFS investment securities are sourced from consensus pricing or other observable market prices. None of the Level 2 AFS assets are valued from models. Level 2 derivative assets and liabilities are valued from discounted cash flow models using yield curves based on observable market data. Other financial assets represent fair value movements in mortgage commitments entered into where a loan has not yet been made. During the year ended 4 April 2014, the Group's Level 2 portfolio has decreased, primarily due to deleveraging of legacy treasury assets.

Transfers between fair value hierarchies

Instruments move between fair value hierarchies primarily due to increases or decreases in market activity or changes to the significance of unobservable inputs to valuation. There were no significant transfers between Level 1 and Level 2 portfolios during the year.

The main constituents of the Level 3 portfolio are as follows:

Investment securities - AFS

The Group's GBP71 million Level 3 AFS investment securities at 4 April 2014 comprise mainly GBP59 million of collateralised debt obligations (CDOs), including CDOs with a fair value of GBP13 million that are subject to impairment. Substantially all of these securities are priced from internal models based on observable and unobservable performance assumptions.

Investments in equity shares

The Level 3 investments in equity shares of GBP28 million at 4 April 2014 consist primarily of an interest in a fund which is supported by zero coupon bonds of an A rated bank. External valuations are used to obtain the fair value of the instrument.

Derivative financial instruments

Level 3 assets and liabilities in this category are equity linked derivatives with external counterparties which economically match the investment return payable by the Group to investors in the PEB product. The derivatives are linked to the performance of specified stock market indices and have been valued by an external third party.

Other deposits - PEBs

This category relates to deposit accounts with the potential for stock market correlated growth linked to the performance of specified stock market indices. The PEBs liability is valued at a discount to reflect the time value of money, overlaid by a fair value adjustment representing the expected return payable to the customer. The fair value adjustment has been constructed from the valuation of the associated derivative as valued by an external third party.

The tables below set out movements in the Level 3 portfolio, including transfers in and out of Level 3.

During the period one US CDO investment was transferred from Level 2 to Level 3 and one US asset backed security was transferred from level 3 to level 2 due to changes in the availability of observable market prices.

 
                                          Investment  Investments  Net derivative      Other 
                                          securities    in equity       financial   deposits 
Movements in level 3 portfolio                 - AFS       shares     instruments     - PEBs 
                                                GBPm         GBPm            GBPm       GBPm 
At 5 April 2013                                   60           28             374    (2,985) 
(Losses)/gains recognised in 
 the income statement: 
 Net interest expense                              -            -            (39)          - 
Gains/(losses) from derivatives 
 and hedge accounting                              -            -             295      (305) 
- Net impairment losses on investment 
 securities                                        2            -               -          - 
Gain recognised in other comprehensive 
 income 
 - fair value movement taken 
 to members' interests and equity                  5            -               -          - 
Settlements                                      (6)            -              39         68 
Transfers into Level 3 portfolio                  11            -               -          - 
Transfers out of Level 3 portfolio               (1)            -               -          - 
At 4 April 2014                                   71           28             669    (3,222) 
 
 
                                          Investment  Investments  Net derivative      Other 
                                          securities    in equity       financial   deposits 
                                               - AFS       shares     instruments     - PEBs 
                                                GBPm         GBPm            GBPm       GBPm 
At 5 April 2012                                   76           20             197    (2,890) 
(Losses)/gains recognised in 
 the income statement: 
 Net interest expense                              -            -            (52)          - 
Gains/(losses) from derivatives 
 and hedge accounting                              -            -             174      (160) 
 Net impairment losses on investment 
  securities                                    (23)            -               -          - 
Gain recognised in other comprehensive 
 income - fair value movement 
 taken to members' interests 
 and equity                                        3            8               -          - 
Settlements                                        -            -              55         65 
Transfers into Level 3 portfolio                   4            -               -          - 
At 4 April 2013                                   60           28             374    (2,985) 
 

Level 3 portfolio sensitivity analysis of valuations using unobservable inputs

The fair value of financial instruments is, in certain circumstances, measured using valuation techniques based on market prices that are not observable in an active market or significant unobservable market inputs.

Reasonable alternative assumptions can be applied for sensitivity analysis, taking account of the nature of valuation techniques used, as well as the availability and reliability of observable proxy and historic data. The following table shows the sensitivity of these fair values to reasonable alternative assumptions (as set out in the table of significant unobservable inputs) and the resultant impact of such changes in fair value on the income statement or members' interests and equity:

 
At 4 April 2014            Fair value  Favourable changes       Unfavourable changes 
                                           Income     Members'      Income     Members' 
                                        statement    interests   statement    interests 
                                                    and equity               and equity 
                                 GBPm        GBPm         GBPm        GBPm         GBPm 
Investment securities 
 - AFS: 
  Collateralised debt 
   obligations                     71           4            7         (5)          (9) 
Investments in equity 
 shares                            28           -            1           -          (2) 
Net derivative financial 
 instruments (note i)             669           -            -           -            - 
Other deposits - PEBs 
 (note i)                     (3,222)           -            -           -            - 
Total                         (2,454)           4            8         (5)         (11) 
 
 
 
At 4 April 2013            Fair value  Favourable changes       Unfavourable changes 
                                       Income      Members'     Income      Members' 
                                        statement   interests    statement   interest 
                                                    and equity               and equity 
                           GBPm        GBPm        GBPm         GBPm        GBPm 
Investment securities 
 - AFS: 
  Collateralised debt 
   obligations             6           5           10           (2)         (9) 
Investments in equity 
 shares                    28          -           -            -           (7) 
Net derivative financial 
 instruments (note i)      374         -           -            -           - 
Other deposits - PEBs 
 (note i)                  (2,985)     -           -            -           - 
Total                      (2,523)     5           10           (2)         (16) 
 

Note

(i) Changes in fair values of the equity index swaps included in net derivative financial instruments will be largely offset by the change in fair value of the PEBs deposits. Any resultant impact is deemed by the Group to be insignificant so these sensitivities have therefore been excluded from the table above.

Alternative assumptions are considered for each product and varied according to the quality of the data and variability of the underlying market. For investment securities - AFS, sensitivities on these assets where there are no alternative pricing sources, have been calculated by applying a range of probable scenarios against our current valuation process, resulting in a range of possible prices. Scenarios for investments in equity shares reflect prices seen in these holdings in the preceding twelve months.

The following table discloses the significant unobservable inputs underlying the above alternative assumptions for assets and liabilities recognised at fair value and classified as level 3 along with the range of values for those significant unobservable inputs. Where sensitivities are described the inverse relationship will also generally apply.

 
                                                                              Range 
                                                                                Min     Max  Weighted 
                             Total         Total                 Significant                  average     Units 
                            assets   liabilities    Valuation   unobservable                     Note      Note 
At 4 April 2014               GBPm          GBPm    technique         inputs                      (i)      (ii) 
 
Investments securities 
 - AFS:                                                          Conditional 
 Collateralised                                    Discounted     prepayment 
 debt obligations            59                    cash flows           rate  13.11   21.45     16.94% 
                                                                  Loss given 
                                                                     default  48.10   56.58     51.98% 
                                                                 Probability 
                                                                  of default  12.07   20.00     14.81% 
                                                                      Credit 
                                                                      spread    125     375       250       Bps 
                                                         Mark 
                             12                     to market          Price  65.00   80.00     75.00    Points 
                             71 
Investments in                                           Mark 
 equity shares               28                     to market          Price  97.00  110.50    106.00    Points 
Net derivative 
 financial Instruments 
 (note iii)                  669 
Other deposits 
 - PEBs (note iii)                        (3,222) 
 
 

Notes

(i) Weighted average represents the input values used in calculating the fair values for the above financial instruments.

(ii) The units used to disclose ranges for significant unobservable inputs are percentages, points and basis points (bps). Points are a percentage of par; for example 100 points equals 100% of par. One basis point (bps) equals 0.01% for example, 125 basis points (bps) equals 1.25%.

(iii) Changes in fair values of the equity index swaps included in net derivative financial instruments will be largely offset by the change in fair value of the PEBs deposits. Any resultant impact is deemed by the Group to be insignificant so these sensitivities have therefore been excluded from the table above.

Some of the significant unobservable inputs used in fair value measurement are interdependent. Where this is the case, a description of those interrelationships is included below.

Conditional prepayment rate

For asset backed securities where the borrower is able to prepay all or part of a loan before the contractual repayment date, the conditional prepayment rate will affect the fair value by altering the timing of future projected cash flows. The effect of a significant increase in conditional prepayment rate on fair value could be favourable or unfavourable, depending on the specific terms of the instrument. Conditional prepayment rates are typically inversely correlated to credit spread. For example, securities with high borrower credit spread typically experience lower prepayment rates, and also tend to experience higher default rates.

Loss given default

Loss given default represents the expected loss upon liquidation of the collateral as a percentage of the balance outstanding. In general, lower recovery and lower projected cash flows will translate to a significant increase in the loss given default, resulting in a reduction in fair value that is unfavourable for the holder of the securitised product.

Probability of default

The probability of default represents an annualised rate of default of the loan principal by the borrower. A significant increase in a probability of default in isolation will typically result in a movement in fair value that is unfavourable.

Probability of default and conditional prepayment rates are typically inversely correlated; lower defaults on loans typically will mean higher credit quality and therefore more prepayments.

Credit spread

The more perceived credit risk there is, the higher the yield that will be demanded for the instrument. This is reflected in the credit spread which typically represents the difference in yield between an instrument and a benchmark security or reference rate. The credit spread for an instrument forms part of the yield used in a discounted cash flow calculation. In general a significant increase in credit spread in isolation will result in a movement in fair value that is unfavourable for the holder of a cash instrument. For a derivative instrument, a significant increase in credit spread in isolation can result in a movement in fair value that is favourable or unfavourable depending on the specific terms of the instrument.

Price

Prices for securities that are marked to market, where the market is illiquid and supporting price information is scarce, are typically subject to significant uncertainty. An increase in the price will directly cause an increase in fair value and vice versa.

19 Fair value of financial assets and liabilities measured at amortised cost

The following table summarises the carrying value and fair value of financial assets and liabilities measured at amortised cost on the Group's balance sheet.

 
                                       Fair values based on 
                           Carrying                      Level        Total 
                              value  Level 1  Level 2        3   fair value 
4 April 2014                   GBPm     GBPm     GBPm     GBPm         GBPm 
Financial assets 
Loans and advances 
 to banks                     2,110    2,110        -        -        2,110 
Loans and advances 
 to customers: 
Residential mortgages       145,558        -        -  141,660      141,660 
Consumer banking              3,689        -        -    3,551        3,551 
Commercial lending           17,163        -        -   15,675       15,675 
Other lending                   164        -        -      164          164 
Investments in equity 
 shares                           1        -        -        1            1 
                            168,685    2,110        -  161,051      163,161 
Financial liabilities 
Shares                      130,468        -  130,491        -      130,491 
Deposits from banks           1,984        -    1,985        -        1,985 
Other deposits                3,913        -    3,915        -        3,915 
Due to customers              6,208        -        -    6,210        6,210 
Debt securities 
 in issue                    28,557        -   29,168        -       29,168 
Subordinated liabilities      2,269        -    2,434        -        2,434 
Subscribed capital              601        -      583        -          583 
                            174,000        -  168,576    6,210      174,786 
 
 
                           Carrying 
                              value    Fair values based on     Total fair 
                                     Level 1  Level 2  Level 3       value 
4 April 2013                   GBPm     GBPm     GBPm     GBPm        GBPm 
Financial assets 
Loans and advances 
 to banks                     2,522    2,522        -        -       2,522 
Loans and advances 
 to customers: 
Residential mortgages       135,393        -        -  130,871     130,871 
Consumer banking              3,401        -        -    3,413       3,413 
Commercial lending           20,371        -        -   20,752      20,752 
Other lending                   422        -        -      422         422 
                            162,109    2,522        -  155,458     157,980 
Financial liabilities 
Shares                      125,574        -  125,316        -     125,316 
Deposits from banks           3,230        -    3,232        -       3,232 
Other deposits                3,762        -    4,141        -       4,141 
Due to customers              5,960        -        -    5,958       5,958 
Debt securities 
 in issue                    33,429        -   34,003        -      34,003 
Subordinated liabilities      2,540        -    2,566        -       2,566 
Subscribed capital            1,304        -    1,012        -       1,012 
                            175,799        -  170,270    5,958     176,228 
 

Loans and advances to customers

In adopting the requirements of IFRS 13, the Group has reviewed and modified its approach to the fair value disclosures for financial assets and liabilities measured at amortised cost on the balance sheet in line with the guidance in the standard to reflect a hypothetical exit price as indicated by the standard, valued on an asset by asset basis, with no liquidity discount.

The change in relationship between carrying value and fair value compared to last year is principally due to the change in valuation methodology. IFRS 13 is not retrospective in application and the Group has not restated the position at 4 April 2013. Whilst figures for the year have not been restated, it is estimated that if this methodology had been applied at 4 April 2013, the reported fair value would have been lower than reported and broadly consistent with the relationship between carrying value and fair value at 4 April 2014.

In arriving at the fair value of loans and advances to customers, the Group uses consistent modelling techniques across the different loan books, taking into account expected future cash flows and future lifetime expected losses, based on historic trends and discount rates appropriate to the loans. Variable rate loans are modelled on estimated future cash flows, discounted at current market interest rates. Variable rate retail mortgages are discounted at the currently available market standard variable interest rate (SVR) which, for example, in the case of our residential BMR mortgage book generates a reduction in fair value as those mortgages are priced below the SVR. For variable rate commercial loans, separate market interest rates are utilised to discount our commercial real estate, registered social landlord and project finance lending portfolios.

For fixed rate loans, discount rates have been based on the expected funding and capital cost applicable to the book. When calculating fair values on fixed rate loans, no adjustment has been made to reflect interest rate risk management through internal natural hedges or external hedging via derivatives.

Shares, deposits and borrowings

The estimated fair value of shares and deposits with no stated maturity, (including non-interest bearing deposits) is the amount repayable on demand. The estimated fair value of fixed interest rate shares, deposits and other borrowings without quoted market prices represents the discounted amount of estimated future cash flows based on expectations of future interest rates, customer withdrawals and interest capitalisation. For variable interest rate deposits, estimated future cash flows are discounted using current market interest rates for new debt with similar remaining maturity. For fixed rate shares and deposits, the estimated future cash flows are discounted based on market offer rates currently available for equivalent deposits.

Debt securities in issue

The estimated fair values of longer dated liabilities are calculated based on quoted market prices where available or using similar instruments as a proxy for those liabilities that are not of sufficient size or liquidity to have an active market quote. For those notes for which quoted market prices are not available, a discounted cash flow model is used based on a current yield curve appropriate for the remaining term to maturity.

20 Offsetting financial assets and financial liabilities

The Group has financial assets and liabilities for which there is a legally enforceable right to set off the recognised amounts, and which may be settled net, however the netting arrangements do not result in an offset of balance sheet assets and liabilities for accounting purposes as the right to set off is not unconditional in all circumstances. Therefore, in accordance with IAS 32 Financial Instruments: Presentation, there are no financial assets or liabilities which are offset with the net amount presented on the balance sheet. All financial assets and liabilities are presented on a gross basis on the balance sheet.

In accordance with IFRS 7 Financial Instruments: Disclosures, the following table shows the impact on derivative financial instruments, total return swaps, reverse repurchase agreements and repurchase agreements relating to transactions where:

-- There is an enforceable master netting arrangement or similar agreement in place but the Offset Criteria are otherwise not satisfied, and

   --    Financial collateral is paid and received. 

Master netting arrangements consist of agreements such as an ISDA Master Agreement, global master repurchase agreements and global master securities lending agreements, whereby outstanding transactions with the same counterparty can be offset and settled net following a default or other predetermined event.

Financial collateral on derivative financial instruments consists of cash and securities settled, typically daily or weekly, to mitigate the mark to market exposures. Financial collateral on total return swaps, repurchase agreements and reverse repurchase agreements typically comprises highly liquid securities which are legally transferred and can be liquidated in the event of counterparty default.

The net amounts after offsetting under IFRS 7 presented below show the exposure to counterparty credit risk for derivative contracts after netting benefits and collateral, and are not intended to represent the Group's actual exposure to credit risk. This is due to a variety of credit mitigation strategies which are employed in addition to netting and collateral arrangements.

 
2014                        Gross and net  Master netting    Financial        Net amounts 
                         amounts reported    arrangements   collateral   after offsetting 
                           on the balance                                      under IFRS 
                                    sheet                                               7 
                                     GBPm            GBPm         GBPm               GBPm 
Financial assets 
Derivative financial 
 instruments                        3,020         (1,440)      (1,356)                224 
Total return swaps                    149               -        (149)                  - 
                                           -------------- 
Total assets                        3,169         (1,440)      (1,505)                224 
                                           -------------- 
 
Financial liabilities 
Derivative financial 
 liabilities                        2,391         (1,440)        (873)                 78 
                                           -------------- 
Total liabilities                   2,391         (1,440)        (873)                 78 
                                           -------------- 
 
 
2013                        Gross and net  Master netting    Financial        Net amounts 
                         amounts reported    arrangements   collateral   after offsetting 
                           on the balance                                      under IFRS 
                                    sheet                                               7 
                                     GBPm            GBPm         GBPm               GBPm 
Financial assets 
Derivative financial 
 instruments                        4,212         (2,208)      (1,631)                373 
Total return swaps                    149               -        (149)                  - 
Total assets                        4,361         (2,208)      (1,780)                373 
 
Financial liabilities 
Derivative financial 
 liabilities                        3,885         (2,208)      (1,559)                118 
Repurchase agreements               1,207               -      (1,207)                  - 
Total liabilities                   5,092         (2,208)      (2,766)                118 
 

The fair value of the financial collateral is the same as the values shown in the table above, except for the total return swaps collateral which has a fair value of GBP175 million (2013: GBP188 million) and at 4 April 2013, the repurchase agreements collateral which had a fair value of GBP1,486 million.

21 Related party transactions

There have been no significant related party transactions in the year to 4 April 2014. Loans to key management personnel, undertaken on normal commercial terms, were GBP0.8 million (4 April 2013: GBP0.8 million).

22 Post balance sheet event

Included within loans and advances to customers at 4 April 2014 are commercial real estate loans with gross balances of GBP694m (EUR841m) which the Group has sold since the year end. Net sales proceeds are in line with the carrying value of the assets.

RESPONSIBILITY STATEMENT

The Directors confirm that the financial statements, prepared in accordance with International Financial Reporting Standards as adopted by the EU, give a true and fair view of the assets, liabilities, financial position and income and expenditure of the Group as required by the Disclosure and Transparency rules (DTR 4.1.12). The Chief Executive's Review and the Financial Review together include a fair review of the development and performance of the business and the Group, and taken together with the primary financial statements, supporting notes and the Business and Risk Report provide a description of the principal risks and uncertainties faced.

A full list of the Board of Directors will be disclosed in the Annual Report and Accounts 2014.

Signed on behalf of the Board by

Mark Rennison

Group Finance Director

27 May 2014

OTHER INFORMATION

The financial information set out in this announcement which was approved by the Board on 27 May 2014 does not constitute accounts within the meaning of section 73 of the Building Societies Act 1986.

The Annual Accounts for the year ended 4 April 2013 have been filed with the former Financial Services Authority and Registry of Friendly Societies in England and Wales. The Independent Auditors' Report on these Annual Accounts was unqualified. The Annual Accounts for the year ended 4 April 2014 will be lodged with the Prudential Regulation Authority and the Registry of Friendly Societies following publication.

A copy of this Preliminary report is placed on the website of Nationwide Building Society, nationwide.co.uk, from 28 May 2014. The Directors are responsible for the maintenance and integrity of information on the Society's website. Information published on the internet is accessible in many countries with different legal requirements. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.

CONTACTS

 
 
 
  Stuart Williamson 
  Tel: 0207 2 616215 
  Mobile: 07545 740195 
 
 
  Clare Crowley 
  Tel: 0207 2 616211 
  Mobile: 07776 994058 
 

This information is provided by RNS

The company news service from the London Stock Exchange

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