National Asset Management Agency - Annual Report 2012

Group

Note
2012
€'000
2011
€'000
Costs reimbursable to NTMA 9.1 36,890 27,678
Primary servicer fees 9.2 56,427 56,897
Due diligence costs 9.3 4,086 44,505
Portfolio management fees 9.4 6,882 15,992
Legal fees 9.5 4,634 9,478
Master servicer fees 9.6 3,547 3,098
Finance and technology costs 9.7 3,022 2,266
Rent and occupancy costs 9.8 1,375 975
Internal audit fees 9.9 1,023 927
Other internal audit services 9.9 288 -
NAMA Board and Committee Fees 9.10 493 618
External audit remuneration 9.11 450 450
Total administration expenses 119,117 162,884

Due diligence costs recovered on loan acquisitions 9.3 - (34,505)
Total NAMA administration expenses 119,117 128,379

Agency

Note
2012
€'000
2011
€'000
Administration expenses
Costs reimbursable to NTMA 9.1 36,890 27,678
Board and committee fees 9.10 493 618
Occupancy and other costs 9.8 1,178 86
Total administration expenses 38,561 28,382

Costs reimbursable to the NTMA are recognised as an expense to NAMA. All costs, other than Board fees and Board expenses incurred by NAMA are reimbursed to it by the NAML Group. Total costs of €38.1m (2011: €27.8m) were reimbursed by the NAML Group to NAMA.


Agency

Note
2012
€'000
2011
€'000
Costs reimbursable by the NAML Group
Costs reimbursable to NTMA 9.1 36,890 27,678
Occupancy costs 9.8 1,177 87
Total costs reimbursable by the NAML Group 38,067 27,765

9.1 Costs reimbursable to NTMA

Under Section 42 (4) of the Act, NAMA is required to reimburse the NTMA for the costs incurred by the NTMA in consequence of its assigning staff and providing services to NAMA.

NTMA incurs direct costs such as salaries, rent, IT, office and business services. NAMA has agreed to reimburse the NTMA for their proportionate share of external overhead costs on a centralised basis where NAMA benefits directly or indirectly from the provision of the related goods or services. These costs include central IT costs, office and business services, together with depreciation in respect of the use of NTMA fixed assets and other central overheads.

The costs incurred by the NTMA are charged to NAMA (the Agency) and the Agency is reimbursed by the Group.

Staff costs

The Group has no employees. All personnel are employed by the NTMA and the salary cost of staff who are engaged full time in the NAMA business are recharged to the Group by the NTMA. The number of employees of the NTMA, directly engaged in the Group ('NAMA Officers') at the reporting date was 224 (2011: 202) and the total salary cost including pension costs was €27.1m (2011: €20.9m). In addition the NTMA provide shared services to NAMA including IT, HR and Finance. The cost of NTMA employees (non NAMA Officers) providing these shared services to NAMA during 2012 was €3.1m (2011: €3.1m).

NAMA Officers are members of the NTMA Defined Benefit Pension Scheme and the NTMA contributes to the scheme on behalf of these employees. The cost of these pension contributions are recharged to NAMA.

Staff costs include the Chief Executive Officer's salary as detailed below:

Brendan McDonagh (Chief Executive Officer) 2012
2011
Salary 365,500 430,000
Taxable benefits 22,664 24,483
Performance related bonus - -
388,164 454,483

The Chief Executive Officer's pension entitlements do not extend beyond the standard terms of the model public sector superannuation scheme. The 2012 salary reflects a 15% voluntary reduction.

The remuneration of the Chief Executive Officer is determined by the NTMA CEO after consultation with the NTMA Advisory Committee. In giving advice on remuneration, the NTMA Advisory Committee is informed by the views of the NTMA Remuneration Committee. The Chairman of the NAMA Board is a member of the NTMA Remuneration Committee for the purpose of discussion of issues in relation to staff assigned to NAMA.

The remuneration of the Chief Executive Officer consists of basic salary, taxable benefits and a performance related payment of up to 60 per cent of annual salary. The Chief Executive Officer was entitled to be awarded a performance payment for 2012, but in view of the economic challenges facing the country, waived his entitlement to this payment.

9.2 Primary Servicer fees

Primary Servicer fees comprise fees paid to each Participating Institution, the Primary Servicers, for the servicing of eligible bank assets. The Participating Institutions administer the loans and receivables that were originated within each Participating Institution. The amounts payable to each Participating Institution are set out in Note 37, related party disclosures. The fees paid and accrued to the Participating Institutions were €56.4m (2011: €56.9m), which equates to an overall fee of 8 basis points (2011: 8 basis points) of the par debt loan balances administered.

9.3 Due diligence costs

Due diligence costs are costs that the Group has incurred upon acquiring the portfolio of loans from the Participating Institutions. The loan valuation model used by the Group to acquire the loans makes an allowance for due diligence costs as a deduction from the acquisition value of the loans. Due diligence costs incurred by the Group are considered to be transaction costs and are included in the acquisition cost of the loans and receivables. Total due diligence cost incurred on acquiring the loan portfolio was €78.2m. In 2010 and 2011 the Group recovered a total of €64.1m of these costs from the Participating Institutions through a deduction in the acquisition value of the loans, leaving a balance of €14.1m which has not been recovered from Participating Institutions and which has been expensed to the income statement in 2011 and 2012.

Due diligence costs are analysed as follows;

2012
€'000
2011
€'000
Legal due diligence 85 7,053
Loan valuation costs 2,187 20,900
Property due diligence 513 7,607
Audit coordinator 1,301 8,945
Total due diligence costs incurred 4,086 44,505
Due diligence costs recovered on loan acquisitions - (34,505)
Net due diligence costs expensed to the income statement 4,086 10,000

9.4 Portfolio management fees

Portfolio management fees relate to fees incurred in the ongoing management and support of debtors. Costs included are property valuation, asset search and asset registry fees, loan sale costs and insurance costs.

9.5 Legal fees

Legal fees comprise fees paid to professional service firms with respect to legal advice and the secondment of staff for legal due diligence.

9.6 Master Servicer fees

Master Servicer fees comprise fees paid to the Master Servicer, Capita. Capita provides loan administration and data management services to the Group. Capita fees were €3.5m in the year (2011: €3.1m).

9.7 Finance and technology costs

Finance and technology costs comprise costs incurred during the year in relation to IT, derivative valuation, tax advice and other administration costs.

9.8 Rent and occupancy costs

Rent and occupancy costs comprise costs incurred during the year in relation to the premises occupied by the Group. The Agency has leased its current office premises for a period of ten years at an annual rent of €1.0m. The remaining balance relates to occupancy costs.

9.9 Internal audit fees

The Group have engaged the services of an external audit firm (Deloitte) to perform the role of internal audit for the Group. Fees incurred to date relate to the audit of business processes by the internal auditors and the reporting on the results of internal audits performed.

Other internal audit services

During the year the Group's internal auditor, Deloitte, carried out certain internal audit services that were additional to the scope of routine internal audit services.

9.10 NAMA Board and Committee Fees

2012
2011
Frank Daly (Chairman) 150,000 153,778
Michael Connolly (resigned 25 November 2011) - 81,875
Éilish Finan 60,000 60,000
Brian McEnery 60,000 60,000
Steven A. Seelig 60,000 60,000
Willie Soffe 75,000 61,210
Peter Stewart (resigned 10 October 2011) - 46,613
Board Fees 405,000 523,476
Board expenses 60,247 60,873
Board advisory cost - 6,191
Total Board Expenses 465,247 590,540

Planning Advisory Committee
Alice Charles 5,000 4,000
Michael Wall 5,000 4,000
Audit Committee
Jim Kelly 10,000 9,694
Northern Ireland Advisory Committee
Frank Cushnahan 4,000 5,000
Brian Rowntree 4,000 5,000
Committee Fees 28,000 27,694

Total Board and Committee Fees 493,247 618,234

John Corrigan (NTMA Chief Executive) and Brendan McDonagh (NAMA Chief Executive Officer) receive no remuneration as ex-officio members of the Board. John Mulcahy was appointed to the Board in March 2012 and receives no remuneration in his capacity as Board member.

During 2012, expenses of €60,247 (2011: €60,873) were incurred by NAMA Board and Committee Members.



2012
Travel
Expenses
Accommodation
and Subsistence

Other
Total
2012
Total
2011
Frank Daly (Chairman) 1,538 620 657 2,815 3,563
Brian McEnery 4,971 - - 4,971 9,943
Steven A. Seelig3 43,760 8,701 - 52,461 47,367
50,269 9,321 657 60,247 60,873

3 Steven Seelig lives in the USA. Expenses relate to travel and accommodation expenses on a cost recovery basis to attend Board and Committee meetings in Dublin.

9.11 External audit remuneration

2012
€'000
2011
€'000
Audit of individual accounts 450 450
Other assurance - -
Tax advisory - -
Other non-audit services - -
Total external audit remuneration 450 450