TBC BANK GROUP PLC ("TBC Bank")
2Q AND 1H 2025 UNAUDITED CONSOLIDATED
FINANCIAL RESULTS
Forward-looking statements
This document contains forward-looking statements; such forward-looking statements contain known and unknown risks, uncertainties and other important factors, which may cause the actual results, performance or achievements of TBC Bank Group PLC ("the Bank" or "the Group" or "TBCG") to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Forward-looking statements are based on numerous assumptions regarding the Bank's present and future business strategies and the environment in which the Bank will operate in the future. Important factors that, in the view of the Bank, could cause actual results to differ materially from those discussed in the forward-looking statements include, among others: the achievement of anticipated levels of profitability; growth, cost and recent acquisitions; the impact of competitive pricing; the ability to obtain the necessary regulatory approvals and licenses; the impact of developments in the Georgian and Uzbek economies; the impact of Russia-Ukraine war; the political and legal environment; financial risk management; and the impact of general business and global economic conditions.
None of the future projections, expectations, estimates or prospects in this document should be taken as forecasts or promises, nor should they be taken as implying any indication, assurance or guarantee that the assumptions on which such future projections, expectations, estimates or prospects are based are accurate or exhaustive or, in the case of the assumptions, entirely covered in the document. These forward-looking statements speak only as of the date they are made, and, subject to compliance with applicable law and regulations, the Bank expressly disclaims any obligation or undertaking to disseminate any updates or revisions to any forward-looking statements contained in the document to reflect actual results, changes in assumptions or changes in factors affecting those statements.
Certain financial information contained in this management report, which is prepared on the basis of the Group's accounting policies applied consistently from year to year, has been extracted from the Group's unaudited management accounts and financial statements. The areas in which the management accounts might differ from the International Financial Reporting Standards could be significant; you should consult your own professional advisors and/or conduct your own due diligence for a complete and detailed understanding of such differences and any implications they might have on the relevant financial information contained in this presentation. Some numerical figures included in this report have been subjected to rounding adjustments. Accordingly, the numerical figures shown as totals in certain tables might not be an arithmetic aggregation of the figures that preceded them.
2Q and 1H 2025 consolidated financial results conference call details
TBC Bank Group PLC ("TBC PLC") has published its unaudited consolidated financial results for the 2Q and 1H 2025 on Friday, 8 August 2025 at 7.00 AM BST. The management team will host a conference call at 2.00 PM BST.
To participate in the conference call live video webinar, please register using the following link:
https://www.netroadshow.com/events/login?show=ee411daa&confId=85305
You will receive access details via email.
Contacts
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Andrew Keeley Director of Investor Relations
E-mail: AKeeley@tbcbank.com.ge Tel: +44 (0) 7791 569834 Web: www.tbcbankgroup.com
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Anna Romelashvili Head of Investor Relations
E-mail: ARomelashvili@tbcbank.com.ge Tel: +(995) 577 205 290 Web: www.tbcbankgroup.com
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Investor Relations Department
E-mail: IR@tbcbank.com.ge Tel: +(995 32) 227 27 27 Web: www.tbcbankgroup.com
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Table of contents
2Q and 1H 2025 unaudited consolidated financial results announcement
Interim management report
Letter from the Chief Executive Officer
Unaudited consolidated financial results overview for 2Q 2025
Unaudited consolidated financial results overview for 1H 2025
1) Financial disclosures by business lines
3) Ratio definitions and exchange rates
Material existing and emerging risks
Statement of Directors' Responsibilities
Condensed Consolidated Interim Financial Statements (Unaudited)
Independent Review Report ..…………………………………………………………………....……….………….. 53
Condensed Consolidated Interim Statement of Financial Position……………………………………….….………. 55
Condensed Consolidated Interim Statement of Profit or Loss and Other Comprehensive Income…….…...……….. 56
Condensed Consolidated Interim Statement of Changes in Equity……………………....…………………..……… 57
Condensed Consolidated Interim Statement of Cash Flows…………………………………………..……….…….. 58
Notes to the Condensed Consolidated Interim Financial Statements……………………………………………..…. 59
2Q and 1H 2025 unaudited consolidated financial results [1]
2Q 2025 profit of GEL 346 million, up by 5% YoY, with ROE at 24.3%.
1H 2025 profit of GE L 665 million, up by 6% YoY, with ROE at 23.7%.
European Union Market Abuse Regulation EU 596/2014 requires TBC Bank Group PLC to disclose that this announcement contains Inside Information, as defined in that Regulation.
Financial highlights
Income statement
In thousands of GEL |
2Q'25 |
1Q'25 |
2Q'24 |
Change YoY |
Change QoQ |
1H'25 |
1H'24 |
Change YoY |
Net interest income |
581,802 |
533,210 |
458,111 |
27.0% |
9.1% |
1,115,012 |
900,955 |
23.8% |
Net fee and commission income |
155,634 |
147,997 |
123,398 |
26.1% |
5.2% |
303,631 |
227,701 |
33.3% |
Other non-interest income |
97,191 |
93,005 |
96,922 |
0.3% |
4.5% |
190,196 |
167,755 |
13.4% |
Total operating income |
834,627 |
774,212 |
678,431 |
23.0% |
7.8% |
1,608,839 |
1,296,411 |
24.1% |
Total credit loss allowance |
(118,579) |
(118,497) |
(31,565) |
NMF |
0.1% |
(237,076) |
(76,696) |
NMF |
Operating expenses |
(313,754) |
(287,944) |
(256,577) |
22.3% |
9.0% |
(601,698) |
(486,248) |
23.7% |
Net profit before tax |
402,294 |
367,771 |
390,289 |
3.1% |
9.4% |
770,065 |
733,467 |
5.0% |
Income tax expense |
(56,019) |
(49,265) |
(60,991) |
-8.2% |
13.7% |
(105,284) |
(107,698) |
-2.2% |
Net profit |
346,275 |
318,506 |
329,298 |
5.2% |
8.7% |
664,781 |
625,769 |
6.2% |
Balance sheet
In thousands of GEL |
Jun'25 |
Mar'25 |
Jun'24 |
Change YoY |
Change QoQ |
Total assets |
41,963,000 |
40,228,911 |
35,780,415 |
17.3% |
4.3% |
Gross loans |
28,469,934 |
27,350,103 |
24,611,372 |
15.7% |
4.1% |
Customer deposits* |
23,305,837 |
22,320,114 |
20,699,482 |
12.6% |
4.4% |
Total equity |
5,876,138 |
5,723,549 |
5,079,760 |
15.7% |
2.7% |
Number of ordinary shares |
56,211,873 |
56,211,873 |
55,361,967 |
1.5% |
0.0% |
*Excludes MOF deposits
Key ratios
|
2Q'25 |
1Q'25 |
2Q'24 |
Change YoY |
Change QoQ |
1H'25 |
1H'24 |
Change YoY |
ROE |
24.3% |
23.2% |
27.1% |
-2.8 pp |
1.1 pp |
23.7% |
26.0% |
-2.3 pp |
ROA |
3.4% |
3.2% |
3.8% |
-0.4 pp |
0.2 pp |
3.3% |
3.7% |
-0.4 pp |
NIM |
7.1% |
6.7% |
6.4% |
0.7 pp |
0.4 pp |
6.9% |
6.4% |
0.5 pp |
Cost to income |
37.6% |
37.2% |
37.8% |
-0.2 pp |
0.4 pp |
37.4% |
37.5% |
-0.1 pp |
Cost of risk |
1.6% |
1.4% |
0.5% |
1.1 pp |
0.2 pp |
1.5% |
0.7% |
0.8 pp |
NPL to gross loans |
2.5% |
2.5% |
2.1% |
0.4 pp |
0.0 pp |
2.5% |
2.1% |
0.4 pp |
NPL provision coverage ratio |
78.2% |
73.6% |
74.6% |
3.6 pp |
4.6 pp |
78.2% |
74.6% |
3.6 pp |
Total NPL coverage ratio |
142.4% |
140.4% |
141.6% |
0.8 pp |
2.0 pp |
142.4% |
141.6% |
0.8 pp |
Leverage (x) |
7.1x |
7.0x |
7.0x |
0.1x |
0.1x |
7.1x |
7.0x |
0.1x |
EPS (GEL) |
6.14 |
5.71 |
5.94 |
3.3% |
7.4% |
11.85 |
11.33 |
4.6% |
Diluted EPS (GEL) |
6.07 |
5.67 |
5.91 |
2.7% |
7.2% |
11.74 |
11.28 |
4.0% |
BVPS (GEL) |
103.14 |
99.74 |
90.32 |
14.2% |
3.4% |
103.14 |
90.32 |
14.2% |
Georgia |
|
|
|
|
|
|
|
|
CET 1 CAR |
16.4% |
16.4% |
16.8% |
-0.4 pp |
0.0 pp |
16.4% |
16.8% |
-0.4 pp |
Tier 1 CAR |
19.8% |
19.9% |
22.3% |
-2.5 pp |
-0.1 pp |
19.8% |
22.3% |
-2.5 pp |
Total CAR |
23.0% |
23.1% |
25.9% |
-2.9 pp |
-0.1 pp |
23.0% |
25.9% |
-2.9 pp |
Uzbekistan |
|
|
|
|
|
|
|
|
CET 1 CAR |
18.5% |
19.4% |
12.6% |
5.9 pp |
-0.9 pp |
18.5% |
12.6% |
5.9 pp |
Tier 1 CAR |
18.5% |
19.4% |
12.6% |
5.9 pp |
-0.9 pp |
18.5% |
12.6% |
5.9 pp |
Total CAR |
20.0% |
20.3% |
16.4% |
3.6 pp |
-0.3 pp |
20.0% |
16.4% |
3.6 pp |
Operational highlights
Customer base
In thousands |
Jun'25 |
Mar'25 |
Jun'24 |
Change YoY |
Change QoQ |
Total unique registered users |
24,299 |
23,156 |
19,268 |
26% |
5% |
Georgia |
3,537 |
3,499 |
3,360 |
5% |
1% |
Uzbekistan |
20,762 |
19,657 |
15,908 |
31% |
6% |
Total monthly active customers |
7,407 |
7,853 |
6,378 |
16% |
-6% |
Georgia |
1,752 |
1,736 |
1,633 |
7% |
1% |
Uzbekistan |
5,655 |
6,117 |
4,745 |
19% |
-8% |
Total digital monthly active users ("digital MAU") |
6,809 |
7,223 |
5,695 |
20% |
-6% |
Georgia |
1,154 |
1,106 |
950 |
21% |
4% |
Uzbekistan |
5,655 |
6,117 |
4,745 |
19% |
-8% |
Total digital daily active users ("digital DAU") |
2,401 |
2,547 |
1,884 |
27% |
-6% |
Georgia |
545 |
521 |
441 |
24% |
5% |
Uzbekistan |
1,856 |
2,026 |
1,443 |
29% |
-8% |
Digital DAU/MAU |
35% |
35% |
33% |
2 pp |
0 pp |
Georgia |
47% |
47% |
46% |
1 pp |
0 pp |
Uzbekistan |
33% |
33% |
30% |
3 pp |
0 pp |
Unique registered users of Uzbekistan have been reclassified since 4Q 2024
Uzbekistan - key highlights
In thousands of GEL |
Jun'25 |
Mar'25 |
Jun'24 |
Change YoY |
Change QoQ |
Gross loans and advances to customers |
2,463,960 |
2,150,075 |
1,201,673 |
105.0% |
14.6% |
Customer accounts |
1,340,365 |
1,218,048 |
721,632 |
85.7% |
10.0% |
In thousands of GEL |
2Q'25 |
1Q'25 |
2Q'24 |
Change YoY |
Change QoQ |
1H'25 |
1H'24 |
Change YoY |
Total operating income |
169,765 |
161,051 |
91,081 |
86.4% |
5.4% |
330,816 |
165,126 |
100.3% |
Net profit |
32,329 |
21,561 |
23,779 |
36.0% |
49.9% |
53,890 |
42,216 |
27.7% |
ROE |
20.0% |
13.7% |
27.8% |
-7.8 pp |
6.3 pp |
16.9% |
25.7% |
-8.8 pp |
1Q and 1H 2025 financial results include a non-recurring credit impairment charge of GEL 24.6 mln (pre-tax) in Uzbekistan
Letter from the Chief Executive Officer [2]
I am pleased to report that we continued our strong start to the year with a profitable second quarter. In 2Q 2025, our operating income increased by 23% year-on-year and amounted to GEL 835 million, while our net profit reached GEL 346 million, up 5% year-on-year, delivering 24.3% ROE. This brought our 1H 2025 net profit to GEL 665 million, up 6% year-on-year, with 23.7% ROE.
I am also glad to announce that our strong profitability and robust capital position have enabled the Board to declare a quarterly dividend of GEL 1.75 per share for the second quarter of 2025, bringing the 1H 2025 payment to GEL 3.25. In addition, we have announced a GEL 75 million share buyback starting from the second half of August, a sign of our commitment to returning excess capital to shareholders.
Further expansion of our Uzbekistan ecosystem
The second quarter was marked by several significant developments in our Uzbekistan business. The popularity of our flagship debit card and daily banking product, Salom Card, has exceeded expectations, reaching over 0.5 million cards issued by the end of June. We also continued to build out our digital ecosystem through the launch of new products and strategic acquisitions. Notably, we completed the rollout of TBC Insurance and agreed to acquire a majority stake in BILLZ, Uzbekistan's leading SaaS platform for businesses serving the retail sector, which will strengthen our business banking proposition.
In addition, after establishing TBC Digital, the holding company overseeing TBC PLC's operations in Uzbekistan, we enhanced the company's governance and knowledge pool by appointing a supervisory board chaired by Oliver Hughes and joined by global fintech leaders David Nangle from VEF and Matthew Risley from QED Investors.
We are building a world-class digital ecosystem in Uzbekistan, and I am delighted that this has been recognized by TBC Uzbekistan's inclusion in the prestigious list of the world's top fintech companies prepared by CNBC and Statista, the first such recognition for an Uzbek or Central Asian business.
Robust core revenue generation
Our strong profitability remains underpinned by robust core revenue generation. Net interest income increased by 27% year-on-year, supported by loan book growth of 16% and an excellent net interest margin of 7.1%, up by 0.7 pp year-on-year and 0.4 pp quarter-on-quarter. This margin expansion was helped by higher Georgian loan yields and continued optimization of our liability structure, as well as the increasing contribution of Uzbekistan. Over the same period, net fee and commission income grew by 26% year-on-year, driven by strong performances in both Georgian and Uzbekistan payments businesses.
Operating expenses increased by 22% year-on-year in the second quarter as we continue to invest in business growth, with our Uzbek business accounting for 45% of the growth. Consequently, our cost-to-income ratio was at 37.6% in 2Q 2025, slightly down on the 37.8% of a year ago.
The cost of risk for our Georgian operations remained stable quarter-on-quarter at 0.8%, while in Uzbekistan it increased by 0.6 percentage points, reaching 9.9%. The pickup was driven to a large degree by planned moves into thin file, less data rich customer segments as part of our 'test and learn' approach, and the expansion of our network of POS lending partners into the long-tail of smaller partners. These elements are ultimately part of our learning curve, as we pilot new ideas, learn from the data, and scale only what delivers acceptable risk-adjusted returns.
Continued solid growth in Georgia alongside fast-paced expansion in Uzbekistan
In 2Q 2025, operating income from our Georgian financial services grew by 14% year-on-year, driven by continued business expansion. However, this was largely offset by higher provision expenses reflecting a normalization in the cost of risk as well as increased operating costs. As a result, net profit increased by 3%, with ROE standing at a very healthy 23.9%.
During 2Q 2025, our digital banking ecosystem in Uzbekistan continued to grow rapidly. Our loan book more than doubled to GEL 2.5 billion (USD 905 million), capturing 5.1% of the total retail loan market, while our retail deposits grew by 86% year-on-year, taking us to 4.1% market share. This growth drove TBC Uzbekistan's operating income up by 86% year-on-year, reaching GEL 170 million (USD 62 million), while net profit amounted to GEL 32 million (USD 12 million), up by 36% year-on-year, with 20% ROE. As a result, TBC Uzbekistan contributed 20% to the Group's total operating income and accounted for 9% of its net profit in 2Q 2025.
Looking ahead
The Group continued to deliver strong results in the first half of the year, reflecting solid progress across our strategic priorities. As we enter the second half of the year, we remain focused on meeting our 2025 targets and continuing to create long-term value for our shareholders.
Economic overview
Georgia
Economic growth stronger than expected
Georgia's real GDP increased by 7.1% year-on-year in the second quarter of 2025, averaging a robust 8.3% in the first half of the year, following 9.4% growth in 2024, according to Geostat. Despite relative moderation in monthly growth dynamics, the economic print remains stronger than the widely expected growth normalization trend would imply. Heightened political tensions resulted in lower tourism revenues and domestic demand at the end of 2024 and 1Q 2025, especially reflected through contracted spending on durable goods. However, a recovery in consumption was evident from March, with economic growth supported by continuously improving tourism, recovered migrant spending and slowing, though still strong credit activity.
Following the drop in December 2024, estimated net inflows into Georgia improved in the first quarter, driven by lower durable imports. Net inflows improved substantially in 2Q as well, as total exports of goods denominated in U.S. dollars rose by 20.9% year-on -year in the second quarter with domestic exports also strengthening, while imports of goods increased by only 0.8%. At the same time, while FDIs remained subdued, 5.0% growth in tourism revenues and 10.0% increase in remittances also contributed significantly to the improvement in net currency inflows into the country.
Fiscal consolidation continues
The government remains committed to fiscal consolidation, as it recorded a budget surplus equal to 0.5% of GDP in the 1H 2025, while public debt to GDP ratio declined to 35.1%.
Credit growth is moderating, though remains strong
Bank credit growth has moderated slightly from 16.6% year-on-year in March 2025 to 15.6% in June, at constant exchange rates. Given accelerating inflation, real credit growth also weakened, though it remained still strong at 11.2%. As for segments, while retail credit fell only slightly from 15.4% in March to 14.8% in June, the year-on-year growth of lending to legal entities declined from 17.9% to 16.6%. The gradual dedollarization of bank lending continued in 2Q 2025, with the share of foreign currency loans dropping slightly from 43.2% in March to 42.8% in June, at constant exchange rates.
GEL strengthens despite domestic and global challenges
Improved net currency inflows resulting from subdued imports and strong external inflows from exports of goods, tourism and remittances, has combined with a globally weakened USD and increased deposit larization in the 2Q 2025, leading to appreciation pressures on the national currency. Leveraging on this environment, the NBG scaled up reserve replenishment, purchasing around USD 880 million from the FX market in the second quarter, bringing its gross international reserves to USD 4.7 billion as of the end of June. Meanwhile, the national currency appreciated by around 3.1% against the USD compared to the end of 2024 and stood at 2.72 GEL per USD at the end of June 2025.
CPI inflation continued accelerating, standing at 4.0% in June, above the NBG 3.0% target. Higher inflation is being driven by the combination of low base effect, elevated domestic pressures and a partial pass-through of higher risks realized in food price dynamics globally. Consequently, the NBG has maintained an unchanged monetary policy rate ("MPR") at 8.0% since May 2024.
Uzbekistan
Continued strong economic performance
Uzbekistan's economic growth strengthened again to 7.5% year-on-year in 2Q 2025, averaging 7.2% in the first half of the year, compared to 6.5% in 2024. In terms of external trade, exports of goods in 2Q 2025 increased by an impressive 38.2% year-on-year due to higher gold exports. On the other hand, growth of imports was relatively moderate at 15.1%. Retail credit growth appears to be only slightly strengthening in 2Q 2025, standing at a robust 22.2% at the end of June, with mortgage credit expanding by 17.7% and non-mortgage credit by 25.0%.
Annual inflation in Uzbekistan stood at 8.7% in June, down from 10.3% in March and 9.8% in December 2024. The CBU maintained its monetary policy rate unchanged at 14.0% throughout the quarter, having increased it by 0.5 percentage points in March, citing sustained inflationary pressures. At the end of June 2025, the UZS was valued at 12,654 per US Dollar, having appreciated by around 2.2% compared to the end of 2024. UZS appreciation is supported by a globally weakened USD, moderated credit activity and the tighter CBU stance. At the same time, as of June, higher gold prices allowed the CBU to increase its international reserves by USD 7.4 billion (or 18%) YTD.
Economic growth forecasts
The IMF projects Georgia's economic growth in 2025 at 7.2%, while Fitch and the World Bank expect 5.6% and 5.5%, respectively. The real GDP growth forecasts for Uzbekistan by the World Bank, IMF and ADB stand at 5.9%, 5.9% and 6.6%, respectively. TBC Capital's projection for Georgia stands at 7.1%, and for Uzbekistan at 7.4%.
Mor e information on the Georgian economy and financial sector can be found at www.tbccapital.ge .
Unaudited consolidated financial results overview for 2Q 2025
This statement provides a summary of the business and financial trends for 2Q 2025 for TBC Bank Group plc and its subsidiaries. The financial information and trends are unaudited.
Please note that there might be slight differences in previous periods' figures due to rounding.
Consolidated income statement and other comprehensive income
In thousands of GEL |
2Q'25 |
1Q'25 |
2Q'24 |
Change YoY |
Change QoQ |
Interest income |
1,144,935 |
1,071,739 |
878,549 |
30.3% |
6.8% |
Interest expense |
(563,133) |
(538,529) |
(420,438) |
33.9% |
4.6% |
Net interest income |
581,802 |
533,210 |
458,111 |
27.0% |
9.1% |
Fee and commission income |
259,013 |
231,504 |
200,874 |
28.9% |
11.9% |
Fee and commission expense |
(103,379) |
(83,507) |
(77,476) |
33.4% |
23.8% |
Net fee and commission income |
155,634 |
147,997 |
123,398 |
26.1% |
5.2% |
Net insurance income |
14,039 |
8,735 |
9,100 |
54.3% |
60.7% |
Net gains from currency derivatives, foreign currency operations and translation |
77,775 |
78,157 |
85,647 |
-9.2% |
-0.5% |
Other operating income |
5,077 |
5,974 |
2,029 |
NMF |
-15.0% |
Share of profit of associates |
300 |
139 |
146 |
NMF |
NMF |
Other operating non-interest income |
97,191 |
93,005 |
96,922 |
0.3% |
4.5% |
Credit loss allowance for loans to customers |
(105,128) |
(106,594) |
(27,665) |
NMF |
-1.4% |
Credit loss allowance for other financial items and net impairment for non-financial assets |
(13,451) |
(11,903) |
(3,900) |
NMF |
13.0% |
Operating income after expected credit losses |
716,048 |
655,715 |
646,866 |
10.7% |
9.2% |
Staff costs |
(162,940) |
(144,951) |
(135,653) |
20.1% |
12.4% |
Depreciation and amortisation |
(40,924) |
(38,650) |
(35,614) |
14.9% |
5.9% |
Administrative and other operating expenses |
(109,890) |
(104,343) |
(85,310) |
28.8% |
5.3% |
Operating expenses |
(313,754) |
(287,944) |
(256,577) |
22.3% |
9.0% |
Net profit before tax |
402,294 |
367,771 |
390,289 |
3.1% |
9.4% |
Income tax expense |
(56,019) |
(49,265) |
(60,991) |
-8.2% |
13.7% |
Net profit |
346,275 |
318,506 |
329,298 |
5.2% |
8.7% |
Net profit attributable to: |
|
|
|
|
|
- Shareholders of TBCG |
340,862 |
316,552 |
324,595 |
5.0% |
7.7% |
- Non-controlling interest |
5,413 |
1,954 |
4,703 |
15.1% |
NMF |
Other comprehensive income: |
|
|
|
|
|
Other comprehensive expense for the period |
(52,025) |
(16,060) |
(41,840) |
24.3% |
NMF |
Total comprehensive income for the period |
294,250 |
302,446 |
287,458 |
2.4% |
-2.7% |
Consolidated balance sheet
In thousands of GEL |
Jun'25 |
Mar'25 |
Change QoQ |
ASSETS |
|
|
|
Cash and cash equivalents |
3,548,840 |
3,281,957 |
8.1% |
Due from other banks |
111,130 |
52,470 |
NMF |
Mandatory cash balances with the NBG and the CBU |
2,408,487 |
2,549,087 |
-5.5% |
Loans and advances to customers and finance lease receivables |
27,908,768 |
26,855,888 |
3.9% |
Investment securities |
5,260,446 |
4,640,823 |
13.4% |
Repurchase receivables |
- |
228,045 |
NMF |
Investment properties |
11,569 |
14,698 |
-21.3% |
Current income tax prepayment |
11,546 |
22,492 |
-48.7% |
Deferred income tax asset |
4,254 |
3,595 |
18.3% |
Other financial assets |
436,784 |
480,372 |
-9.1% |
Other assets |
1,538,293 |
1,415,760 |
8.7% |
Intangible assets |
662,919 |
623,760 |
6.3% |
Goodwill |
59,964 |
59,964 |
0.0% |
TOTAL ASSETS |
41,963,000 |
40,228,911 |
4.3% |
LIABILITIES |
|
|
|
Due to credit institutions |
7,181,100 |
7,754,371 |
-7.4% |
Customer accounts |
23,921,726 |
22,529,442 |
6.2% |
Other financial liabilities |
1,138,603 |
820,244 |
38.8% |
Current income tax liability |
23,416 |
1,444 |
NMF |
Deferred income tax liability |
51,774 |
54,489 |
-5.0% |
Debt Securities in issue* |
1,861,021 |
1,512,224 |
23.1% |
Other liabilities |
212,332 |
216,522 |
-1.9% |
Subordinated debt |
1,151,490 |
1,138,204 |
1.2% |
Redemption liability |
545,400 |
478,422 |
14.0% |
TOTAL LIABILITIES |
36,086,862 |
34,505,362 |
4.6% |
EQUITY |
|
|
|
Share capital |
1,719 |
1,719 |
0.0% |
Shares held by trust |
(49,862) |
(50,424) |
-1.1% |
Share premium |
411,088 |
411,088 |
0.0% |
Retained earnings |
5,590,920 |
5,286,370 |
5.8% |
Other reserves |
(222,807) |
(107,391) |
NMF |
Equity attributable to owners of the parent |
5,731,058 |
5,541,362 |
3.4% |
Non-controlling interest |
145,080 |
182,187 |
-20.4% |
TOTAL EQUITY |
5,876,138 |
5,723,549 |
2.7% |
TOTAL LIABILITIES AND EQUITY |
41,963,000 |
40,228,911 |
4.3% |
* Debt securities in issue include Additional Tier 1 capital subordinated notes
Ratios
Ratios (based on monthly averages, where applicable) |
2Q'25 |
1Q'25 |
2Q'24 |
Profitability ratios: |
|
|
|
ROE1 |
24.3% |
23.2% |
27.1% |
ROA2 |
3.4% |
3.2% |
3.8% |
Cost to income3 |
37.6% |
37.2% |
37.8% |
NIM4 |
7.1% |
6.7% |
6.4% |
Loan yields5 |
14.5% |
14.0% |
12.9% |
Deposit rates6 |
5.8% |
5.6% |
5.2% |
Cost of funding7 |
6.8% |
6.6% |
6.0% |
Asset quality & portfolio concentration: |
|
|
|
Cost of risk9 |
1.6% |
1.4% |
0.5% |
PAR 90 to gross loans9 |
1.7% |
1.6% |
1.5% |
NPLs to gross loans10 |
2.5% |
2.5% |
2.1% |
NPL provision coverage11 |
78.2% |
73.6% |
74.6% |
Total NPL coverage12 |
142.4% |
140.4% |
141.6% |
Credit loss level to gross loans13 |
2.0% |
1.8% |
1.6% |
Related party loans to gross loans14 |
0.0% |
0.0% |
0.1% |
Top 10 borrowers to total portfolio15 |
4.9% |
5.3% |
5.8% |
Top 20 borrowers to total portfolio16 |
7.8% |
8.0% |
8.6% |
Capital & liquidity positions: |
|
|
|
Net loans to deposits plus IFI funding17 |
103.5% |
105.4% |
102.0% |
Leverage (x)18 |
7.1x |
7.0x |
7.0x |
Georgia |
|
|
|
Net stable funding ratio19 |
124.4% |
125.6% |
118.2% |
Liquidity coverage ratio20 |
116.3% |
119.0% |
118.1% |
CET 1 CAR21 |
16.4% |
16.4% |
16.8% |
Tier 1 CAR22 |
19.8% |
19.9% |
22.3% |
Total 1 CAR23 |
23.0% |
23.1% |
25.9% |
Uzbekistan |
|
|
|
CET 1 CAR24 |
18.5% |
19.4% |
12.6% |
Tier 1 CAR25 |
18.5% |
19.4% |
12.6% |
Total 1 CAR26 |
20.0% |
20.3% |
16.4% |
Funding and liquidity in Georgia
|
Jun'25 |
Mar'25 |
Change QoQ |
Minimum net stable funding ratio, as defined by the NBG |
100.0% |
100.0% |
0.0 pp |
Net stable funding ratio as defined by the NBG |
124.4% |
125.6% |
-1.2 pp |
|
|
|
|
Minimum total liquidity coverage ratio, as defined by the NBG |
100.0% |
100.0% |
0.0 pp |
Minimum LCR in GEL, as defined by the NBG |
75% |
75.0% |
0.0 pp |
Minimum LCR in FC, as defined by the NBG |
100.0% |
100.0% |
0.0 pp |
|
|
|
|
Total liquidity coverage ratio, as defined by the NBG |
116.3% |
119.0% |
-2.7 pp |
LCR in GEL, as defined by the NBG |
115.7% |
118.9% |
-3.2 pp |
LCR in FC, as defined by the NBG |
116.6% |
119.1% |
-2.5 pp |
Regulatory capital
Georgia
In thousands of GEL |
Jun'25 |
Mar'25 |
Change QoQ |
CET 1 capital |
4,917,529 |
4,814,010 |
2.2% |
Tier 1 capital |
5,938,879 |
5,851,748 |
1.5% |
Total capital |
6,874,774 |
6,786,892 |
1.3% |
Total risk-weighted assets |
29,939,526 |
29,337,803 |
2.1% |
|
|
|
|
Minimum CET 1 ratio |
14.7% |
14.6% |
0.1 pp |
CET 1 capital adequacy ratio |
16.4% |
16.4% |
0.0 pp |
|
|
|
|
Minimum Tier 1 ratio |
16.9% |
16.9% |
0.0 pp |
Tier 1 capital adequacy ratio |
19.8% |
19.9% |
-0.1 pp |
|
|
|
|
Minimum total capital adequacy ratio |
19.9% |
19.9% |
0.0 pp |
Total capital adequacy ratio |
23.0% |
23.1% |
-0.1 pp |
Uzbekistan
In thousands of GEL |
Jun'25 |
Mar'25 |
Change QoQ |
CET 1 capital |
538,892 |
535,639 |
0.6% |
Tier 1 capital |
538,892 |
535,639 |
0.6% |
Total capital |
581,838 |
559,526 |
4.0% |
Total risk-weighted assets |
2,912,132 |
2,758,355 |
5.6% |
|
|
|
|
Minimum CET 1 ratio |
8.0% |
8.0% |
0.0 pp |
CET 1 capital adequacy ratio |
18.5% |
19.4% |
-0.9 pp |
|
|
|
|
Minimum Tier 1 ratio |
10.0% |
10.0% |
0.0 pp |
Tier 1 capital adequacy ratio |
18.5% |
19.4% |
-0.9 pp |
|
|
|
|
Minimum total capital adequacy ratio |
13.0% |
13.0% |
0.0 pp |
Total capital adequacy ratio |
20.0% |
20.3% |
-0.3 pp |
Loan portfolio
As of 30 June 2025, the gross loan portfolio reached GEL 28,469.9 million, up by 4.1% QoQ, or up by 3.4% QoQ on a constant currency basis.
By the end of June 2025, our Georgia FS loan portfolio increased by 3.2% on a QoQ basis and reached GEL 25,992.6 million, with 2.5% QoQ growth on a constant currency basis. Over the same period, our Uzbek portfolio increased by 14.6% QoQ, or up by 13.9% QoQ on a constant currency basis.
In thousands of GEL Gross loans and advances to customers |
Jun'25 |
Mar'25 |
Change QoQ |
Georgian financial services ("Georgia FS")* |
25,992,620 |
25,182,536 |
3.2% |
Retail Georgia |
9,124,930 |
8,834,964 |
3.3% |
CIB Georgia |
10,491,098 |
10,055,992 |
4.3% |
MSME Georgia |
5,902,254 |
5,827,911 |
1.3% |
Uzbekistan |
2,463,960 |
2,150,075 |
14.6% |
Total gross loans and advances to customers ** |
28,469,934 |
27,350,103 |
4.1% |
Gross loans include finance lease receivables only on Georgia FS, Uzbekistan and Group levels
* Georgia FS includes sub-segment eliminations
** Total gross loans and advances to customers include Azerbaijan
|
2Q'25 |
1Q'25 |
2Q'24 |
Change YoY |
Change QoQ |
Loan yields |
14.5% |
14.0% |
12.9% |
1.6 pp |
0.5 pp |
GEL |
14.5% |
14.2% |
13.8% |
0.7 pp |
0.3 pp |
FC |
8.9% |
8.7% |
8.8% |
0.1 pp |
0.2 pp |
UZS |
42.7% |
44.2% |
44.1% |
-1.4 pp |
-1.5 pp |
Georgia FS |
11.9% |
11.6% |
11.3% |
0.6 pp |
0.3 pp |
GEL |
14.5% |
14.2% |
13.8% |
0.7 pp |
0.3 pp |
FC |
8.9% |
8.7% |
8.8% |
0.1 pp |
0.2 pp |
Uzbekistan |
42.7% |
44.2% |
44.1% |
-1.4 pp |
-1.5 pp |
UZS |
42.7% |
44.2% |
44.1% |
-1.4 pp |
-1.5 pp |
Total loan yields* |
14.5% |
14.0% |
12.9% |
1.6 pp |
0.5 pp |
Loan yields include finance lease receivables only on Georgia FS, Uzbekistan and Group levels
* Total loan yields include Azerbaijan
Loan portfolio quality
PAR 90 |
Jun'25 |
Mar'25 |
Change QoQ |
Georgia FS* |
1.5% |
1.5% |
0.0 pp |
Retail Georgia |
0.8% |
0.7% |
0.1 pp |
CIB Georgia |
1.2% |
0.9% |
0.3 pp |
MSME Georgia |
2.8% |
3.4% |
-0.6 pp |
Uzbekistan |
3.9% |
2.1% |
1.8 pp |
Total PAR 90** |
1.7% |
1.6% |
0.1 pp |
PAR 90 include finance lease receivables only on Georgia FS, Uzbekistan and Group levels
* Georgia FS includes sub-segment eliminations
** Total PAR 90 includes Azerbaijan
In thousands of GEL |
Jun'25 |
Mar'25 |
Change QoQ |
Georgia FS* |
613,751 |
600,215 |
2.3% |
Retail Georgia |
147,242 |
133,020 |
10.7% |
CIB Georgia |
157,590 |
152,263 |
3.5% |
MSME Georgia |
281,300 |
288,613 |
-2.5% |
Uzbekistan |
101,170 |
68,275 |
48.2% |
Total non-performing loans** |
717,615 |
671,071 |
6.9% |
Non-performing loans include finance lease receivables only on Georgia FS, Uzbekistan and Group levels
* Georgia FS includes sub-segment eliminations
** Total non-performing loans include Azerbaijan
NPL to gross loans |
Jun'25 |
Mar'25 |
Change QoQ |
Georgia FS* |
2.4% |
2.4% |
0.0 pp |
Retail Georgia |
1.6% |
1.5% |
0.1 pp |
CIB Georgia |
1.5% |
1.5% |
0.0 pp |
MSME Georgia |
4.8% |
5.0% |
-0.2 pp |
Uzbekistan |
4.1% |
3.2% |
0.9 pp |
Total NPL to gross loans** |
2.5% |
2.5% |
0.0 pp |
Non-performing loans include finance lease receivables only on Georgia FS, Uzbekistan and Group levels
* Georgia FS includes sub-segment eliminations
** Total NPL to gross loans include Azerbaijan
|
Jun'25 |
Mar'25 |
||
NPL Coverage |
Provision Coverage |
Total Coverage** |
Provision Coverage |
Total Coverage** |
Georgia FS* |
62.6% |
137.3% |
59.5% |
134.1% |
Retail Georgia |
129.5% |
181.7% |
127.2% |
186.9% |
CIB Georgia |
43.3% |
113.8% |
40.2% |
111.8% |
MSME Georgia |
40.7% |
124.9% |
40.4% |
123.9% |
Uzbekistan |
169.7% |
169.7% |
192.6% |
192.6% |
Total NPL coverage** |
78.2% |
142.4% |
73.6% |
140.4% |
Non-performing loans include finance lease receivables only on Georgia FS, Uzbekistan and Group levels
* Georgia FS includes sub-segment eliminations
** Total NPL coverage includes Azerbaijan
Cost of risk ("CoR") |
2Q'25 |
1Q'25 |
2Q'24 |
Change YoY |
Change QoQ |
Georgia FS* |
0.8% |
0.8% |
0.3% |
0.5 pp |
0.0 pp |
Retail Georgia |
1.8% |
1.3% |
0.4% |
1.4 pp |
0.5 pp |
CIB Georgia |
0.2% |
0.3% |
-0.1% |
0.3 pp |
-0.1 pp |
MSME Georgia |
0.5% |
0.8% |
0.5% |
0.0 pp |
-0.3 pp |
Uzbekistan |
9.9% |
9.3% |
5.7% |
4.2 pp |
0.6 pp |
Total cost of risk** |
1.6% |
1.4% |
0.5% |
1.1 pp |
0.2 pp |
Cost of risk include finance lease receivables only on Georgia FS, Uzbekistan and Group levels
* Georgia FS includes sub-segment eliminations
** Total cost of risk includes Azerbaijan
Deposit portfolio
As of 30 June 2025, the deposit portfolio reached GEL 23,921.7 million, up by 6.2% QoQ both in nominal terms and on a constant currency basis.
By the end of June 2025, our customer deposit portfolio in Georgia (excluding MOF) reached GEL 22,030. 9 million, up by 4.2% QoQ, and also up by 4.2% QoQ on a constant currency basis. Meanwhile, our Uzbekistan deposit portfolio increased by 10.0% QoQ, or up by 9. 4 % QoQ on a constant currency basis.
In thousands of GEL Customer accounts |
Jun'25 |
Mar'25 |
Change QoQ |
Georgia FS* |
22,646,812 |
21,355,609 |
6.0% |
Retail Georgia |
8,719,633 |
8,269,131 |
5.4% |
CIB Georgia |
11,521,115 |
11,122,655 |
3.6% |
MSME Georgia |
1,951,125 |
1,913,434 |
2.0% |
MOF |
615,889 |
209,328 |
NMF |
Uzbekistan |
1,340,365 |
1,218,048 |
10.0% |
Total customer accounts** |
23,921,726 |
22,529,442 |
6.2% |
* Georgian FS includes sub-segment eliminations
** Total customer accounts are adjusted for eliminations
|
2Q'25 |
1Q'25 |
2Q'24 |
Change YoY |
Change QoQ |
Deposit rates |
5.8% |
5.6% |
5.2% |
0.6 pp |
0.2 pp |
GEL |
7.9% |
8.1% |
7.6% |
0.3 pp |
-0.2 pp |
FC |
1.9% |
1.8% |
1.3% |
0.6 pp |
0.1 pp |
UZS |
24.9% |
24.7% |
24.8% |
0.1 pp |
0.2 pp |
Georgian financial services |
4.6% |
4.7% |
4.6% |
0.0 pp |
-0.1 pp |
GEL |
7.9% |
8.1% |
7.6% |
0.3 pp |
-0.2 pp |
FC |
1.9% |
1.8% |
1.3% |
0.6 pp |
0.1 pp |
Uzbek business |
24.8% |
24.5% |
24.8% |
0.0 pp |
0.3 pp |
UZS |
24.9% |
24.7% |
24.8% |
0.1 pp |
0.2 pp |
FC |
5.5% |
2.8% |
2.3% |
3.2 pp |
2.7 pp |
Total deposit rates* |
5.8% |
5.6% |
5.2% |
0.6 pp |
0.2 pp |
* Total deposits rates include MOF deposits
Unaudited consolidated financial results overview for 1H 2025
This statement provides a summary of the business and financial trends for 1H 2025 for TBC Bank Group plc and its subsidiaries. The financial information and trends are unaudited.
Please note that there might be slight differences in previous periods' figures due to rounding.
Consolidated income statement and other comprehensive income
In thousands of GEL |
1H'25 |
1H'24 |
Change YoY |
Interest income |
2,216,674 |
1,718,903 |
29.0% |
Interest expense |
(1,101,662) |
(817,948) |
34.7% |
Net interest income |
1,115,012 |
900,955 |
23.8% |
Fee and commission income |
490,517 |
380,362 |
29.0% |
Fee and commission expense |
(186,886) |
(152,661) |
22.4% |
Net fee and commission income |
303,631 |
227,701 |
33.3% |
Net insurance income |
22,774 |
16,903 |
34.7% |
Net gains from currency derivatives, foreign currency operations and translation |
155,932 |
147,116 |
6.0% |
Other operating income |
11,051 |
3,631 |
NMF |
Share of profit of associates |
439 |
105 |
NMF |
Other operating non-interest income |
190,196 |
167,755 |
13.4% |
Credit loss allowance for loans to customers |
(211,722) |
(71,565) |
NMF |
Credit loss allowance for other financial items and net impairment for non-financial assets |
(25,354) |
(5,131) |
NMF |
Operating income after expected credit and non-financial asset impairment losses |
1,371,763 |
1,219,715 |
12.5% |
Staff costs |
(307,891) |
(262,216) |
17.4% |
Depreciation and amortisation |
(79,574) |
(69,722) |
14.1% |
Administrative and other operating expenses |
(214,233) |
(154,310) |
38.8% |
Operating expenses |
(601,698) |
(486,248) |
23.7% |
Net profit before tax |
770,065 |
733,467 |
5.0% |
Income tax expense |
(105,284) |
(107,698) |
-2.2% |
Net profit |
664,781 |
625,769 |
6.2% |
Net profit attributable to: |
|
|
|
- Shareholders of TBCG |
657,414 |
617,400 |
6.5% |
- Non-controlling interest |
7,367 |
8,369 |
-12.0% |
Other comprehensive income: |
|
|
|
Other comprehensive expense for the period |
(68,085) |
(34,164) |
99.3% |
Total comprehensive income for the period |
596,696 |
591,605 |
0.9% |
Consolidated balance sheet
In thousands of GEL |
Jun'25 |
Jun'24 |
Change YoY |
ASSETS |
|
|
|
Cash and cash equivalents |
3,548,840 |
3,688,366 |
-3.8% |
Due from other banks |
111,130 |
20,742 |
NMF |
Mandatory cash balances with the NBG and the CBU |
2,408,487 |
1,511,508 |
59.3% |
Loans and advances to customers and finance lease receivables |
27,908,768 |
24,226,246 |
15.2% |
Investment securities |
5,260,446 |
4,213,106 |
24.9% |
Investment properties |
11,569 |
14,506 |
-20.2% |
Current income tax prepayment |
11,546 |
1,704 |
NMF |
Deferred income tax asset |
4,254 |
990 |
NMF |
Other financial assets |
436,784 |
306,561 |
42.5% |
Other assets |
1,538,293 |
1,207,297 |
27.4% |
Intangible assets |
662,919 |
529,425 |
25.2% |
Goodwill |
59,964 |
59,964 |
0.0% |
TOTAL ASSETS |
41,963,000 |
35,780,415 |
17.3% |
LIABILITIES |
|
|
|
Due to credit institutions |
7,181,100 |
4,846,332 |
48.2% |
Customer accounts |
23,921,726 |
21,464,578 |
11.4% |
Other financial liabilities |
1,138,603 |
683,382 |
66.6% |
Current income tax liability |
23,416 |
4,350 |
NMF |
Deferred income tax liability |
51,774 |
52,882 |
-2.1% |
Debt Securities in issue* |
1,861,021 |
1,849,800 |
0.6% |
Other liabilities |
212,332 |
226,562 |
-6.3% |
Subordinated debt |
1,151,490 |
1,152,841 |
-0.1% |
Redemption liability |
545,400 |
419,928 |
29.9% |
TOTAL LIABILITIES |
36,086,862 |
30,700,655 |
17.5% |
EQUITY |
|
|
|
Share capital |
1,719 |
1,689 |
1.8% |
Shares held by trust |
(49,862) |
(66,982) |
-25.6% |
Share premium |
411,088 |
292,734 |
40.4% |
Retained earnings |
5,590,920 |
4,796,051 |
16.6% |
Other reserves |
(222,807) |
(101,634) |
NMF |
Equity attributable to owners of the parent |
5,731,058 |
4,921,858 |
16.4% |
Non-controlling interest |
145,080 |
157,902 |
-8.1% |
TOTAL EQUITY |
5,876,138 |
5,079,760 |
15.7% |
TOTAL LIABILITIES AND EQUITY |
41,963,000 |
35,780,415 |
17.3% |
* Debt securities in issue include Additional Tier 1 capital subordinated notes
Ratios
Ratios (based on monthly averages, where applicable) |
1H'25 |
1H'24 |
Profitability ratios: |
|
|
ROE1 |
23.7% |
26.0% |
ROA2 |
3.3% |
3.7% |
Cost to income3 |
37.4% |
37.5% |
NIM4 |
6.9% |
6.4% |
Loan yields5 |
14.3% |
12.9% |
Deposit rates6 |
5.7% |
5.3% |
Cost of funding7 |
6.7% |
5.9% |
Asset quality & portfolio concentration: |
|
|
Cost of risk9 |
1.5% |
0.7% |
PAR 90 to gross loans9 |
1.7% |
1.5% |
NPLs to gross loans10 |
2.5% |
2.1% |
NPL provision coverage11 |
78.2% |
74.6% |
Total NPL coverage12 |
142.4% |
141.6% |
Credit loss level to gross loans13 |
2.0% |
1.6% |
Related party loans to gross loans14 |
0.0% |
0.1% |
Top 10 borrowers to total portfolio15 |
4.9% |
5.8% |
Top 20 borrowers to total portfolio16 |
7.8% |
8.6% |
Capital & liquidity positions: |
|
|
Net loans to deposits plus IFI funding17 |
103.5% |
102.0% |
Leverage (x)18 |
7.1x |
7.0x |
Georgia |
|
|
Net stable funding ratio19 |
124.4% |
118.2% |
Liquidity coverage ratio20 |
116.3% |
118.1% |
CET 1 CAR21 |
16.4% |
16.8% |
Tier 1 CAR22 |
19.8% |
22.3% |
Total 1 CAR23 |
23.0% |
25.9% |
Uzbekistan |
|
|
CET 1 CAR24 |
18.5% |
12.6% |
Tier 1 CAR25 |
18.5% |
12.6% |
Total 1 CAR26 |
20.0% |
16.4% |
Funding and liquidity in Georgia
|
Jun'25 |
Jun'24 |
Change YoY |
Minimum net stable funding ratio, as defined by the NBG |
100.0% |
100.0% |
0.0 pp |
Net stable funding ratio as defined by the NBG |
124.4% |
118.2% |
6.2 pp |
|
|
|
|
Minimum total liquidity coverage ratio, as defined by the NBG |
100.0% |
100.0% |
0.0 pp |
Minimum LCR in GEL, as defined by the NBG |
75% |
75.0% |
0.0 pp |
Minimum LCR in FC, as defined by the NBG |
100.0% |
100.0% |
0.0 pp |
|
|
|
|
Total liquidity coverage ratio, as defined by the NBG |
116.3% |
118.1% |
-1.8 pp |
LCR in GEL, as defined by the NBG |
115.7% |
100.0% |
15.7 pp |
LCR in FC, as defined by the NBG |
116.6% |
129.5% |
-12.9 pp |
Regulatory capital
Georgia
In thousands of GEL |
Jun'25 |
Jun'24 |
Change YoY |
CET 1 capital |
4,917,529 |
4,344,472 |
13.2% |
Tier 1 capital |
5,938,879 |
5,749,522 |
3.3% |
Total capital |
6,874,774 |
6,671,739 |
3.0% |
Total risk-weighted assets |
29,939,526 |
25,791,645 |
16.1% |
|
|
|
|
Minimum CET 1 ratio |
14.7% |
14.6% |
0.1 pp |
CET 1 capital adequacy ratio |
16.4% |
16.8% |
-0.4 pp |
|
|
|
|
Minimum Tier 1 ratio |
16.9% |
16.9% |
0.0 pp |
Tier 1 capital adequacy ratio |
19.8% |
22.3% |
-2.5 pp |
|
|
|
|
Minimum total capital adequacy ratio |
19.9% |
20.0% |
-0.1 pp |
Total capital adequacy ratio |
23.0% |
25.9% |
-2.9 pp |
Uzbekistan
In thousands of GEL |
Jun'25 |
Jun'24 |
Change YoY |
CET 1 capital |
538,892 |
297,508 |
81.1% |
Tier 1 capital |
538,892 |
297,508 |
81.1% |
Total capital |
581,838 |
385,153 |
51.1% |
Total risk-weighted assets |
2,912,132 |
2,355,255 |
23.6% |
|
|
|
|
Minimum CET 1 ratio |
8.0% |
8.0% |
0.0 pp |
CET 1 capital adequacy ratio |
18.5% |
12.6% |
5.9 pp |
|
|
|
|
Minimum Tier 1 ratio |
10.0% |
10.0% |
0.0 pp |
Tier 1 capital adequacy ratio |
18.5% |
12.6% |
5.9 pp |
|
|
|
|
Minimum total capital adequacy ratio |
13.0% |
13.0% |
0.0 pp |
Total capital adequacy ratio |
20.0% |
16.4% |
3.6 pp |
Loan portfolio
As of 30 June 2025, the gross loan portfolio reached GEL 28,469.9 million, up by 15.7% YoY, or up by 16.0% YoY on a constant currency basis.
By the end of June 2025, our Georgia FS loan portfolio increased by 11.2% on a YoY and reached GEL 25,992.6 million, with 11.1% YoY growth on a constant currency basis. Over the same period, our Uzbek portfolio increased by 105.0%, or 112.9% on a constant currency basis.
In thousands of GEL Gross loans and advances to customers |
Jun'25 |
Jun'24 |
Change YoY |
Georgian financial services ("Georgia FS")* |
25,992,620 |
23,378,409 |
11.2% |
Retail Georgia |
9,124,930 |
8,137,555 |
12.1% |
CIB Georgia |
10,491,098 |
9,082,113 |
15.5% |
MSME Georgia |
5,902,254 |
5,778,382 |
2.1% |
Uzbekistan |
2,463,960 |
1,201,673 |
105.0% |
Total gross loans and advances to customers ** |
28,469,934 |
24,611,372 |
15.7% |
Gross loans include finance lease receivables only on Georgia FS, Uzbekistan and Group levels
* Georgia FS includes sub-segment eliminations
** Total gross loans and advances to customers include Azerbaijan
|
1H'25 |
1H'24 |
Change YoY |
Loan yields |
14.3% |
12.9% |
1.4 pp |
GEL |
14.4% |
14.0% |
0.4 pp |
FC |
8.8% |
8.9% |
-0.1 pp |
UZS |
43.5% |
43.6% |
-0.1 pp |
Georgia FS |
11.8% |
11.5% |
0.3 pp |
GEL |
14.4% |
14.0% |
0.4 pp |
FC |
8.8% |
8.8% |
0.0 pp |
Uzbekistan |
43.5% |
43.6% |
-0.1 pp |
UZS |
43.5% |
43.6% |
-0.1 pp |
Total loan yields* |
14.3% |
12.9% |
1.4 pp |
Loan yields include finance lease receivables only on Georgia FS, Uzbekistan and Group levels
* Total loan yields include Azerbaijan
Loan portfolio quality
PAR 90 |
Jun'25 |
Jun'24 |
Change YoY |
Georgia FS* |
1.5% |
1.4% |
0.1 pp |
Retail Georgia |
0.8% |
0.7% |
0.1 pp |
CIB Georgia |
1.2% |
0.9% |
0.3 pp |
MSME Georgia |
2.8% |
2.9% |
-0.1 pp |
Uzbekistan |
3.9% |
2.5% |
1.4 pp |
Total PAR 90** |
1.7% |
1.5% |
0.2 pp |
PAR 90 include finance lease receivables only on Georgia FS, Uzbekistan and Group levels
* Georgia FS includes sub-segment eliminations
** Total PAR 90 includes Azerbaijan
In thousands of GEL |
Jun'25 |
Jun'24 |
Change YoY |
Georgia FS* |
613,751 |
485,015 |
26.5% |
Retail Georgia |
147,242 |
112,924 |
30.4% |
CIB Georgia |
157,590 |
137,804 |
14.4% |
MSME Georgia |
281,300 |
211,772 |
32.8% |
Uzbekistan |
101,170 |
29,786 |
239.7% |
Total non-performing loans** |
717,615 |
516,009 |
39.1% |
Non-performing loans include finance lease receivables only on Georgia FS, Uzbekistan and Group levels
* Georgia FS includes sub-segment eliminations
** Total non-performing loans include Azerbaijan
NPL to gross loans |
Jun'25 |
Jun'24 |
Change YoY |
Georgia FS* |
2.4% |
2.1% |
0.3 pp |
Retail Georgia |
1.6% |
1.4% |
0.2 pp |
CIB Georgia |
1.5% |
1.5% |
0.0 pp |
MSME Georgia |
4.8% |
3.7% |
1.1 pp |
Uzbekistan |
4.1% |
2.5% |
1.6 pp |
Total NPL to gross loans** |
2.5% |
2.1% |
0.4 pp |
Non-performing loans include finance lease receivables only on Georgia FS, Uzbekistan and Group levels
* Georgia FS includes sub-segment eliminations
** Total NPL to gross loans include Azerbaijan
|
Jun'25 |
Jun'24 |
||
NPL Coverage |
Provision Coverage |
Total Coverage** |
Provision Coverage |
Total Coverage** |
Georgia FS* |
62.6% |
137.3% |
67.0% |
138.0% |
Retail Georgia |
129.5% |
181.7% |
133.1% |
195.6% |
CIB Georgia |
43.3% |
113.8% |
44.1% |
108.8% |
MSME Georgia |
40.7% |
124.9% |
49.2% |
127.2% |
Uzbekistan |
169.7% |
169.7% |
191.3% |
191.3% |
Total NPL coverage** |
78.2% |
142.4% |
74.6% |
141.6% |
Non-performing loans include finance lease receivables only on Georgia FS, Uzbekistan and Group levels
* Georgia FS includes sub-segment eliminations
** Total NPL coverage includes Azerbaijan
Cost of risk ("CoR") |
1H'25 |
1H'24 |
Change YoY |
Georgia FS* |
0.8% |
0.5% |
0.3 pp |
Retail Georgia |
1.6% |
0.8% |
0.8 pp |
CIB Georgia |
0.2% |
0.1% |
0.1 pp |
MSME Georgia |
0.6% |
0.6% |
0.0 pp |
Uzbekistan |
10.2% |
5.6% |
4.6 pp |
Total cost of risk** |
1.5% |
0.7% |
0.8 pp |
Cost of risk include finance lease receivables only on Georgia FS, Uzbekistan and Group levels
* Georgia FS includes sub-segment eliminations
** Total cost of risk includes Azerbaijan
Deposit portfolio
As of 30 June 2025, deposit portfolio reached GEL 23,921.7 million, up by 11.4% YoY, or up by 12.5% YoY on a constant currency basis.
By the end of June 2025, our customer deposit portfolio in Georgia (excluding MOF) reached GEL 22,030.9 million, up by 9.6% YoY, or up by 10.5% YoY on a constant currency basis. Meanwhile, our Uzbekistan deposit portfolio increased by 85.7% YoY, or up by 92.8% YoY on a constant currency basis.
In thousands of GEL Customer accounts |
Jun'25 |
Jun'24 |
Change YoY |
Georgia FS* |
22,646,812 |
20,867,540 |
8.5% |
Retail Georgia |
8,719,633 |
7,830,406 |
11.4% |
CIB Georgia |
11,521,115 |
10,417,043 |
10.6% |
MSME Georgia |
1,951,125 |
1,960,795 |
-0.5% |
MOF |
615,889 |
765,096 |
-19.5% |
Uzbekistan |
1,340,365 |
721,632 |
85.7% |
Total customer accounts** |
23,921,726 |
21,464,578 |
11.4% |
* Georgian FS includes sub-segment eliminations
** Total customer accounts are adjusted for eliminations
|
1H'25 |
1H'24 |
Change YoY |
Deposit rates |
5.7% |
5.3% |
0.4 pp |
GEL |
7.9% |
7.8% |
0.1 pp |
FC |
1.9% |
1.3% |
0.6 pp |
UZS |
24.9% |
25.2% |
-0.3 pp |
Georgian financial services |
4.6% |
4.7% |
-0.1 pp |
GEL |
7.9% |
7.8% |
0.1 pp |
FC |
1.9% |
1.3% |
0.6 pp |
Uzbek business |
24.7% |
25.1% |
-0.4 pp |
UZS |
24.9% |
25.2% |
-0.3 pp |
FC |
4.2% |
2.9% |
1.3 pp |
Total deposit rates* |
5.7% |
5.3% |
0.4 pp |
* Total deposits rates include MOF deposits
Additional information
1) Financial disclosures by business lines
Business line definitions
The operating segments are defined as follows:
· Georgian financial services ("Georgia FS") - include JSC TBC Bank with its Georgian subsidiaries and JSC TBC Insurance with its subsidiary. The Georgia financial service segment consists of three major business sub-segments, while the treasury, leasing and insurance businesses are combined into the corporate and other sub-segments:
o Corporate and investment banking ("CIB") - a legal entity/group of affiliated entities with an annual revenue exceeding GEL 20 million or which has been granted facilities of more than GEL 7.5 million. Some other business customers may also be assigned to the CIB segment or transferred to the micro, small and medium enterprises segment on a discretionary basis. In addition, CIB includes Wealth Management private banking services to high-net-worth individuals with a threshold of USD 250,000 on assets under management (AUM), as well as on discretionary basis;
o Retail - non-business individual customers;
o Micro, small and medium enterprises ("MSME") - business customers who are not included in the CIB sub-segment.
· Uzbekistan - TBC Bank Uzbekistan with respective subsidiaries and Payme (Inspired LLC).
· Other - includes non-material (including wholly owned subsidiary in Azerbaijan, TBC Kredit) or non-financial subsidiaries of the Group, and intra-group eliminations.
Georgian financial services
Profit and loss statement
In thousands of GEL |
2Q'25 |
1Q'25 |
2Q'24 |
Change YoY |
Change QoQ |
1H'25 |
1H'24 |
Change YoY |
Interest income |
885,549 |
845,776 |
752,671 |
17.7% |
4.7% |
1,731,325 |
1,489,504 |
16.2% |
Interest expense |
(434,459) |
(436,673) |
(364,481) |
19.2% |
-0.5% |
(871,132) |
(715,646) |
21.7% |
Net interest income |
451,090 |
409,103 |
388,190 |
16.2% |
10.3% |
860,193 |
773,858 |
11.2% |
Fee and commission income |
195,794 |
172,187 |
164,483 |
19.0% |
13.7% |
367,981 |
312,975 |
17.6% |
Fee and commission expense |
(81,838) |
(65,599) |
(66,562) |
23.0% |
24.8% |
(147,437) |
(133,811) |
10.2% |
Net fee and commission income |
113,956 |
106,588 |
97,921 |
16.4% |
6.9% |
220,544 |
179,164 |
23.1% |
Net insurance income |
13,827 |
8,945 |
9,290 |
48.8% |
54.6% |
22,772 |
17,266 |
31.9% |
Net gains from currency derivatives, foreign currency operations and translation |
81,034 |
84,090 |
88,170 |
-8.1% |
-3.6% |
165,124 |
152,799 |
8.1% |
Other operating income |
4,949 |
5,520 |
1,917 |
NMF |
-10.3% |
10,469 |
3,469 |
NMF |
Share of profit of associates |
300 |
139 |
146 |
NMF |
NMF |
439 |
105 |
NMF |
Other operating non-interest income |
100,110 |
98,694 |
99,523 |
0.6% |
1.4% |
198,804 |
173,639 |
14.5% |
Credit loss allowance for loans to customers |
(54,993) |
(47,954) |
(14,103) |
NMF |
14.7% |
(102,947) |
(50,928) |
NMF |
Credit loss allowance for other financial items and net impairment for non-financial assets |
(6,476) |
(5,359) |
(2,792) |
NMF |
20.8% |
(11,835) |
(3,382) |
NMF |
Operating income after expected credit and non-financial asset impairment losses |
603,687 |
561,072 |
568,739 |
6.1% |
7.6% |
1,164,759 |
1,072,351 |
8.6% |
Staff costs |
(124,069) |
(105,795) |
(105,855) |
17.2% |
17.3% |
(229,864) |
(207,095) |
11.0% |
Depreciation and amortisation |
(32,325) |
(31,267) |
(30,013) |
7.7% |
3.4% |
(63,592) |
(59,278) |
7.3% |
Administrative and other operating expenses |
(65,217) |
(58,169) |
(51,998) |
25.4% |
12.1% |
(123,386) |
(96,762) |
27.5% |
Operating expenses |
(221,611) |
(195,231) |
(187,866) |
18.0% |
13.5% |
(416,842) |
(363,135) |
14.8% |
Net profit before tax |
382,076 |
365,841 |
380,873 |
0.3% |
4.4% |
747,917 |
709,216 |
5.5% |
Income tax expense |
(49,973) |
(48,201) |
(57,166) |
-12.6% |
3.7% |
(98,174) |
(100,870) |
-2.7% |
Net profit |
332,103 |
317,640 |
323,707 |
2.6% |
4.6% |
649,743 |
608,346 |
6.8% |
Balance sheet highlights
In thousands of GEL |
Jun'25 |
Mar'25 |
Jun'24 |
Change YoY |
Change QoQ |
Cash & NBG mandatory reserves |
5,601,764 |
5,598,657 |
5,000,618 |
12.0% |
0.1% |
Due from other banks |
104,170 |
49,449 |
20,708 |
NMF |
NMF |
Loans and advances to customers |
25,608,360 |
24,825,243 |
23,053,614 |
11.1% |
3.2% |
Investment securities measured at fair value through OCI |
5,000,111 |
4,702,153 |
4,110,036 |
21.7% |
6.3% |
Intangible assets and Goodwill |
458,834 |
443,665 |
406,942 |
12.8% |
3.4% |
Other assets |
1,825,283 |
1,758,688 |
1,491,030 |
22.4% |
3.8% |
TOTAL ASSETS |
38,598,522 |
37,377,855 |
34,082,948 |
13.2% |
3.3% |
Due to credit institutions |
6,646,158 |
7,243,202 |
4,675,711 |
42.1% |
-8.2% |
Customer accounts |
22,646,812 |
21,355,609 |
20,867,540 |
8.5% |
6.0% |
Subordinated debt and debt securities in issue |
2,291,411 |
2,311,275 |
2,682,703 |
-14.6% |
-0.9% |
Other liabilities |
1,389,607 |
937,265 |
902,091 |
54.0% |
48.3% |
TOTAL LIABILITIES |
32,973,988 |
31,847,351 |
29,128,045 |
13.2% |
3.5% |
Equity attributable to shareholders |
5,624,237 |
5,530,226 |
4,954,687 |
13.5% |
1.7% |
Non-controlling interest |
297 |
278 |
216 |
37.5% |
6.8% |
TOTAL EQUITY |
5,624,534 |
5,530,504 |
4,954,903 |
13.5% |
1.7% |
TOTAL LIABILITIES AND EQUITY |
38,598,522 |
37,377,855 |
34,082,948 |
13.2% |
3.3% |
Key ratios
Georgian financial services |
2Q'25 |
1Q'25 |
2Q'24 |
Change YoY |
Change QoQ |
1H'25 |
1H'24 |
Change YoY |
Profitability ratios: |
|
|
|
|
|
|
|
|
ROE1 |
23.9% |
23.3% |
26.9% |
-3.0 pp |
0.6 pp |
23.6% |
25.4% |
-1.8 pp |
ROA2 |
3.5% |
3.4% |
3.9% |
-0.4 pp |
0.1 pp |
3.5% |
3.8% |
-0.3 pp |
Cost to income3 |
33.3% |
31.8% |
32.1% |
1.2 pp |
1.5 pp |
32.6% |
32.2% |
0.4 pp |
NIM4 |
5.9% |
5.5% |
5.6% |
0.3 pp |
0.4 pp |
5.7% |
5.7% |
0.0 pp |
Loan yields5 |
11.9% |
11.6% |
11.3% |
0.6 pp |
0.3 pp |
11.8% |
11.5% |
0.3 pp |
Deposit rates6 |
4.6% |
4.7% |
4.6% |
0.0 pp |
-0.1 pp |
4.6% |
4.7% |
-0.1 pp |
Cost of funding7 |
5.6% |
5.6% |
5.4% |
0.2 pp |
0.0 pp |
5.6% |
5.4% |
0.2 pp |
Asset quality & portfolio concentration: |
|
|
|
|
|
|
|
|
Cost of risk8 |
0.8% |
0.8% |
0.3% |
0.5 pp |
0.0 pp |
0.8% |
0.5% |
0.3 pp |
PAR 90 to gross loans9 |
1.5% |
1.5% |
1.4% |
0.1 pp |
0.0 pp |
1.5% |
1.4% |
0.1 pp |
NPLs to gross loans10 |
2.4% |
2.4% |
2.1% |
0.3 pp |
0.0 pp |
2.4% |
2.1% |
0.3 pp |
NPL provision coverage11 |
62.6% |
59.5% |
67.0% |
-4.4 pp |
3.1 pp |
62.6% |
67.0% |
-4.4 pp |
Total NPL coverage12 |
137.3% |
134.1% |
138.0% |
-0.7 pp |
3.2 pp |
137.3% |
138.0% |
-0.7 pp |
For the ratio definitions and exchange rates, please refer to appendix 3.
Uzbekistan business [3]
Profit and loss statement
In thousands of GEL |
2Q'25 |
1Q'25 |
2Q'24 |
Change YoY |
Change QoQ |
1H'25 |
1H'24 |
Change YoY |
Interest income |
258,522 |
224,843 |
123,740 |
108.9% |
15.0% |
483,365 |
225,064 |
114.8% |
Interest expense |
(123,268) |
(101,576) |
(56,729) |
117.3% |
21.4% |
(224,844) |
(103,757) |
116.7% |
Net interest income |
135,254 |
123,267 |
67,011 |
101.8% |
9.7% |
258,521 |
121,307 |
113.1% |
Fee and commission income |
60,066 |
56,362 |
34,861 |
72.3% |
6.6% |
116,428 |
62,934 |
85.0% |
Fee and commission expense |
(22,028) |
(18,326) |
(10,771) |
104.5% |
20.2% |
(40,354) |
(18,670) |
116.1% |
Net fee and commission income |
38,038 |
38,036 |
24,090 |
57.9% |
0.0% |
76,074 |
44,264 |
71.9% |
Net insurance income |
413 |
- |
- |
NMF |
NMF |
413 |
- |
NMF |
Net gains from currency derivatives, foreign currency operations and translation |
(3,952) |
(266) |
(30) |
NMF |
NMF |
(4,218) |
(456) |
NMF |
Other operating income |
12 |
14 |
10 |
20.0% |
-14.3% |
26 |
11 |
136.4% |
Other operating non-interest expense |
(3,527) |
(252) |
(20) |
NMF |
NMF |
(3,779) |
(445) |
NMF |
Credit loss allowance for loans to customers |
(50,067) |
(58,514) |
(14,050) |
256.3% |
-14.4% |
(108,581) |
(25,803) |
NMF |
Credit loss allowance for other financial items and net impairment for non-financial assets |
(7,352) |
(5,705) |
(1,029) |
NMF |
28.9% |
(13,057) |
(1,552) |
NMF |
Operating income after expected credit and non-financial asset impairment losses |
112,346 |
96,832 |
76,002 |
47.8% |
16.0% |
209,178 |
137,771 |
51.8% |
Staff costs |
(25,943) |
(23,104) |
(15,028) |
72.6% |
12.3% |
(49,047) |
(28,002) |
75.2% |
Depreciation and amortisation |
(5,722) |
(4,674) |
(3,153) |
81.5% |
22.4% |
(10,396) |
(5,912) |
75.8% |
Administrative and other operating expenses |
(42,427) |
(46,182) |
(30,181) |
40.6% |
-8.1% |
(88,609) |
(54,816) |
61.6% |
Operating expenses |
(74,092) |
(73,960) |
(48,362) |
53.2% |
0.2% |
(148,052) |
(88,730) |
66.9% |
Net profit before tax |
38,254 |
22,872 |
27,640 |
38.4% |
67.3% |
61,126 |
49,041 |
24.6% |
Income tax expense |
(5,925) |
(1,311) |
(3,861) |
53.5% |
NMF |
(7,236) |
(6,825) |
6.0% |
Net profit |
32,329 |
21,561 |
23,779 |
36.0% |
49.9% |
53,890 |
42,216 |
27.7% |
Balance sheet highlights
In thousands of GEL |
Jun'25 |
Mar'25 |
Jun'24 |
Change YoY |
Change QoQ |
Cash & CBU mandatory reserves |
355,575 |
245,519 |
207,848 |
71.1% |
44.8% |
Due from other banks |
6,936 |
2,996 |
- |
NMF |
131.5% |
Loans and advances to customers |
2,292,297 |
2,018,553 |
1,144,689 |
100.3% |
13.6% |
Intangible assets and Goodwill |
113,634 |
93,461 |
60,633 |
87.4% |
21.6% |
Other assets |
462,985 |
365,683 |
153,296 |
202.0% |
26.6% |
TOTAL ASSETS |
3,231,427 |
2,726,212 |
1,566,466 |
106.3% |
18.5% |
Due to credit institutions |
1,055,440 |
683,532 |
331,137 |
218.7% |
54.4% |
Customer accounts |
1,340,365 |
1,218,048 |
721,632 |
85.7% |
10.0% |
Subordinated debt and debt securities in issue |
37,084 |
37,878 |
46,869 |
-20.9% |
-2.1% |
Other liabilities |
128,806 |
153,384 |
78,852 |
63.4% |
-16.0% |
TOTAL LIABILITIES |
2,561,695 |
2,092,842 |
1,178,490 |
117.4% |
22.4% |
Equity attributable to shareholders |
669,732 |
633,370 |
387,976 |
72.6% |
5.7% |
TOTQL EQUITY |
669,732 |
633,370 |
387,976 |
72.6% |
5.7% |
TOTAL LIABILITIES AND EQUITY |
3,231,427 |
2,726,212 |
1,566,466 |
106.3% |
18.5% |
Key ratios
Uzbekistan |
2Q'25 |
1Q'25 |
2Q'24 |
Change YoY |
Change QoQ |
1H'25 |
1H'24 |
Change YoY |
Profitability ratios: |
|
|
|
|
|
|
|
|
ROE1 |
20.0% |
13.7% |
27.8% |
-7.8 pp |
6.3 pp |
16.9% |
25.7% |
-8.8 pp |
ROA2 |
4.4% |
3.5% |
6.9% |
-2.5 pp |
0.9 pp |
4.0% |
6.7% |
-2.7 pp |
Cost to income3 |
43.6% |
45.9% |
53.1% |
-9.5 pp |
-2.3 pp |
44.8% |
53.7% |
-8.9 pp |
NIM4 |
22.9% |
24.7% |
24.4% |
-1.5 pp |
-1.8 pp |
23.7% |
24.0% |
-0.3 pp |
Loan yields5 |
42.7% |
44.2% |
44.1% |
-1.4 pp |
-1.5 pp |
43.5% |
43.6% |
-0.1 pp |
Deposit rates6 |
24.8% |
24.5% |
24.8% |
0.0 pp |
0.3 pp |
24.7% |
25.1% |
-0.4 pp |
Cost of funding7 |
22.9% |
23.3% |
23.1% |
-0.2 pp |
-0.4 pp |
23.1% |
23.6% |
-0.5 pp |
Asset quality & portfolio concentration: |
|
|
|
|
|
|
|
|
Cost of risk8 |
9.9% |
9.3% |
5.7% |
4.2 pp |
0.6 pp |
10.2% |
5.6% |
4.6 pp |
PAR 90 to gross loans9 |
3.9% |
2.1% |
2.5% |
1.4 pp |
1.8 pp |
3.9% |
2.5% |
1.4 pp |
NPLs to gross loans10 |
4.1% |
3.2% |
2.5% |
1.6 pp |
0.9 pp |
4.1% |
2.5% |
1.6 pp |
NPL provision coverage11 |
169.7% |
192.6% |
191.3% |
-21.6 pp |
-22.9 pp |
169.7% |
191.3% |
-21.6 pp |
Total NPL coverage12 |
169.7% |
192.6% |
191.3% |
-21.6 pp |
-22.9 pp |
169.7% |
191.3% |
-21.6 pp |
For the ratio definitions and exchange rates, please refer to appendix 3.
2) Glossary
Terminology |
Definition |
ADB |
Asian Development Bank |
BVPS |
Book value per share |
CBU |
Central Bank of Uzbekistan |
Consumer loans |
Unsecured loans to individuals |
Digital daily active users (Digital DAU) |
The number of retail digital users who logged into our digital channels at least once per day |
Digital monthly active users |
The number of retail digital users who logged into our digital channels at least once a month |
EPS |
Earnings per share |
FC |
Foreign currency |
Gross/net loans |
Includes gross/net loans and advances to customers and gross/net finance lease receivables |
IMF |
International Monetary Fund |
Monthly active customers (MAC) |
For Georgian business, an individual user who has at least one active product as of the reporting date or performed at least one transaction during the past month. For Uzbekistan business, an individual user who logged into the digital application at least once during the month |
NBG |
National Bank of Georgia |
NMF |
No Meaningful Figure |
3) Ratio definitions and exchange rates
Ratio definitions
1. Return on average total equity (ROE) equals profit attributable to owners divided by the monthly average of total shareholders' equity attributable to the PLC's equity holders for the same period; annualised where applicable.
2. Return on average total assets (ROA) equals profit of the period divided by monthly average total assets for the same period; annualised where applicable.
3. Cost to income ratio equals total operating expenses for the period divided by the total revenue for the same period. (Revenue represents the sum of net interest income, net fee and commission income and other non-interest income).
4. Net interest margin (NIM) is net interest income divided by monthly average interest-earning assets; annualised where applicable. Interest-earning assets include investment securities (excluding CIB shares), net investment in finance lease, net loans, and amounts due from credit institutions.
5. Loan yields equal interest income on loans and advances to customers divided by monthly average gross loans and advances to customers; annualised where applicable.
6. Deposit rates equal interest expense on customer accounts divided by monthly average total customer deposits; annualised where applicable.
7. Cost of funding equals sum of the total interest expense and net interest gains on currency swaps (entered for funding management purposes), divided by monthly average interest-bearing liabilities; annualised where applicable.
8. Cost of risk equals credit loss allowance for loans to customers divided by monthly average gross loans and advances to customers; annualised where applicable.
9. PAR 90 to gross loans ratio equals loans for which principal or interest repayment is overdue for more than 90 days divided by the gross loan portfolio for the same period.
10. NPLs to gross loans equals loans with 90 days past due on principal or interest payments, and loans with a well-defined weakness, regardless of the existence of any past-due amount or of the number of days past due divided by the gross loan portfolio for the same period.
11. NPL provision coverage equals total credit loss allowance for loans to customers divided by the NPL loans.
12. Total NPL coverage equals total credit loss allowance plus the minimum of collateral amount of the respective NPL loan (after applying haircuts in the range of 0%-50% for cash, gold, real estate and PPE) and its gross loan exposure divided by the gross exposure of total NPL loans.
13. Credit loss level to gross loans equals credit loss allowance for loans to customers divided by the gross loan portfolio for the same period.
14. Related party loans to total loans equals related party loans divided by the gross loan portfolio.
15. Top 10 borrowers to total portfolio equals the total loan amount of the top 10 borrowers divided by the gross loan portfolio.
16. Top 20 borrowers to total portfolio equals the total loan amount of the top 20 borrowers divided by the gross loan portfolio.
17. Net loans to deposits plus IFI funding ratio equals net loans divided by total deposits plus borrowings received from international financial institutions.
18. Leverage equals total assets to total equity.
19. Net stable funding ratio equals the available amount of stable funding divided by the required amount of stable funding as defined by NBG in line with Basel III guidelines. Calculations are made for TBC Bank standalone.
20. Liquidity coverage ratio equals high-quality liquid assets divided by the total net cash outflow amount as defined by the NBG. Calculations are made for TBC Bank standalone.
21. CET 1 CAR equals CET 1 capital divided by total risk weighted assets, both calculated in accordance with requirements of the NBG Basel III standards. Calculations are made for TBC Bank standalone.
22. Tier 1 CAR equals tier I capital divided by total risk weighted assets, both calculated in accordance with the requirements of the NBG Basel III standards. Calculations are made for TBC Bank standalone.
23. Total CAR equals total capital divided by total risk weighted assets, both calculated in accordance with the requirements of the NBG Basel III standards. Calculations are made for TBC Bank standalone.
24. CET 1 CAR equals CET 1 capital divided by total risk weighted assets, both calculated in accordance with requirements of the CBU in national accounting standards. Calculations are made for TBC UZ Bank standalone.
25. Tier 1 CAR equals tier I capital divided by total risk weighted assets, both calculated in accordance with the requirements of the CBU in national accounting standards. Calculations are made for TBC UZ Bank standalone.
26. Total CAR equals total capital divided by total risk weighted assets, both calculated in accordance with the requirements of the CBU in national accounting standards. Calculations are made for TBC UZ Bank standalone.
Exchange rates
To calculate the QoQ growth of the balance sheet items without the currency exchange rate effect, we used the USD/GEL exchange rate of 2.7673 as of 31 March 2025. To calculate the YoY growth without the currency exchange rate effect, we used the USD/GEL exchange rate of 2.8101 as of 30 June 2024 . As of 30 June 2025, the USD/GEL exchange rate equalled 2.7236. For P&L items growth calculations without the currency effect, we used the average USD/GEL exchange rate for the following periods: 1Q 2025 of 2.8137 and 2Q 2024 of 2.7396. As of 2Q 2025, the USD/GEL exchange rate equalled 2.7418, 1H 2025 of 2.7776, 1H 2024 of 2.7054.
Risk management
Overview
The Group operates a strong, independent, business-minded risk management framework. Its main objective is to safeguard the long-term earnings capacity of the balance sheet on the basis of risk-adjusted returns. This objective is achieved through the implementation of an effective risk management framework. The Group has adopted four primary risk management principles to better accomplish its major objectives:
• Govern risks transparently to ensure clear understanding of risk landscape, cross-functional alignment in risk management practices, and stakeholder trust. Transparency and consistency in risk-related processes and policies form the foundation for effective risk management and reinforcement of stakeholder trust. Communicating risk goals and strategic priorities to governing bodies and providing a comprehensive follow-up in an accountable manner are key priorities for the staff responsible for risk management;
• Manage risks prudently to promote long-term earnings growth and resilience. Risk management balances strategic risk-taking for earnings growth with robust safeguards against market disruptions, enabling the Group to pursue opportunities while withstanding stress events;
• Ensure that risk management underpins the implementation of strategy. The risk management function is embedded throughout the organisation to support achievement of strategic objectives. It promotes identification and management of risks at all levels. The risk management function provides a framework under which stakeholders are empowered to make risk-based decisions by identifying, quantifying, and adequately pricing risks. It also creates the conditions for formulating risk mitigation actions, thus supporting the long-term generation of desired returns and the achievement of planned targets;
• Use risk management to gain a competitive advantage. Providing tools for faster decision-making and supporting business operations, ensuring the long-term earnings growth and resilience of the business model, establishes risk management as a core component of the Group's competitive strategy.
Risk management framework
The Group employs a comprehensive, enterprise-wide Risk Management Framework, placing a strong emphasis on cultivating a robust risk culture throughout the organisation. This framework is strategically designed to ensure that effective governance capabilities and methodologies are in place, facilitating sound risk management and informed decision-making.
Aligned with the Group's overarching strategic objectives, the Risk Management Framework establishes standards and objectives while delineating roles and responsibilities. The Group's principal risks, as detailed in this section, are systematically controlled and managed within the framework, promoting consistency across the organisation and its subsidiaries.
Led by the Chief Risk Officer and developed by the Group's independent Risk function, the framework undergoes an annual review and approval process by the Board. It encompasses risk governance through the Group's "three lines of defence" operating model.
The Group's risk appetite, supported by a robust set of principles, policies, and practices, defines the acceptable levels of tolerance for various risks. This structured approach guides risk-taking within established boundaries, ensuring a proactive and disciplined risk management stance.
The Group operates under the principle that all teams share responsibility for managing risk, with a particular emphasis on those facing the client. However, the Risk function assumes a crucial role in overseeing and monitoring risk management activities. This includes development of the framework and ensuring adherence to supporting policies, standards, and operational procedures. The Chief Risk Officer regularly reports to the Board Risk Committee on the Group's risk profile, performance, and the effectiveness of the Group's internal control system.
Moreover, the Group has instituted a rigorous process to identify and manage material and emerging threats. These threats, which are deemed to potentially adversely affect the Group's ability to meet its strategic objectives, are regularly reported to the Board. The Group's applied, comprehensive approach considers the interdependence of material and emerging threats, enhancing the overall risk intelligence provided to stakeholders.
Governance
The Group's risk governance structure is crafted to ensure robust oversight and strategic decision-making within risk management. At its core, risk-focused committees and risk functions assume pivotal roles in orchestrating effective risk management practices within the Group as a whole and its individual subsidiaries.
At the Supervisory Board level, while the boards are responsible for overseeing risk management, in some instances activities within risk management and control are delegated to risk-focused committees for effective handling. These committees' responsibilities encompass aligning risk practices with strategic goals, setting the risk appetite, discussing and approving risk policies, fostering a culture of responsible risk-taking, and monitoring risk identification and assessment processes. The committees are tasked with overseeing regular assessments of emerging and principal risks that could impact the business model, performance, solvency, and liquidity. Their leadership is critical for effective risk management and the long-term viability of the Group.
At the Management Board level, committees assume a crucial role in steering effective risk management within TBC's subsidiaries. Whether through a single risk committee or multiple committees with more granular scopes (e.g. financial risks, reputational risk, or information security), their responsibilities include closely overseeing risk exposures and making key decisions on risk mitigation and control. While specific duties may differ, the overall mission remains consistent: aligning risk management practices with regulatory requirements and risk tolerance. In cases where smaller-scale Group companies do not have their own risk committees, the Management Board itself assumes these responsibilities.
Risk culture and the three lines of defence
At the core of the Group's Risk Management Framework and practices is a robust risk culture that underscores the institution's commitment to prudent and strategic risk-taking. The Group expects its leaders to demonstrate strong risk management behaviour, providing clarity on the desired level of risk taking, developing their respective capabilities and frameworks, and motivating employees to ensure risk-minded decision making.
The key principles governing risk culture across all the Group's subsidiaries include: Board leadership (the Board sets the tone and establishes a foundation for a risk-aware culture throughout the organisation); employee understanding and accountability (the Group ensures that employees at every level understand the institution's approach to risk, with a clear understanding that individuals are accountable for their actions concerning risk-taking behaviours aligned with the Group's standards); communication (open, transparent, and effective communication is fundamental to the Group's risk culture); and remuneration incentives (the Group reinforces its risk culture by aligning remuneration incentives with sound risk management practices).
This holistic approach to risk culture ensures that the Group and its subsidiaries are equipped with a resilient and proactive mindset, where risk management is ingrained in the organisational DNA.
To comprehensively manage risks, the Group ensures adherence to the three lines of defence model:
· First Line of Defence: Business lines, as frontline defenders, engage in risk-taking activities with awareness of their impact on risks that may contribute to or hinder the achievement of the Group's objectives. A well established risk culture is fundamental to risk-taking decisions.
· Second Line of Defence: Risk management functions ensure effective risk management and controls by consolidating expertise, identifying, measuring, and monitoring risks, and assisting the first line. They act independently from the business lines and provide frameworks and tools for effective risk management.
· Third Line of Defence: The internal audit function provides assurance to the Board of Directors that the risk management and control efforts of both the first and second lines of defence meet the expectations set by the Board of Directors.
Risk appetite
Risk appetite is defined as the set of acceptable limits that shape the combined level of risk that the Group or its key subsidiaries are prepared to accept in pursuit of return and value creation consistent with the approved strategy. The Group's Risk Appetite Framework, which governs enterprise risk management, establishes the extent and process of permissible risk-taking to guide the Group's business outcomes.
Considering the ever-changing risk profile of the Group, the Risk Appetite Frameworks of the Group and its key subsidiaries are regularly reviewed, updated, and approved by the Board to make sure that they remain aligned with the Group's desired level of risk-taking.
Risk identification
The identification of risks serves as the foundational step in the Group's risk management process. This process systematically recognises and documents any potential direct or indirect risks that could impact the achievement of organisational objectives. To ensure comprehensive, anticipatory identification of these risks, this process leverages input both from the Group's lines of defence within the organisation and from external stakeholders.
The risk identification process within the Group is governed by the Risk Registry Framework. Regular reviews and adjustments of the Risk Registry are undertaken to ensure its consistent relevance and effectiveness.
Risk measurement
The Group places significant emphasis on a comprehensive approach to risk measurement, aligning with its commitment to proactive risk management practices. Each identified risk direction is accompanied by tools for quantitative and qualitative measurement. The process is dynamic, continuously adapting to changes in the financial landscape and regulatory environment. Regular reviews and assessments ensure the effectiveness of the risk measurement tools and methodologies.
Risk mitigation
Risk mitigation is a proactive approach aimed at minimising the potential negative consequences of risks. To proactively approach every material risk, the Group develops and implements harmonised risk policies and frameworks, which play a key role by:
· Setting standards and guidelines - risk policies outline the standards and guidelines for how risks should be managed within the organisation and provide a structured approach to addressing risks, ensuring consistency and compliance with regulatory and internal requirements.
· Defining roles and responsibilities - risk policies clarify the roles and responsibilities of different individuals and departments in the risk mitigation process.
· Establishing procedures - risk policies provide a guiding framework for developing procedures for risk mitigation activities.
All policies are subject to regular reviews and updates to adapt to new challenges and refine its risk management strategies over time.
Risk monitoring and reporting
Risk reporting is a cornerstone of the Group's robust Risk Management Framework. The Group and its subsidiaries are mandated to establish robust risk reporting processes. These processes are designed to regularly communicate material risk exposures and the overall risk profile to the Supervisory and Management Boards and to senior management.
Regular monitoring is essential to ensure compliance with the established risk appetite and regulatory limits. It serves as a proactive measure to observe the evolution of the prevailing risk environment. The Group emphasises a structured approach to risk reporting, including monitoring, to effectively capture, assess, and communicate risks. This ensures the provision of clear and timely information, fostering accountability among stakeholders in managing and addressing risks.
In addition to routine reporting, ad-hoc reporting can be triggered by key vulnerabilities, significant risk identification, or deviations from the targeted risk profile. This agile approach ensures that the risk reporting mechanism remains responsive to emerging risks and evolving circumstances.
Internal control
TBC Group has established its streamlined Integrated Control Assurance Framework, seamlessly aligning its risk, control, compliance, and internal audit functions for integrity, efficiency, and regulatory compliance. This comprehensive framework ensures meticulous adherence to policies and procedures, catering to the diverse needs of our products and services. It also enables an integrated, unified repository of audit findings and risk-related insights generated from our first, second, and third lines of defence and our regulatory and legal functions, reflecting our commitment to transparency and accountability.
The Internal Control Framework extends to the evaluation, testing, and follow-up of high and critical-risk processes, while simultaneously focusing on enhancing risk awareness and refining internal controls. Continuous monitoring and improvement initiatives are integral components of the framework, enhancing operational effectiveness. This approach fosters a culture of internal control, showcasing our dedication to excellence in managing internal controls and risks.
Stress testing and contingency planning
It is essential for the Group to examine its financial performance under conditions that diverge from baseline expectations. For that reason, the Group subjects itself to various stress scenarios in order to identify vulnerabilities, quantify potential losses, and assess the sufficiency of its risk mitigation measures. Currently, JSC TBC Bank has established its own comprehensive stress testing framework, which encompasses a range of scenarios to assess its resilience. This includes scenarios related to capital, liquidity, credit, cyber and other risk factors relevant to the prevailing risk environment. Stress testing is crucial to evaluate the ability to withstand adverse conditions, such as economic downturns, market volatility, and unforeseen events. Regular reviews and adjustments are essential to ensure the consistent relevance and effectiveness of the stress testing frameworks. Stress testing procedures have also been implemented for TBC Uzbekistan, focusing on the economic and financial environment of the market in Uzbekistan.
The Bank regularly performs stress test exercises. Stress tests are conducted within predefined frameworks such as ICAAP, ILAAP and Recovery Planning, and/or on an ad-hoc basis to assess the impact of certain system-wide or idiosyncratic events on the Bank's capital, liquidity, and financial positions. Although the overall stress testing approach is consistent, the severity of the stress scenarios differs according to the relevant framework.
In addition to stress testing analysis, the Recovery Plan serves as a strategic blueprint for both the Supervisory Board and the management to ensure its readiness for specific stress conditions. The Recovery Plan provides clear recovery options with specific steps to be undertaken including transparent and timely communication to internal and external stakeholders. The framework is subject to regular reviews and adjustments to ensure its consistent relevance and effectiveness.
The Bank also has a Business Continuity Plan in place. This plan ensures that the organisation is prepared to respond effectively to disruptions. By outlining strategies to maintain revenue streams and minimise financial losses during disruptions, these practices help to safeguard the organisation's financial stability and long-term viability.
Material existing and emerging risks
Risk management is a critical pillar of the Group's strategy. It is essential to identify emerging risks and uncertainties that could adversely impact the Group's performance, financial condition, and prospects. This section analyses the material principal and emerging risks and uncertainties that the Group faces. However, we cannot exclude the possibility of the Group's performance being affected by risks and uncertainties other than those listed below.
The Board has undertaken a robust assessment of both the principal and emerging risks facing the Group and the long-term viability of the Group's operations, in order to determine whether to adopt the going concern basis of accounting.
PRINCIPAL RISKS AND UNCERTAINTIES
SPECIFIC FOCUS IN 1H 2025
1. The Group is exposed to the potential adverse effects of internal political tensions and uncertainty in its countries of operation.
Risk description
The Group's performance is highly vulnerable to geopolitical developments in its two major operational markets -Georgia and Uzbekistan.
The political climate in Georgia has been strained following the parliamentary elections on October 26th 2024, as opposition parties disputed the election results, with tensions increasing after November 28th when Government announced a temporary suspension of EU integration talks until the end of 2028. The announcement sparked protests that began in Tbilisi and spread across the major cities of Georgia. Street demonstrations have been ongoing for weeks, followed by interventions by law enforcement and the detention of several protesters. Political tensions relatively lowered in the country throughout the first half of 2025, with moderated scale of street demonstrations, however, jail sentences for several opposition leaders and protesters might revive the tensions, especially around local government elections scheduled for October by the government. Against this backdrop, Georgia's political environment continues to be influenced by evolving international dynamics, including shifting relations with key global and regional partners. While no direct measures affecting the broader economy or institutions have been introduced by the U.S. or European countries, increased scrutiny and changes in international engagement contribute to an atmosphere of uncertainty, which remains a potential risk factor in 2025.
The most notable economic consequence of political tensions throughout 2024 was increased pressure on the GEL exchange rate. Due to election related expectation of a depreciation in the national currency in October, the Bank's customers began to convert a substantial part of their deposits into foreign currencies in August 2024, as demand for national currency credit increased, causing downward pressure on the GEL and a liquidity deficit in the market. At the same time, while foreign currency inflows remained broadly strong throughout the year, the National Bank of Georgia (NBG) intervened heavily in the foreign exchange market, spending around USD 700 million in September-October to keep the GEL stable in a range between 2.70-2.75 USD, followed by the purchase of USD 153 million in November and December. Political tensions peaked at the end of November when the GEL responded by depreciating against the USD, peaking at 2.87 GEL per USD on December 4th, while stabilising at around 2.80 at the end of the year. At the same time, these developments created a buffer against future GEL depreciation, with foreign currency deposits expected to be converted back to the national currency, providing the market with foreign currency liquidity that would support the GEL. Indeed, throughout the 1H of 2025, deposit conversions have flattened and the trend of gradually switching back to the GEL appears to have started. At the same time, lower imports driven by moderated spending on durable goods, as opposed to stronger exports, have led to the improved net currency inflows to the country. Combined with globally weakened USD, these factors enabled the NBG to scale up USD-buying side interventions on the market, purchasing around USD 880 million in Mar-Jun 2025, while the GEL has appreciated by around 3.1% against the USD compared to the end of 2024, with USD/GEL exchange rate standing at 2.72 as of June 30.
More broadly, political tensions had a negative, though rather moderate effect on tourism and consumer spending on durable goods at the end of 2024 and in the first months of 2025, though, recovery in both spending dynamics was evident from March . Overall, while some signs of slowdown have appeared in politically turbulent December, economic and credit activity remained stronger than expected so far with only gradual moderation towards the long-term trend. Real GDP growth averaged to a robust 8.3% in the first half of 2025, following 9.4% in 2024, 7.8% in 2023 and consecutive double-digit growth in 2021 and 2022, while total credit increased by 15.6% YoY at the end of June.
Risk mitigation
The Group implemented appropriate measures to minimise the potential negative effect on the Bank's performance and the availability of its services to customers. The Bank utilises a comprehensive stress testing framework and a range of risk measurement and monitoring tools. The effect of more severe stress assumptions is assessed as part of the annual Recovery Plan process. In addition, the Group has specifically developed several theoretical scenarios analysing the possible outcomes of the parliamentary elections, and designed stress tests to calibrate the potential effects on the Bank's performance.
2. The Group's performance may be compromised by adverse developments in the region, in particular the war in Ukraine, the possible spread of the geopolitical crisis and/or the potential outflow of migrants from Georgia, and further military escalation in the Middle East, which could have a material impact on the operating environment in Georgia and Uzbekistan.
Risk description
The Group's performance is dependent on geopolitical developments in its two major operation markets - Georgia and Uzbekistan.
Although inflows to the Georgian economy are quite diversified, the country is still vulnerable to geopolitical and economic developments in the region. Risks that are still tangible stemming from the Russian invasion of Ukraine and the consequent sanctions imposed on Russia, with the resulting elevated uncertainties, remain the major external potential threat to the Georgian economy. The country is also exposed to renewed military conflicts in its breakaway regions occupied by Russia, while some relatively distant conflicts, such as the escalation in the Middle East, might affect the Georgian economy through a stronger USD, higher oil prices, migration flows, etc.
While the migration effect is moderating, it continues to make an important contribution to economic activity; therefore, any sizeable outflow could lead to a deterioration in the business environment. The reverse would probably be the case in any rapid conflict resolution scenario, which would be likely to create positive economic spillover effects, such as strong rebound growth in Russia and Ukraine.
Moreover, the Russian invasion of Ukraine, related economic policies, and geopolitical uncertainties pose a risk to the business environment in Uzbekistan, including but not limited to geopolitical tensions in Central Asia.
The materialisation of these risks could severely hamper economic activity in Georgia and Uzbekistan, and negatively impact the business environment and the client and customer base of the Group.
Risk mitigation
The Group actively employs stress testing and other risk measurement and monitoring tools to ensure that early triggers are identified and translated into specific action plans to minimise any negative impact on the Bank's capital adequacy, liquidity, and portfolio quality. In extreme stress cases, where regulatory requirements may be breached, the Bank has a Recovery Plan in place, which helps to guide the Board and the management through the process of recovery of the capital and/or liquidity positions within a prescribed timeframe.
3 . The Group's operating region introduces financial crime risk.
Risk description
Financial crime risk encompasses money laundering, terrorist financing, bribery and corruption, and sanctions-related risks. Sanctions risk, in particular, has continued to escalate in recent years. As such, in the first half of 2025, the Group maintained a strong focus on managing and enhancing its sanctions risk control framework.
Georgia has historically maintained close business and financial ties with both Russia and Ukraine. However, the Russian Federation's full-scale invasion of Ukraine on 24 February 2022 triggered a robust international response, including the imposition of extensive economic sanctions by the US, EU, UK, and other global partners. These sanctions targeted a broad range of Russian and Belarusian government officials, oligarchs, businesses, financial institutions, and state-owned enterprises, along with sectoral restrictions and export/import bans across critical industries.
Since late 2023, leading sanctioning authorities have continued to tighten and expand restrictions, targeting Russia's military, energy, and trade sectors through multiple packages in early 2024 and 2025. The growing complexity and evolving scope of these measures, alongside escalating political tensions in Georgia, have intensified scrutiny from international financial institutions and correspondent banks. These institutions have adopted a more cautious stance, implementing stricter requirements for transaction monitoring and customer due diligence.
The relocation of a significant number of Russian nationals to Georgia has further elevated sanctions risk. Given the Group's interactions with Russian entities and individuals, there is an increased risk of exposure to sanctions circumvention attempts.
In December 2023, the US Office of Foreign Assets Control (OFAC) issued an executive order requiring Georgian financial institutions to apply enhanced scrutiny to transactions involving Russian entities operating within the Russian economy, particularly those linked to military-industrial activities. Since then, additional sanctions packages from the EU, UK, and US have introduced further restrictions aimed at disrupting sanctions evasion networks and undermining support for Russia's war effort.
Domestically, the adoption of new regulatory measures by the Georgian authorities-designed to control the re-export of restricted goods of EU/UK/US origin to Russia and Belarus-has prompted the Group to further enhance its sanctions controls. This includes implementing AI-driven monitoring tools and bolstering trade surveillance systems to prevent the illicit flow of sanctioned goods to or from restricted jurisdictions.
Political developments in Georgia during late 2024 and early 2025 have also contributed to the evolving risk landscape. In response to rising concerns around democratic backsliding, the US and UK imposed sanctions on several Georgian government officials and public figures. In April 2025, a second round of targeted measures extended to members of the judiciary. There remains an ongoing risk of additional designations involving individuals with close ties to the ruling political establishment, depending on how the domestic situation unfolds.
While the Red Sea crisis has eased, emerging trade corridors such as the Middle Corridor have gained prominence. Previously, Georgia faced risks related to Iran-linked transshipments in its Asia-bound trade, particularly in routes affected by US sanctions. However, these risks have diminished as trade flows shift toward alternative pathways.
Non-compliance with the US, EU, or UK sanctions regimes could result in significant regulatory penalties and enforcement actions by both the National Bank of Georgia and international authorities. Beyond regulatory consequences, the Group remains exposed to reputational risks, particularly with correspondent banks and other critical financial partners.
Risk mitigation
The Group maintains a zero-tolerance policy towards any breach or facilitation of breaches of UN, UK, US, and EU sanctions. We are committed to restricting any dealings with sanctioned parties or goods and services, whether directly or indirectly.
In line with our commitment, the Group has implemented a comprehensive Anti-Financial Crime Policy that addresses key risk areas, including money laundering, terrorist financing, bribery, corruption, and sanctions. This policy applies uniformly across all Group member companies, business activities, and employees. To ensure adherence, employees receive regular training on financial crime risk management and are made aware of the Group's approach and the potential consequences of non-compliance.
Our objective is to protect our customers, shareholders, and society from financial crime and associated threats. The Group is fully committed to complying with applicable international and domestic laws and regulations related to financial crime, as well as relevant legislation in other countries where Group member financial institutions operate. We strive to meet industry best practice standards consistently.
To prevent any association with unlawful activities such as money laundering, terrorist financing, bribery, corruption, sanctions violations, or tax evasion, the Group has implemented internal policies, procedures, and detailed instructions. Our Anti-Money Laundering and Counter-Terrorist Financing (AML/CTF) compliance program includes:
· Policies and procedures to ensure compliance with AML laws and regulations .
· Know Your Customer ( KYC ) and customer due diligence procedures .
· A customer acceptance policy .
· Screening against global sanctions lists of all relevant authorities.
· Regular staff training and awareness - raising .
· Procedures for monitoring and reporting suspicious activities.
The Bank has allocated specific resources to sanctions risk management , including :
· Acquisition of software and databases to assist in sanctions risk mitigation .
· Engagement of external advisers to provide recommendations for improvements .
· Conducting external audits to assess internal policies and procedures .
· Empowering dedicated staff with the relevant knowledge .
· Establishing new arrangements within the Compliance Division, including the addition of new human resources.
As part of the second line of defence, the Bank's Compliance Division manages risk in accordance with the risk appetite defined by the Group and promotes a strong risk culture throughout the organisation. The Group has implemented a sophisticated, artificial intelligence-based AML solution to enable AML Officers to monitor client transactions and identify suspicious behaviour. This system utilizes data analytics and machine learning to detect anomalies, identify organized money laundering activities, and create automated systems for pattern recognition. The tool compiles incidents into dashboards for AML officers to take further action. The Bank's Compliance Division continuously works to enhance the efficiency of AI- and technology-based tools by addressing a broader spectrum of constraints.
The Bank conducts an annual Enterprise-Wide Risk Assessment (EWRA) in line with the approved methodology, separately evaluating the inherent risks and control environments for Anti-Money Laundering and Counter-Terrorist Financing (AML/CTF) and Sanctions risks. AML/CTF Risk: The final risk level was assessed as Medium, which is lower than the Medium-High classification in the National Risk Assessment (NRA) for the banking sector. Sanctions Risk: The final risk level was assessed as Medium-Tending High, reflecting heightened geopolitical concerns.
The Bank remains committed to robust financial crime compliance and continues to reinforce the role and capacity of its AML and Sanctions Controls Departments.
FINANCIAL RISKS
1. The majority of the Group's earnings capacity is generated via credit risk bearing asset side elements.
Risk description
Credit risk is the greatest material risk faced by the Group, given that the Group is principally engaged in traditional lending activities. It is the risk of losses due to the failure of a customer or counterparty to meet their obligations to settle outstanding amounts in accordance with agreed terms. The Group's customers include legal entities as well as individual borrowers. Due to the high level of dollarisation in Georgia's financial sector, currency-induced credit risk is a component of credit risk, which relates to risks arising from foreign currency-denominated loans to unhedged borrowers in the Group's portfolio. Credit risk also includes concentration risk, which is the risk related to credit portfolio quality deterioration as a result of large exposures to single borrowers or groups of connected borrowers, or loan concentration in certain economic industries. Losses incurred due to credit risk may be further aggravated by unfavourable macroeconomic conditions.
Currency-induced credit risk (CICR) - While the Group's banking business in Uzbekistan is focused on lending in the local currency, the banking business in Georgia has a significant credit portfolio in foreign currencies. A potential material GEL depreciation is one of the most significant risks that could negatively impact credit portfolio quality. As of 30 June 2025, 51.7% of the Group's total gross loans and advances to customers (before provision for loan impairment) was denominated in foreign currencies. The income of many customers is directly linked to foreign currencies via remittances, tourism, or exports. Nevertheless, customers may not be protected against significant fluctuations in the GEL exchange rate against the currency of the loan. The GEL remains in free float and is exposed to a range of internal and external factors that, in some circumstances, could lead to its depreciation. In the first half of 2025, the average USD/GEL currency exchange rate depreciated by 1.5% year-on-year.
Concentration risk - Although the Group is exposed to single-name and sectoral concentration risks, the Group's portfolio is well diversified both across sectors and single-name borrowers, resulting in only a moderate vulnerability to concentration risks. However, should exposure to common risk drivers increase, the risks are expected to amplify accordingly. At a consolidated level, the Group's maximum exposure to the single largest industry (real estate) stood at 11% of the loan portfolio as of 30 June 2025. At the same time, exposure to the 20 largest borrowers stood at 7.8% of the loan portfolio.
In addition, credit risk also includes counterparty credit risk, as the Group engages in various financial transactions with both banking and non-banking financial institutions. Through performing banking services such as lending in the interbank money market, settling a transaction in the interbank foreign exchange market, entering into interbank transactions related to trade finance, or investing in securities, the Group is exposed to the risk of losses due to the failure of a counterparty bank to meet its obligations.
Risk mitigation
A comprehensive Credit Risk Assessment Framework is in place with a clear division of duties among the parties involved in the credit analysis and approval process. The credit assessment and monitoring processes differ by segment and product type to reflect the diverse nature of these asset classes. The Group's credit portfolio is highly diversified across customer types, product types, and industry segments, which minimises credit risk at the Group level. As of 30 June 2025 , the GFS (Georgian Financial Services) accounted 91.3% of total portfolio, with retail segment comprising 35.1%. Within the retail segment, mortgage and non-mortgage exposures amounted 56.5% and 43.5% respectively.
Credit approval
The Group focuses on robust credit-granting by establishing clear lending criteria and efficient credit risk assessment processes, including CICR and concentration risk.
Credit assessments vary by segment and product, reflecting the characteristics of the different asset classes. Decisions are either automated or manually assessed, following segment-specific guidelines. Automated decisions use internal credit risk scorecards, aiming for increased automation to enhance decision speed and competitive advantage. For loans needing manual review or unsuited to automation, credit committees decide, based on the client's indebtedness and risk profile, in legal compliance. These committees, structured in multiple tiers, review and approve loans, differing by size and risk of the credit product.
To address the CICR, the client's ability to withstand a certain amount of exchange rate depreciation is incorporated into the credit underwriting framework, which also includes significant currency depreciation buffers for unhedged borrowers.
By the decision of the NBG's Financial Stability Committee, dated November 27, 2024 commercial banks were required to increase the unhedged foreign currency loan limit from current 400,000 GEL to 500,000 GEL. This directive mandated that loans or bank credits of up to 500,000 GEL must have been disbursed exclusively in the national currency, ensuring greater financial stability and reducing the risk of foreign currency exposure to borrowers. The amendment came into force on January 1, 2025. On May 28, 2025 a further adjustment was announced-raising the limit from GEL 500,000 to GEL 750,000, taking effect on August 1, 2025.
Since the beginning of 2024 this is the third increase in the ceiling on unhedged foreign loan amounts. Before, the limit was increased from 300,000 GEL to 400,000 GEL on May 1st 2024 in order to promote larisation. As of mid‑2025, the reserve requirement on foreign currency liabilities remains unchanged at 25%. Previously, the National Bank of Georgia increased the reserve requirement by 5pp from 20% to 25% in November 2024, to further support larisation of the banking system.
Credit monitoring
The Group emphasises proactive risk management, with credit risk monitoring as a core element. We use a robust system to quickly respond to macro and micro changes, identifying vulnerabilities in our credit portfolio to make informed decisions. Our risk resilience involves regular monitoring of concentration risk, CICR, and other credit risk factors. We employ a portfolio supervision system to detect weaknesses in credit exposures, analyse risk trends, and recommend actions against emerging risks. Particular attention is paid to CICR due to the high share of loans denominated in foreign currencies in the Bank's portfolio. Vulnerability to exchange rate depreciation is monitored in order to promptly implement an action plan, as and when needed. Given the experience and knowledge built through recent currency volatility, the Bank is in a good position to promptly mitigate exchange rate depreciation risks.
Tailoring monitoring to segment specifics, we focus on individual credit exposures, portfolio performance, and external trends affecting risk profiles. Our vigilant stance includes early-warning systems to identify financial deterioration or fraud in clients' positions. These systems track signs like overdue days, refinancing, LTV changes, or tax liens. Large overdue exposures receive individual monitoring to assess clients' loan servicing capabilities.
In fraud prevention, we monitor first payment defaults across credit experts, bank branches, or companies employing our clients. Our institutions have credit monitoring and reporting processes for their Supervisory and Management Boards or risk committees, ensuring transparency and informed decision-making.
In addition to our underwriting and monitoring efforts, relevant buffers are built into our capital adequacy requirements to ensure that our banks are sufficiently capitalised to cover CICR, concentration risk, and credit risk in general. We utilise stress testing and sensitivity analysis to assess our credit portfolio's resilience, preparing for different economic conditions and evolving client needs.
Credit risk appetite
The credit risk appetite of the Group is defined by the Risk Appetite Frameworks of the Group and its financial institution subsidiaries, guiding credit risk-taking. These frameworks offer qualitative guidance and quantitative limits to set acceptable credit risk levels. Key quantitative metrics include NPL proportion, cost of risk, and NPL coverage. Risk appetite frameworks also set strict limits and ensure close monitoring of Currency-Induced Credit Risk and Concentration Risk, covering sectoral and single-name concentrations.
Credit ratings are essential in determining credit risk tolerance. They provide a thorough assessment of a borrower's creditworthiness, which is crucial for understanding their ability to fulfil their financial commitments. These ratings are fundamental in establishing guidelines for acceptable risk levels and are integrated into our Risk Management Framework. They enhance our ability to define and manage credit risk, allowing for a detailed understanding of borrower creditworthiness, leading to informed decision-making and appropriate risk threshold setting.
We approach credit risk by combining comprehensive Risk Appetite Frameworks with the strategic use of credit ratings. This integrated approach enables the Group to effectively navigate the changing credit risk landscape with resilience and agility.
Collateral management
In our Georgian Bank, collateral is a key factor in mitigating credit risk, forming a large part of loan portfolios, while in our Uzbekistan bank, the loan portfolio is solely unsecured. The Georgian Bank accepts diverse collaterals like real estate, cash deposits, vehicles, equipment, inventory, precious metals, securities, and third-party guarantees, according to credit product type and the borrower's credit risk. Real estate is a major collateral component, while a centralised unit oversees collateral management, ensuring its adequacy in credit risk mitigation.
The Collateral Management Framework includes policy-making, independent valuation, a haircut system during underwriting, monitoring (revaluations, statistical analysis), and portfolio analysis. The Bank's Collateral Management and Appraisal Department defines collateral management policy for the Group (approved by Supervisory Board of PLC) and procedures on collateral management & valuation for the JSC TBC Bank (approved by the Board). The department aligns appraisal services with International Valuation Standards, acting regulations of the National Bank of Georgia, and internal rules, authorises appraisal reports, and manages the collateral monitoring process. High-value assets are re-evaluated annually, while low-value collaterals undergo statistical monitoring.
The Collateral Management and Appraisal Department's quality checks systems for valuations involves internal staff reviews and external company assessments. Collateral management activities are largely automated through a web application that is integrated with other banking systems.
Collections and recoveries
In managing credit risk, the Group activates collection and recovery procedures when clients miss payments or their financial standing deteriorates, threatening exposure coverage. This process begins after failed attempts at restructuring non-performing exposures. Specialised teams in each segment handle overdue exposures, creating loan recovery plans tailored to clients' specific situations and adhering to our ethical code.
Our collections processes involve supporting clients struggling to meet their obligations. The strategies depend on exposure size and type, with customised plans for different customer subgroups based on their risk levels. The goal is to negotiate with clients to secure cash recoveries through revised payment schedules as the primary repayment source.
If acceptable terms are not reached, recovery may involve selling assets or repossessing collateral. Foreclosure may be initiated through legal processes if negotiation fails. Additional recovery strategies include sale of the unsecured portfolio to third parties (debt collection agencies).
These measures reflect our commitment to responsible credit risk management, safeguarding financial stability, and maintaining ethical standards within the Group.
Counterparty risk
To manage counterparty risk, the Group defines limits on an individual basis for each counterparty, while on a portfolio basis it limits the expected loss from treasury, trade finance and other business exposures. As of 30 June 2025, the Bank's interbank exposure was concentrated with banks that external agencies, such as Fitch, Moody's and Standard and Poor's, have assigned high A-grade credit ratings.
2. The Bank underwrites the responsibility to adhere at all times to minimum regulatory requirements on capital, which may compromise growth and strategic targets. Additionally, adverse changes in FX rates may impact capital adequacy ratios.
Risk descriptio n
Capital risk is a significant focus area for the Group. Capital risk is the risk that a bank may not have a sufficient level of capital to maintain its normal business activities, and to meet its regulatory capital requirements under normal or stressed operating conditions. The management's objectives in terms of capital management are to maintain appropriate levels of capital to support the business strategy, meet regulatory and stress testing-related requirements, and safeguard the Group's ability to continue as a going concern.
The Group's ability to comply with regulatory requirements can be affected by both internal and external factors. Some key concerns include the deterioration of asset quality leading to losses, reductions in income, rising expenses, and potential difficulties in raising capital.
Local currency volatility has been and remains a significant risk for the JSC TBC Bank's capital adequacy. A 10% GEL depreciation would translate into a 0.8pp, 0.7pp and 0.6pp drop in JSC TBC Bank's excess CET 1, Tier 1 and Total regulatory capital, respectively.
Risk mitigation
The Group's entities undertake stress testing and sensitivity analysis to quantify extra capital consumption under different scenarios. Such analyses indicate that the Bank holds sufficient capital to meet the current minimum regulatory requirements. Capital forecasts, as well as the results of stress testing and what-if scenarios, are actively monitored with the involvement of the Bank's Executive Management and the Risk Committee of the Supervisory Board to help ensure prudent management and timely action, when needed. These analyses are used to set appropriate risk appetite buffers internally, on top of the regulatory requirements.
The Bank regularly performs stress tests serving multiple purposes. They are performed routinely, either under the frameworks listed or on an ad-hoc basis, to assess the magnitude of certain stressful environments. Stress tests are performed for the Internal Capital Adequacy Assessment Process (ICAAP), regulatory stress tests and the Recovery Plan, among other purposes.
The key objective of the regulatory stress test is to define the net stress test buffer under the capital adequacy minimum requirement framework. Starting from 2018, regulatory stress tests are performed and submitted to the regulator upon their request.
The purpose of the ICAAP is to identify all the material risks faced by the Bank and to have an internal view of the capital needed to cover those risks. The objective of the ICAAP is to contribute to the Bank's continuity from a capital perspective by ensuring that it has sufficient capital to bear its risks, absorb losses and follow a sustainable strategy, even during a stress period.
Stress testing under the Recovery Plan assumes more severe stress scenarios, specifically aimed at breaching regulatory requirements and assessing the Bank's ability to recover the capital position with the help of viable recovery options within a reasonable timeframe.
Under the risk appetite and the capital planning process, the Bank sets aside capital as a buffer to withstand certain amount of local currency fluctuation.
3. The Group inherently is exposed to funding and market liquidity risks.
Liquidity risk is the risk that the Group either may not have sufficient financial resources available to meet all its obligations and commitments as they fall due, or may only be able to access those resources at a high cost.
Liquidity risk is categorised into two risk types: funding liquidity risk and market liquidity risk.
a. Funding liquidity risk is the risk that the Group will not be able to efficiently meet both expected and unexpected current and future cash flows without affecting either its daily operations or its financial condition under both normal conditions and during a crisis.
b. Market liquidity risk is the risk that the Group cannot easily offset or eliminate a position at the then-current market price because of inadequate market depth or market disruption.
While the Group currently has sufficient financial resources available to meet its obligations as they fall due, liquidity risk is inherent in banking operations and can be heightened by numerous factors. These include an over-reliance on, or an inability to access, a particular source of funding, as well as changes in credit ratings or market-wide phenomena. Access to credit for companies in emerging markets is significantly influenced by the level of investor confidence and, as such, any factors affecting investor confidence (e.g. a downgrade in credit ratings, central bank or state interventions, or debt restructurings in a relevant industry) could influence the price or the ability to access the funding necessary to make payments in respect of the Group's future indebtedness.
Both funding and market liquidity risks can emerge from a number of factors that are beyond the Group's control. There is adequate liquidity to withstand significant withdrawals of customer deposits, but the unexpected and rapid withdrawal of a substantial number of deposits could have a material adverse impact on the Group's business, financial condition, and results of operations and/or prospects.
Risk mitigation
The Group's liquidity risk is managed though the Board's Group Liquidity Risk Management Policy. The Assets and Liabilities Management Committee (ALCO) is the core asset-liability management body ensuring that the principal objectives of the Group's Liquidity Risk Management Policy are met on a daily basis. The approved Liquidity Risk Management Framework ensures the Group meets it payment obligations under both normal and stress situations.
To mitigate the liquidity risk, the Group holds a solid liquidity position by maintaining comfortable buffers over the regulatory minimum requirements. All regulatory ratios are monitored regularly, with an early-warning system in place to detect potential adverse liquidity events. This is facilitated by the Risk Appetite Frameworks of the Group's relevant financial institutions, which set buffers over the regulatory limits, ensuring early detection of potential liquidity vulnerabilities. The liquidity risk position and compliance with internal limits are closely monitored by the ALCOs of JSC TBC Bank and JSC UZ TBC Bank.
JSC TBC Bank's liquidity risk is managed by the Balance Sheet Management division and Treasury department and is monitored by the Management Board and the ALCO, within their pre-defined functions. The Financial and Capital Risk Management (FCRM) division is responsible for developing procedures and policy documents and setting risk appetites on funding and market liquidity risk management. In addition, the FCRM performs liquidity risk assessments and communicates the results to the Management Board and the Risk Committee of the Supervisory Board on a regular basis.
The Bank maintains a diversified funding structure to manage the respective liquidity risks. The Bank's principal sources of liquidity include customer deposits and accounts, borrowings from local and international banks and financial institutions, subordinated loans from international financial institution investors, local interbank short-duration term deposits and loans, proceeds from the sale of investment securities, principal repayments on loans, interest income, and fee and commission income. The Bank relies on relatively stable deposits from Georgia as its main source of funding. The Bank also monitors the deposit concentration for large deposits and sets limits for deposits by non-Georgian residents in its deposit portfolio.
To maintain and further enhance its liability structure, the Bank sets targets for deposits and funds received from international financial institution investors in its risk appetite via the respective ratios. The loan to deposit and IFI funding ratio (defined as the total value of net loans divided by the sum of the total value of deposits and funds received from international financial institutions) stood at 103.5%, 102.0% and 92.2%, as at 30 June 2025, 2024 and 2023, respectively.
The management believes that, in spite of a substantial portion of customers' accounts being on demand, the diversification of these deposits by the number and type of depositors, coupled with the Bank's past experience, indicates that these customer accounts provide a long-term and stable source of funding for the Bank. Moreover, the Bank's liquidity risk management includes the estimation of maturities for its current deposits. The estimate is based on statistical methods applied to historic information about the fluctuations of customer account balances.
Stress testing is a major tool for managing liquidity risk. Stress testing exercises are performed within the ILAAP and Recovery Plan Frameworks as well as on an ad hoc basis, when there is a significant change in the prevailing risk environment. The former assesses the adequacy of the liquidity position and relevant buffers and whether they can sustain plausible severe shocks, while the latter provides a set of possible actions that could be taken in the unlikely event of regulatory requirement breaches to support a fast recovery in the liquidity position. The recovery plan encompasses a Liquidity Contingency Funding Plan which, along with the risk indicators and mitigation actions, outlines the roles and responsibilities of those involved in executing the plan. Both the ILAAP and the Recovery Plan are performed by the Bank on an annual basis.
4. Market risk arises from optimising capital allocation and asset liability management operations.
Risk description
Market risk is the risk that the fair value or future cash flows of financial instruments will fluctuate due to changes in market variables such as interest rates, foreign exchange rates, and equity prices.
Foreign exchange (FX) risk arises from the potential change in foreign currency exchange rates, which can affect the value of a financial instrument. This risk stems from the open currency positions created due to mismatches in foreign currency assets and liabilities. The Group identifies, assesses, monitors, and communicates the risk arising from exchange rate movements and the factors that influence this risk.
Interest rate risk arises from potential changes in market interest rates that can adversely affect the value of the Group's financial assets and liabilities. This risk can arise from maturity mismatches between assets and liabilities, as well as from the re-pricing characteristics of such assets and liabilities.
The biggest share of the Bank's deposits, more than half of the borrowings and part of the loans are at fixed interest rates. In addition, the Bank actively uses floating and combined interest rate structures in its loan portfolio. Since the assets and liabilities have different repricing characteristics, their corresponding interest margins may increase or decrease as a result of market interest rate changes potentially entailing negative effect on net interest income.
Risk Mitigation
The Group's market risk is governed through the Board's Group FX Risk Management and Group Interest Rate Risk Management policies.
FX risk : To mitigate FX Risk, the Group sets risk appetite and operational limits on the level of exposure by currency as well as on aggregate exposure positions that are more conservative than those set by the regulators. Compliance with the limits is closely monitored by the respective ALCOs of JSC TBC Bank and JSC UZ TBC Bank. Compliance with these limits is also reported periodically to the Management Board and to the Supervisory Board and its Risk Committee.
In addition, the treasury department and financial and capital risk management division separately monitor the Group's compliance with the set limits daily. In order to safeguard against the inherent volatility in the foreign exchange market, the Group employs a risk management process aimed at mitigating FX risk. This involves the strategic use of spot, forward, and swap transactions.
To assess currency risk, JSC TBC Bank performs a VAR sensitivity analysis on a regular basis. This analysis calculates the effect on the Group's income determined by the worst possible movements of currency rates against the Georgian Lari, with all other variables held constant. During the years ended 30 June 2025 and 2024, this sensitivity analysis did not reveal any significant potential effect on the Group's equity: as of 30 June 2025, the maximum loss with a 99% confidence interval was equal to GEL 11.9 million, compared to a maximum loss of GEL 11.7 million as of 30 June 2024.
Interest Rate Risk : To mitigate interest rate risk, JSC TBC Bank considers numerous stress scenarios, including different yield curve shifts and behavioural adjustments to cash flows (such as deposit withdrawals or loan prepayments), to calculate the impact on one year profitability and the enterprise value of equity. In addition, appropriate limits on both net interest income (NII) and economic value of equity (EVE) sensitivities are set within the Risk Appetite Framework approved by the Supervisory Board.
Interest rate risk in JSC TBC Bank is managed by the Balance Sheet Management division and the Treasury department and is monitored by the ALCO. The ALCO decides on actions that are necessary for effective interest rate risk management and follows up on their implementation. The Financial and Capital Risk Management division is responsible for developing guidelines and policy documents and setting the risk appetite for interest rate risk. The major aspects of interest rate risk management development and the respective reporting is periodically provided to the Management Board, the Supervisory Board, and the Risk Committee.
To minimize interest rate risk, the Bank regularly monitors interest rate (re-pricing) gaps by currencies and, in case of need, decides to enter into interest rate derivatives contracts.
Furthermore, many of the Bank's loans to customers contain a clause allowing it to adjust the interest rate on the loan in case of adverse interest rate movements, thereby limiting exposure to interest rate risk. The management also believes that the Group's interest rate margins provide a reasonable buffer to mitigate the effect of a possible adverse interest rate movement.
5. Any decline in the Group's net interest income or net interest margin (NIM) could lead to a reduction in profitability, impacting the accumulation of organic capital.
Risk description
Net interest income accounts for most of the Group's total income. Potential new regulations, along with a high level of competition in Georgia and Uzbekistan, may negatively impact the Group's net interest margin. At the same time, the cost of funding is largely exogenous to the Group and is derived from both local and international markets.
In 1H 2025, NIM amounted to 6.9%, with an 0.5% YoY increase, mainly driven by higher loan yields, partially offset by an increase in funding costs. In addition, Uzbekistan continues to contribute positively to the Group's NIM.
Risk mitigation
The Group continues to focus on the growth of fee and commission income, driven by increased efforts towards customer experience-related initiatives and innovative products in both the Georgian and Uzbekistan markets. This safeguards the Group from potential margin compressions on lending and deposit products in the future. Additionally, the scale-up of operations in Uzbekistan prevents a decrease in NIM on a Group level and ensures the diversification of income streams, aligning with the Group's profitability goals in compliance with the strategy and medium-term targets.
To meet its asset-liability objectives and manage the interest rate risk, the Group uses a high-quality investment securities portfolio, long-term funding, and derivative contracts.
6. The Group's performance may be compromised by adverse developments in the economic environment.
Risk description
A potential slowdown in economic growth in Georgia or Uzbekistan will likely have an adverse impact on the repayment capacity of borrowers, restraining their future investment and expansion plans. Negative macroeconomic developments could compromise the Group's performance in various ways, such as exchange rate depreciation, a sizable decline in gold prices, a spike in interest rates, rising unemployment, a decrease in household disposable income, falling property prices, worsening loan collateralisation, or falling debt service capabilities of companies as a result of decreasing sales. Potential political and economic instability in Georgia's or Uzbekistan's neighbouring countries and main trading/economic partners could negatively affect their economic outlook through worsening current and financial accounts in the balance of payments (e.g. decreased exports, tourism inflows, remittances and foreign direct investments). As for 1H 2025, despite politically still somewhat tense environment in Georgia and global geopolitical shifts, no significant materialisation of the abovementioned macroeconomic risks was observed in the countries of the Group's operations.
Georgian economy expanded by double digits in 2021-2022, 7.8% in 2023 and, despite internal political turbulence, by 9.4% in 2024. The strong growth momentum continued in 2025 as well with only gradual moderation towards the long term-trend as the real GDP grew by 8.3% on average in the first half of the year. St rong real credit growth, improved external trade balance and robust currency inflows from tourism and remittances contributed the most in the higher than expected economic print, unlike the declined FDIs and broadly flat migrant expenses. Here it should be underlined that, while largely re-export driven exports posted strong growth in 2025, improved trade balance was resulted due to weaker imports, especially of durable goods, pointing to the somewhat restrained domestic demand affected by market expectations. On the backdrop of strengthened net currency inflows, deposit conversions gradually switching back from the FX to GEL and globally weakened USD, the National Bank of Georgia focused on replenishing its international reserves in the 1H 2025. The NBG purchased around USD 880 million from the FX market, increasing its gross reserves to USD 4.7 billion, while the GEL exchange rate appreciated by around 3.1% against the USD. At the same time, consumer price inflation has accelerated in the country, though, in line with expectations, standing at 4.0% in June, slightly above the NBG 3% target. Still, taking strong growth and elevating inflation in consideration, the NBG maintained its monetary policy rate unchanged at 8.0%.
Uzbekistan, the second country of the Group's operations, also demonstrated solid economic activity, with real GDP growth in the first half of 2025 accelerating to 7.2%, following 6.5% in 2024. The external trade balance improved as USD-denominated exports grew by 29.2% YoY due to historically high gold prices, while imports increased by weak 4.7%, affected by lower car imports. FDIs remained resilient while remittances experienced a significant 27% increase in annual terms in the 1H of 2025, partially driven by strengthening of Uzbekistan's trade partners' currencies against the USD. At the same time, while the depreciation trend of the UZS against the USD weakened over 2024, Uzbekistan national currency even strengthened against the greenback by around 2.1% in the first half of the year, supported by the CBU's tight stance, globally weakened USD, decelerating consumer credit growth and higher gold prices, which enabled the CBU to substantially increase its international reserves. On the other hand, despite the gradual deceleration trend, especially in month-over-month dynamics, inflation remained high in Uzbekistan, standing at 8.7% YoY in June 2025, compared to 9.8% at the end of 2024. In response, the central bank has increased its monetary policy rate by 0.5 percentage points in March, bringing the MPR to 14.0%.
Risk mitigation
To decrease its vulnerability to economic cycles, the Group identifies cyclical industries and proactively manages its underwriting approach and clients within its Risk Appetite Framework. The Group has in place a macroeconomic monitoring process that relies on close, recurrent observation of the economic developments in Georgia and neighbouring countries to identify early warning signals indicating imminent economic risks. This system allows the Group to promptly assess significant economic and political events and analyse their implications for the Group's performance. These implications are duly translated into specific action plans with regards to reviewing underwriting standards, risk appetite metrics, and limits, including the limits for each of the most vulnerable industries. Additionally, the stress testing and scenario analysis conducted during the credit review and portfolio-monitoring processes enable the Group to evaluate the impact of macroeconomic shocks on its business in advance. Resilience towards a changing macroeconomic environment is incorporated into the Group's credit underwriting standards. As such, borrowers are expected to withstand certain adverse economic developments through prudent financials, debt-servicing capabilities, and conservative collateral coverage.
Taking into account the regional crisis, the Group adjusted its Risk Management Framework, leveraging its pre-existing stress testing practices. This included more thorough and frequent monitoring of the portfolio as well as stress testing, to ensure close control of changes in capital, liquidity, and portfolio quality in times of increased uncertainty.
NON-FINANCIAL RISKS
1. The Group is exposed to regulatory and enforcement action risk.
Risk description
The Group's operations are subject to a complex regulatory environment, which introduces various regulatory risks. In Georgia, the NBG sets lending limits and other economic ratios (including, but not limited to, lending, liquidity, and investment ratios) along with the mandatory capital adequacy ratio. In addition to complying with the minimum reserves and financial ratios, the Bank is required to submit periodic reports. It is also subject to the Georgian tax code and other relevant laws.
Following its listing on the London Stock Exchange's premium segment, the Group became subject to additional oversight by the UK's Financial Conduct Authority (FCA), resulting in increased regulatory scrutiny. In addition to its core banking operations, the Group also offers a range of regulated financial services products, including leasing, insurance, brokerage and investment services. Moreover, with the Group's expansion into Uzbekistan, its regulatory obligations have increased, as the banking sector in Uzbekistan is highly regulated and requires strict compliance with local laws and supervisory requirements.
The Group is also subject to financial covenants in its debt agreements. For more information, see the Group's Audited Financial Statements.
As the Bank increases its use of AI and machine learning models, particularly in areas such as credit risk, fraud detection, and customer segmentation, we are continuously working on enhancing our model risk management framework to ensure transparency, explainability, and regulatory compliance. All AI applications are subject to ethical reviews and risk assessments to prevent bias, discrimination, and unfair treatment of customers. We ensure that all AI systems comply with applicable data protection laws, including the General Data Protection Regulation (GDPR). Privacy impact assessments are conducted for AI tools that process personal data. A cross-functional AI governance group-including Compliance, Model, Legal, and Technology-oversees adherence to data privacy standards and the ethical handling of customer data. We actively monitor global regulatory developments related to AI and digital technologies.The Bank's risk management framework has been expanded to incorporate AI-specific governance, including explainability requirements, bias detection, and periodic validation protocols.
Risk mitigation
The Group has implemented robust systems and processes to ensure comprehensive regulatory compliance, embedding these practices all levels of the organisation. The Group's "three lines of defence" model clearly defines the roles and responsibilities for identifying, managing and mitigating regulatory and compliance risks. This structured approach supports proactive risk management and reinforces a strong compliance culture throughout the Group.
The first line of defence is responsible for managing compliance risks within their respective business areas, with the Bank's operational teams taking ownership of day-to-day risk identification and mitigation. The Compliance Division serves as the second line of defence, supporting and monitoring compliance efforts across the Group through providing independent oversight, guidance, and monitoring of compliance activities across the Group. The Chief Compliance Officer oversees compliance within the Bank and reports quarterly to the Audit Committee of the Supervisory Board, while maintaining a managerial reporting line to the Chief Risk Officer (CRO). The Group's Audit Committee is responsible for overseeing the effectiveness of the regulatory compliance framework and ensuring alignment with applicable laws and standards at the Board level.
The Group's compliance programme encompasses a wide range of activities designed to address compliance risks effectively, including the development and maintenance of compliance policies, regular employee trainings, risk-based oversight, and rigorous monitoring of regulatory adherence.
The Compliance Division manages regulatory risk through the following key actions:
· Monitoring and ensuring that changes in laws and regulations are implemented in a timely and effective manner by the respective process owners;
· Participating in the risk approval and review process for new products and services to ensure regulatory compliance;
· Analysing customer complaints, operational risk events, internal audit findings, and litigation cases to proactively identify and address process or control weaknesses;
· Conducting annual compliance risk assessments and targeted reviews of internal processes to ensure ongoing alignment with regulatory expectations;
· Engaging in regular dialogue with regulators and industry bodies to stay informed on regulatory developments and best practices;
· Performing thematic and ad-hoc compliance reviews in higher-risk areas or in response to emerging risks; and
· Maintaining a whistleblower mechanism that allows for the confidential reporting of compliance concerns, thereby promoting a culture of transparency and accountability.
The Compliance Division ensures that the outcomes of these activities are addressed promptly and appropriately. In its oversight capacity, the Division establishes key risk indicators and monitors them in line with the Group's Risk Appetite Framework. Any breaches of established thresholds are immediately escalated to the relevant boards for timely resolution.
Demonstrating its commitment to safeguarding personal data and maintaining compliance with relevant data protection laws, the Bank has appointed a Data Protection Officer (DPO). The DPO is responsible for overseeing the Bank's Data Protection Strategy and ensuring ongoing compliance with applicable regulations, including the General Data Protection Regulation (GDPR). To further support GDPR compliance within the European Union, the Bank has also engaged a representative legal firm based in the EU to act as its official EU representative.
2. The Group is exposed to legal risk.
Risk description
Legal risk refers to the potential for loss, whether financial or reputational, resulting from penalties, damages, fines, or other forms of financial detriment, which impacts or could impact one or more entities of the Group and/or its employees, business lines, operations, products and/or its services, and results from the failure of the Group to meet its legal obligations, including regulatory, contractual or non-contractual requirements.
Risk mitigation
The legal function as a second line of defence is an independent function hierarchically integrated with all the Group's legal teams. The Group's businesses and lines have responsibility for identifying and escalating legal risk in their area to the legal function.
The legal function is entrusted with the responsibility of (a) managing (including prevention) legal risks; and (b) interpreting the laws and regulations applicable to the Group's activities and providing legal advice and guidance to the Group. The management of the legal risks includes defining the relevant legal risk policies, developing Group-wide risk appetite for legal risk, and oversight of the implementation of controls to manage and escalate legal risk. The advisory responsibility of the legal function is to provide legal advice to Executive Officers and the Board of Directors in a manner that meets the highest standards.
The senior management of the legal function oversees, challenges and monitors the legal risk profile and effectiveness of the legal risk control environment across the Group. The legal risk profile and control environment are reviewed by management through business risk committees and control committees. The Group Risk Committee is the most senior executive body responsible for reviewing and monitoring the effectiveness of legal risk management across the Group.
3. The Group's operational complexity generates operational risk that could in turn adversely impact profitability and reputation.
Risk description
One of the main risks that the Group faces is operational risk, which is the risk of loss resulting from internal and external fraud events, inadequate processes or products, business disruptions and systems failures, human error or damages to assets. Operational risk also implies losses driven by legal, compliance, or cybersecurity risks.
The Group is exposed to many types of operational risk, including: fraudulent and other internal and external criminal activities; breakdowns in processes, controls or procedures; and system failures or cyber-attacks from an external party with the intention of making the Group's services or supporting infrastructure unavailable to its intended users, which in turn may jeopardise sensitive information and the financial transactions of the Group, its clients, counterparties, or customers.
Moreover, the Group is subject to risks that cause disruption to systems performing critical functions or business disruption arising from events wholly or partially beyond its control, such as natural disasters, transport or utility failures, etc., which may result in losses or reductions in service to customers and/or economic losses to the Group.
The operational risks discussed above are also applicable where the Group relies on outsourcing services from third parties. Considering the dynamic environment and sophistication of both banking services and possible fraudsters, the importance of constantly improving processes, controls, procedures and systems is heightened to ensure risk prevention and reduce the risk of loss to the Group.
The increased complexity and diversification of operations, coupled with the digitalisation of the banking sector, mean that fraud risks are evolving. External fraud events may arise from the actions of third parties against the Group, most frequently involving events related to banking cards, loans, and client phishing. Internal fraud events arise from actions committed by the Group's employees, although such events happen less frequently. During the reporting period, the Group faced several instances of fraud, none of which had a material impact on the Group's profit and loss statement. The rapid growth in digital crime has exacerbated the threat of fraud, with fraudsters adopting new techniques and approaches to obtain funds illegally. Therefore, unless properly monitored and managed, the potential impact could become substantial.
Risk mitigation
To oversee and mitigate operational risk, the Group maintains an Operational Risk Management Framework, which is an overarching document that outlines the general principles for effective operational risk management and defines the roles and responsibilities of the various parties involved in the process. Policies and procedures enabling the effective management of operational risks complement the framework. The Management Board ensures a strong internal control culture within the Group, where control activities are an integral part of operations. The Board sets the operational risk appetite, while compliance with the established risk appetite limits is monitored regularly by the Board's Risk Committee.
The Group utilises the three lines of defence principle, where the Operational and Investment Risk Management Department serves as a second line of defence, responsible for implementing the framework and appropriate policies and methodologies to enable the Group to manage operational risks.
The Group actively monitors, detects, and prevents risks arising from operational risk events and has permanent monitoring processes in place to detect unusual activities or process weaknesses in a timely manner. The Risk and Control Self-Assessment exercise (RCSA) focuses on identifying residual risks in key processes, subject to the respective corrective actions. Through our continuous efforts to monitor and mitigate operational risks, coupled with the high level of sophistication of our internal processes, the Group ensures the timely identification and control of operational risk-related activities. Various policies, processes, and procedures are in place to control and mitigate operational risks, including, but not limited to:
· The Group's Risk Assessment Policy, which enables thorough risk evaluation prior to the adoption of new products, services, or procedures;
· The Group's Outsourcing Risk Management Policy, which enables the Group to control outsourcing (vendor) risk arising from adverse events and risk concentrations due to failures in vendor selection, insufficient controls and oversight over a vendor and/or services provided by a vendor, and other impacts on the vendor;
· The Risk and Control Self-Assessment (RCSA) Policy, which enables the Group to continuously evaluate existing and potential risks, establish risk mitigation strategies and systematically monitor the progress of risk mitigation plans. The completion of these plans is also part of the respective managers' key performance indicators;
· The Group's Operational Risk Event Identification Policy, which enables the Group to promptly report on operational risk events, perform systematic root-cause analysis of such events, and take corrective measures to prevent the recurrence of significant losses. A unified operational loss database enhances further quantitative and qualitative analysis. The Operational Risk Event Identification Policy also oversees the occurrence of IT incidents and the respective activities targeted at solving the identified problems;
· The Group's Operational Risk Awareness Programme, which provides regular trainings to the Group's employees and strengthens the Group's internal risk culture;
· The Group also utilises risk transfer strategies, including obtaining various insurance policies to transfer the risks of critical operational losses.
The Operational and Investment Risk Management Department has reinforced its risk assessment teams and methodologies to further fine-tune the existing control environment. The same applies to the set of actions aimed at homogenising operational risk management processes throughout the Group's member companies.
During the reporting period, one of the key operational risk management focus areas was the RCSA exercise, which reviewed the Group's top priority processes and identified areas of improvement.
Moreover, to further mitigate operational risks driven by fraudulent activities, the Group has introduced a sophisticated digital fraud prevention system, which analyses client behaviour to further minimise external fraud threats.
The Operational Risk Management Framework and its complementary policies were updated to ensure effective execution of the operational risk management programme.
4. The Group's digitally oriented operational footprint faces a growing and evolving threat of cyber-attacks.
Risk description
The Group's rising dependency on digital systems increases its exposure to potential cyber-attacks. Given their increasing sophistication, potential cyber-attacks may lead to significant security breaches. Such risks change rapidly and require continued focus and investment. Due to the dynamics and complexity of the current environment, the Group is continuously monitoring the security threat landscape.
In the past three years, the Bank has not experienced any material cybersecurity breaches, and there have been no significant third-party cybersecurity incidents in 1H 2025.
Risk mitigation
The Group has in place a comprehensive information and cyber security management systems to mitigate the risk of cyber-attacks, as described below.
Threat landscape
In order to adequately address the challenges posed by cyberattacks, we are continuously analysing the Group's cyber threat landscape and assessing all relevant threat scenarios and actors, considering their intentions and capabilities, as well as the tactics, techniques, and procedures they are using or may use during their campaigns. Our focus is to be prepared against Advanced Persistent Threats. Among the many different threat vectors we are covering and monitoring, the top six are below:
· Attacks against internet facing applications and infrastructure;
· Software supply chain attacks;
· Phishing and other social engineering attacks against our customers;
· Phishing and other social engineering attacks against our employees;
· Insider threats;
· Ransomware and extortion-based cyber threats.
Our vision and strategic objectives
Information and cyber security are an integral part of the Group's governance practices and strategic development. The Group's cyber security vision and strategy are fully aligned with its business vision and strategy and address all the challenges identified during the threat landscape analysis.
Our vision is to strengthen our security in depth approach, enable secure and innovative businesses, and maintain a continuous improvement cycle. Our strategic objectives are:
· To enhance our defence in depth approach by strengthening the team and implementing cutting-edge technologies, in order to maintain resilience against Advanced Persistent Threats, which may come from state-sponsored actors or organised cybercriminals;
· To maintain compliance with industry leading information and cyber security standards, sustain a continuous improvement cycle for our information and business continuity management systems, and be one step ahead of regulatory requirements; and
· To optimise and automate security processes, and provide security services seamlessly to the Group's business (where possible);
· Foster a security-first culture by embedding cybersecurity awareness across the organisation, ensuring employees and stakeholders are actively engaged in reducing risk.
Our security in depth approach and cyber-resilience programme
In order to follow our vision and achieve our strategic objectives, we run effective information and cyber security programmes, functions and systems, as follows:
· Layered preventive controls are in place, covering all relevant logical and physical segments and layers of the organisation and infrastructure in order to minimise the likelihood of successful initial access:
- Data security controls
- Identity and access controls
- Endpoint security controls
- Infrastructure security controls
- Cloud security controls
- Application security controls
- Internal and perimeter network security control
- Physical security controls
· A professional team is in charge of effectively implementing, assuring the effectiveness of, maintaining and fine-tuning the preventive controls mentioned above. The number and level of expertise of the team members is significant. Our team members hold industry leading certificates and work on a daily basis to strengthen and extend their professional skill sets.
· Layers of preventive controls in conjunction with a comprehensive awareness programme provide the best combination in order to minimise the likelihood of successful attacks. Our robust awareness programme helps employees and customers to improve their cyber hygiene, understand the risks associated with their actions, identify any cyberattacks they might face during day-to-day operations, and improve the overall risk culture. Our awareness programme provides relevant materials to all key roles, from the Management Board to IT engineers and developers. It covers annual trainings and attestations for all employees, newcomer trainings and attestations, social engineering simulations, security tips and notifications for all employees, security awareness raising campaigns for customers, and more.
· Since we believe that 100% prevention is not achievable, the Group has threat hunting capabilities and a security operations centre in place to monitor every possible anomaly in near real-time that is identified across the organisation's network in order to detect potential incidents and respond in a timely and effective manner to minimise the negative impact of possible attacks. To be up-to-date and track the techniques and tactics of our adversaries, we are elaborating cyber threat intelligence procedures according to industry best practices and following the MITRE ATTACK framework.
· Info rmation security governance and effective risk management processes, which covers third-party and supply chain risks as well, ensure that the Bank has the correct guidance, makes risk-informed decisions in compliance with its risk appetite, complies with regulatory requirements, and achieves a continuous improvement cycle. The Information Security Committee, which is chaired by the CEO, has the ultimate responsibility to assure that an appropriate level of security is maintained and a continuous improvement cycle of management processes is achieved. The Bank is in compliance with the NIST Cyber Security Management Framework and its Information Security Management System is ISO/IEC 27001:2022 certified.
· In addition, the Bank further strengthens its cyber resilience through an effective Business Continuity Management System and Cyber Insurance Policy, in order to manage contingencies and recover from serious disruptions with minimum possible impact.
How we measure and assure an acceptable level of security
To assess and assure an acceptable level of information and cyber security, we rely on external/internal audit reports, red teaming exercise reports, and the results of continuous penetration tests, which are conducted by our highly professional internal team and reputable external third-party partners.
· On an annual basis we conduct:
· An external audit of the SWIFT Customer Protection Framework;
o An external audit of the NBG's Cyber Security Framework, which is based on the NIST Cyber Security Management Framework;
o Independent internal IT audit team is assessing effectiveness of critical components of information security management system;
o External surveillance audits of ISO 27001;
o Penetration tests against internet facing applications and critical infrastructure with the help of our highly reputable partners.
· Our internal team is in charge of continuous penetration tests of internal and external applications and infrastructure.
· We conduct regular red and purple teaming exercises and assess our security capabilities against real world advanced threat actors
The abovementioned external audits did not identify any material findings. If such findings do arise, they are addressed as part of the continuous improvement process.
5. The Group identifies risk in its growing dependence on data.
Risk description
In the domain of data management and data governance within the Group, the most prominent risk continues to center on data quality . This is a cornerstone of sound decision-making, regulatory compliance, and overall risk management. The challenge stems from diverse sources, including errors during data entry, lack of standardized formats, and inconsistencies across data sources. The ramifications of compromised data quality include financial losses, operational inefficiencies, regulatory non-compliance, and reputational damage. The complexity is further heightened in dynamic market environments, necessitating robust mechanisms for data validation and cleansing.
In addition to this, a new and increasingly significant risk arises from the adoption and deployment of artificial intelligence (AI) technologies across the Group. The use of AI brings opportunities for automation, enhanced insight, and predictive capabilities; however, it also introduces potential risks relating to model accuracy, biased decision-making, data privacy breaches, and ethical considerations. Poorly governed AI solutions could expose the Group to new regulatory scrutiny and reputational risks, as well as operational inefficiencies if they fail to perform as intended or scale properly.
Risk mitigation
Mitigating data quality risks require a holistic and strategic approach . To address this challenge, the Group continues to implement advanced data quality management systems, rigorous data governance policies , and data profiling techniques. Strategic investments in automation, machine learning , and artificial intelligence can further support proactive detection and correction of data anomalies, ensuring accuracy and consistency. Cultivating a data-driven culture , with robust data lineage and documentation practices, also enhances transparency and traceability.
To manage AI-related risks, the Group is putting in place a strong AI governance framework that emphasizes ethics, fairness, and transparency. This includes thorough validation of AI models before deployment, continuous monitoring of model performance and output, and ensuring adherence to applicable regulatory and legal requirements. The Group is also investing in upskilling teams to understand AI systems and their risks, as well as engaging cross-functional expertise-from data scientists and compliance officers to IT security-to establish clear accountability and oversight. These measures will enable the Group to leverage AI's potential safely and responsibly while protecting its data assets and stakeholders.
6. The Group is exposed to Model Risk.
Risk description
In accordance with regulatory guidance and industry best practices, the Group has developed model identification standards, which clearly define what constitutes a model and provide objective criteria for model identification.
The Group increasingly relies on statistical, machine learning, and artificial intelligence models to enhance important decision-making processes, enabled by access to diverse data sources and the adoption of big data technologies.
Increasing reliance on models requires a robust model risk management framework to prevent adverse consequences related to mistakes made during model development, implementation, or usage. With the expanding adoption of Generative AI (GenAI) models, the Group is actively developing model risk management frameworks specifically tailored to address the unique risks and characteristics of GenAI. The Group defines model risk as a risk of potential financial losses, poor business decisions, and reputational damage that may arise from such model-related deficiencies.
Risk mitigation
The Group manages model risk through its Model Risk Management (MRM) function, which operates as the second line of defence to identify, measure, and monitor model risk across the Group. MRM is structured around two pillars: governance and validation.
The governance pillar establishes and maintains the Group's model risk management framework through policies, standards, and risk appetite limits. This framework defines key stakeholder roles and responsibilities throughout the model lifecycle. The governance pillar also maintains the model inventory and oversees adherence to model risk appetite limits.
The validation pillar provides independent assessment of models through conceptual and technical validations, evaluating model design, methodology, and performance in accordance with established policies and standards.
The MRM function uses model tiering to drive its risk-based validation approach, systematically identifying and assessing model risks through initial and ongoing validations. Model tiering, along with the nature and severity of identified risks, determines appropriate mitigation measures, which range from increased validation frequency and enhanced testing to model recalibration or redevelopment. All mitigation actions aim to maintain model risk within the Group's defined risk appetite, with heightened scrutiny applied to higher-tiered models.
7. The Group remains exposed to reputational risk.
Risk description
There are reputational risks to which the Group may be exposed, such as country risks and compliance risks, related to the challenging geopolitical environment in the region, international sanctions regimes, as well as domestic turbulences due to disputed elections and ongoing protests. Banks are easy targets for anti-banking narratives in mainstream and social media platforms. These narratives intensify in the run-up to elections. There are also risks related to phishing and other cybercrimes that come with the increased digitalization of products and services provided by the Group. Cyber risks could turn into reputational risk if they impact negatively on the Group's reputation as a provider of the best digital services and products to customers. It should be noted that most of these risks are not unique to the Group, but apply to the entire banking sector.
Risk mitigation
To prevent or mitigate reputational risks, the Group works continuously to maintain strong brand recognition among its stakeholders and engages with them on a constant basis, particularly with the customers, employees, media, regulators, business associations, IFIs, and the diplomatic community among others.
The Group has put a Task Force in place at the senior management level comprised of the CEO, the CRO, the marketing and brand lead, the strategic communications lead and the general counselor to address and manage reputational risks. Additionally, and in close cooperation with international consultants, the Task Force has developed an overall strategy including communications plans, contingencies, and tools to mitigate, prevent and respond to any risks.
The Group complies with all relevant external and internal policies and protocol mechanisms to prevent or minimise the impact of direct and indirect reputational risks. Dedicated internal and external marketing teams monitor the brand value through public opinion polls and studies and by receiving feedback from stakeholders on an ongoing basis. Communications teams actively monitor mainstream media and social media on a daily basis, identifying early warning signs of potential reputational or brand damage to mitigate and, whenever necessary, elevate potential risks to the attention of the Task Force or the Supervisory Board before they escalate.
Communications and cyber security teams conduct extensive awareness-raising campaigns on cyber security and financial literacy. The teams also brief the media so that it is aware of potential risks impacting the sector. TBC also has an inhouse financial education platform Edufin which is aimed at raising awareness about cyber threats and phishing.
8. The Group faces the risk that its strategic initiatives do not translate into long-term sustainable value for its stakeholders.
Risk description
The Group may face the risk of falling short in developing and executing a business strategy that ensures sustained value creation while adapting to evolving customer needs, increasing competition, and changing regulatory requirements.
Additionally, uncertainties from economic and social disruptions in the region may hinder the Group's timely execution of its strategy, potentially compromising its capacity for long-term value creation.
Risk mitigation
To mitigate the combined risks from a local and international perspective, the Group employs a multifaceted approach.
The formation of our strategic portfolio is primarily driven by the Group's strategy to broaden and diversify our business revenue streams. Thorough curation is conducted in the execution of strategy involving the Board, the executive management, and middle management. These sessions serve as crucial checkpoints to ensure alignment with the Group's strategic long-term objectives and guiding principles.
Moreover, monitoring the performance of strategic projects extends to quarterly analyses and tracking of metrics used to measure strategy execution. In case of significant deviations, corrective or mitigation actions are promptly implemented.
9. The Group is exposed to risks related to its ability to attract and retain highly qualified employees.
Risk description
As the Group becomes increasingly digitally focused, it requires more IT professionals in its various departments. This shift accentuates the risk of potentially losing key personnel. In the highly competitive tech job market, this challenge extends not only to retaining these valuable employees but also to attracting, developing, and keeping new skilled workers. Ensuring these employees align with the Group's objectives is vital. The situation calls for strategic planning in human resources to effectively manage this risk while supporting the Group's digital evolution.
Risk mitigation
The aim of the Group is to adapt to the rapidly changing business environment, increase leadership capabilities, achieve a high level of engagement among employees, and equip them with the necessary skills. Our proactive approach encompasses rigorous monitoring of labour market dynamics not only in Georgia but also in Uzbekistan and beyond. To realise this ambition, we are dedicated to cultivating a world-class talent acquisition and development ecosystem.
We create a robust international talent pipeline by regularly engaging with potential candidates, including passive job seekers with diverse profiles. We work on building an attractive international hiring brand. The Group treats all employees equally and fairly, supporting and coaching them to succeed.
We equip our people with the tools and frameworks for continuous learning, supported by a constant feedback loop. We give our staff an opportunity to grow and expand internationally. We have developed a Succession Planning Framework for senior positions in order to ensure a smooth transition and to offer promotion opportunities to employees. In addition, we have launched a Talent Management Framework, ensuring the constant identification of talented staff and monitoring their development within the Group.
We monitor human capital risks and measure efficiency using the following metrics: Employee turnover and retention, Quality of hire, Mobility rate, Employee Net Promoter Score (ENPS), Employee Pulse surveys, Key employee metrics, Performance management and Individual Development Plans (IDPs), and Customer Net Promoter Score (NPS). In terms of compensation, we conduct multiple salary market studies to ensure we provide competitive conditions for our employees.
The Group reviews and updates its organisational policies to ensure they are inclusive and equitable. This includes flexible work arrangements, accommodations for diverse needs, and inclusive benefits packages.
Our internal IT Academy has been a hub for tech education, offering courses in front-end, back-end development, DevOps, and more. These courses are accessible at no cost to both our employees and potential candidates. Under the guidance of experienced staff and industry professionals, the Academy has successfully trained over 2,100 individuals from outside the organisation and 2,400 within it. This initiative has resulted in the recruitment of 500 skilled professionals to TBC Group, thereby enhancing the overall IT ecosystem in the country. The TBC IT Academy is currently conducting the selection process for five specialized courses: Frontend Development, Backend Development, DevOps, iOS, and Android Development. Each course group will consist of 30 carefully selected participants, with the most outstanding students being offered employment opportunities within the TBC Group upon successful completion of the program.
Furthermore, both TBC Bank Uzbekistan and Payme have made significant strides in advancing their IT Academy initiatives in Uzbekistan. In 2024, new courses in Data Analytics, Backend Development, Quality Assurance, and Test Automation were introduced in partnership with leading technology universities, contributing to the development of local technological expertise and talent.
10. The Group is exposed to conduct risk.
Risk description
Conduct risk is defined as the risk of failing to achieve fair outcomes for customers and other stakeholders. The Bank recognises that effective management of conduct risk is essential to maintaining customer trust, protecting its reputation, and delivering long-term value.
The Bank's Code of Ethics serves as a moral compass for all staff and sets high ethical standards that each employee is required to uphold. Employees are required to carry out their responsibilities with honesty, integrity, and professionalism. They are critical to maintaining trust and confidence in its operations and upholding important values of trust, loyalty, prudence and care.
Additionally, the Bank's management understands that it bears responsibility for a diversified group of domestic and international investors, and needs to embrace the Bank's rules and mechanisms to protect customers and maintain the confidence of investors and financial markets. The Group's directors strive to establish the "tone from the top", which sets out the messages describing and illustrating the core components of good conduct.
Risk mitigation
In managing conduct risk, the Bank takes a coordinated approach, assigning responsibility to various divisions and departments to identify, mitigate, and eliminate conduct-related risks across all client and stakeholder interactions.
The Compliance, Human Capital, and Operational Risk functions work collaboratively to develop and maintain a unified Conduct Risk Management Framework. This framework supports business lines and operational units through the following key processes:
Policy and Procedure Development:
Establishing and regularly updating policies and procedures to ensure that all employees comply with relevant regulatory requirements, industry best practices, and the Bank's Code of Conduct and Code of Ethics.
Department Oversight and Complaint Management:
Maintaining a close working relationship with the Compliance Division to administer conduct-related policies, and investigating complaints regarding the conduct of the staff.
Client Communication Standards:
Ensuring that front-line staff provide clear, complete, and accurate product information-both orally and in writing-regardless of a client's financial knowledge or experience, thereby promoting fair treatment and transparency.
Recordkeeping and Monitoring:
Maintaining comprehensive records of client interactions and communications, particularly those involving sensitive topics or complex product offerings, to support transparency and accountability.
Employee Training:
Delivering regular, targeted training to all employees on conduct expectations and evolving compliance standards, with a strong focus on onboarding new hires and maintaining awareness of ethical standards across the Bank.
Culture and Incentives:
Promoting a culture of openness and accountability where employees feel empowered to raise concerns without fear of retaliation. The Bank actively prevents conflicts of interest and supports this with values-based incentive and disciplinary policies, moral incentive programmes, and risk-adjusted bonus schemes.
EMERGING RISKS
The Group recognises its exposure to risks arising from climate change.
Risk description
The risks associated with climate change have both a physical impact, arising from more frequent and severe weather changes, and a transitional impact that may entail extensive policy, legal, and technological changes to reduce the ecological footprint of households and businesses. For the Group, both risks could materialise through impaired asset values and the deteriorating creditworthiness of our customers, which could result in a reduction of the Group's profitability. The Group may also become exposed to reputational risks because of its lending to, or other business operations with, customers deemed to be contributing to climate change.
Risk mitigation
The Group has in place an Environmental and Climate Change Policy. The policy governs its Environmental Management System ("EMS") and ensures that the Group's operations adhere to the applicable environmental, health, safety, and labour regulations and practices. We take all reasonable steps to support our customers in fulfilling their environmental and social responsibilities. The management of environmental and social risks is embedded in the Group's lending process through the application of the EMS. The Group has developed risk management procedures to identify, assess, manage, and monitor environmental and social risks. These procedures are fully integrated in the Group's credit risk management process. To identify, assess, and manage risks associated with climate change, the Group introduced an overall climate risk assessment and conducted a general analysis to understand the maturity level of the climate-related framework. This general analysis covered assessment of existing policies and procedures, identification of areas for further development, and gap analysis. Following this analysis, the main focus areas were identified and reflected in the climate action strategy, in line with the Group's business strategy. Furthermore, our Environmental and Climate Change Policy is fully compliant with local environmental legislation and follows international best practices (the full policy is available at www.tbcbankgroup.com ).
In order to increase our understanding of climate-related risks to the Bank's loan portfolio, the Bank performed a high- level sectoral risk assessment, since different sectors might be vulnerable to different climate-related risks over different time horizons. In 2024, we further developed our TCFD framework and measured the Group's indirect performance against the Paris Agreement targets for the reduction of GHG emissions. The results have been reflected in the Group's long-term transition plan. Furthermore, we implemented the climate stress-testing approach developed by the National Bank of Georgia. For more details, please find the section "Climate-related Financial Disclosures 2024".
The Bank aims to increase its understanding of climate-related risks and their longer-term impacts over the coming years, which will enable it to further develop its approach to mitigation. Furthermore, the Group's portfolio has strong collateral coverage, with around 68.3% of the loan book collateralised with cash, real estate, or gold. Since the collateral evaluation procedure includes monitoring, any need to change collateral values arises from our regular collateral monitoring process.
In May 2025, the Group released its full-scale sustainability report for the year 2024 in accordance with the Global Reporting Initiative (GRI) standards. The Global Reporting Initiative (GRI) helps the private sector to understand and realise its role and influence on sustainable development issues such as climate change, human rights, and governance.
The report is designed for all interested parties and groups in Georgia and abroad and aims to give them clear, fact-based information about the social, economic, and environmental impact of our activities in 2024. It presents our endeavours to create value for our employees, clients, suppliers, partners, and society as a whole. The Sustainability Report 2024 is available at www.tbcbankgroup.com .
At the executive level, responsibility for ESG and climate-related matters is assigned to the ESG Steering Committee, which was established by the Management Board in March 2021 and is responsible for implementing the ESG and climate action strategy and approving detailed annual and other action plans for key projects. The ESG Committee meets on a quarterly basis.
In January 2022, the Group established an Environmental, Social and Governance (ESG) and Ethics Committee at the Board level, as well as at the Supervisory Board level in line with the Company's "mirror boards" structure. This reflects the importance of sustainability in TBC's corporate governance and allows Board members to dedicate more time and focus to ESG topics. The Committee provides strategic guidance on climate-related matters and reports to the Board, which has overall oversight. For more details about the management of ESG matters, please find the section "ESG Strategy".
SELECTED REGULATIONS ON FINANCIAL RISKS
CAPITAL ADEQUACY
The Group's objectives in terms of capital management are to maintain appropriate levels of capital to support the business strategy, meet regulatory and stress testing-related requirements, and safeguard the Group's ability to continue as a going concern.
The Group complied with all its internally and externally imposed capital requirements throughout the first half of 2025.
Georgian subsidiary - JSC TBC Bank
In December 2017, the NBG adopted amendments to the regulations relating to capital adequacy requirements. These changes include amendments to the regulation on capital adequacy requirements for commercial banks, and the introduction of new requirements (i) on additional capital buffer requirements for commercial banks within Pillar 2; (ii) on the determination of the countercyclical buffer rate; and (iii) on the identification of systematically important banks and determination of systemic buffer requirements. The purpose of these amendments is to improve the quality of banks' regulatory capital and achieve better compliance with the Basel III framework.
The NBG developed the requirements for the transition process to International Financial Reporting Standards (IFRS) in 2020 - 2022. In January 2023, the NBG adopted amendments to the regulations relating to capital adequacy requirements, compelling commercial banks to comply with supervisory regulations that use IFRS-based numbers and approaches. Under the IFRS transition process, the NBG introduced a credit risk adjustment (CRA) buffer. The CRA buffer was implemented as a Pillar 2 requirement and was fully set on CET 1 capital.
In March 2023, the Financial Stability Committee of the NBG decided to set the neutral (base) rate of the countercyclical buffer at 1%. Banks are required to accumulate a countercyclical capital buffer according to a predetermined schedule: 0.25% by March 2024, 0.50% by March 2025, 0.75% by March 2026 and fully phased-in 1% by March 2027. The countercyclical buffer could be increased at times of strong credit activity and suspended during periods of stress.
In May 2023, the NBG introduced a new requirement on Minimum Requirements for Own Funds and Eligible Liabilities (MREL) under the Bank Recovery and Resolution Framework. According to the new requirements, commercial banks must hold specific amounts of equity, subordinated debt, and of qualifying non-deposit senior debt that could be subject to bail-in in the event of bank failure. However, this should not affect risks for existing senior creditors because the bank resolution legislation in Georgia already provides a credible mechanism for the bail-in of senior obligations. MREL implementation will be phased in gradually, starting from 10% of Total Liabilities and Own Funds (TLOF) on 1 January 2024, before increasing to 15% at end-2025, and 20% at end-2027. MREL-eligible instruments will include regulatory capital and senior, unsecured non-deposit obligations with maturities of at least one year, subject to the NBG's approval.
In November 2023, the NBG introduced the concept of a foreseeable dividend, which should be deducted from retained earnings. According to the regulation, a foreseeable dividend is considered to be the amount of a dividend approved or submitted for approval by the relevant entity defined by the charter of the commercial bank (Supervisory Board).
As another pillar of the NBG's de-dollarisation-oriented policy, in November 2024, the Monetary Policy Committee of the NBG increased the reserve requirement on foreign currency liabilities by 5pps from 20% to 25%.
In December 2024, the NBG also made amendments to the systemic risk buffer calculation methodology. According to the new methodology, the current systemic risk buffer for JSC TBC Bank amounts 2.5% and can be increased by 0.5% if the bank's share of non-bank deposits in the total non-bank deposits of commercial banks and microbanks equals or exceeds 40%, based on the average of the previous three consecutive months. Additionally, for every further 2-percentage-point increase (in multiples of two), the buffer will be raised by an additional 0.5%. The Bank must comply with the increased requirement in a 12-month period. If the bank's share of non-bank deposits over the past 12 consecutive months decreases by any multiple of 2% or falls below 40%, the buffer will be reduced by 0.5% for each such decrease. The upper limit for the systemic buffer is set at 5%.
The following table presents the capital adequacy ratios and minimum requirements:
|
Jun'25 |
Mar'25 |
Jun'24 |
CET 1 capital |
4,917,529 |
4,814,010 |
4,344,472 |
Tier 1 capital |
5,938,879 |
5,851,748 |
5,749,522 |
Tier 2 capital |
935,895 |
935,144 |
922,217 |
Total regulatory capital |
6,874,774 |
6,786,892 |
6,671,739 |
Risk-weighted exposures: |
|
|
|
Credit Risk-weighted exposures |
25,985,507 |
25,259,747 |
22,459,700 |
Risk-weighted exposures for Market Risk |
159,393 |
283,430 |
83,580 |
Risk-weighted exposures for Operational Risk |
3,794,626 |
3,794,626 |
3,248,365 |
Total Risk-weighted exposures |
29,939,526 |
29,337,803 |
25,791,645 |
|
|
|
|
Minimum CET 1 ratio |
14.66% |
14.6% |
14.6% |
CET 1 capital adequacy ratio |
16.42% |
16.4% |
16.8% |
|
|
|
|
Minimum Tier 1 ratio |
16.92% |
16.9% |
16.9% |
Tier 1 capital adequacy ratio |
19.84% |
19.9% |
22.3% |
|
|
|
|
Minimum total capital adequacy ratio |
19.92% |
19.9% |
20.0% |
Total capital adequacy ratio |
22.96% |
23.1% |
25.9% |
GEL volatility has been and remains a significant risk to the Bank's capital adequacy. A 10% GEL depreciation would translate into a 0.8 pp, 0.7 pp and 0.6 pp drop in the Bank's excess CET 1, Tier 1 and Total regulatory capital, respectively.
Uzbek subsidiary - JSC TBC Bank UZ
In June 2025, the Central Bank of Uzbekistan implemented targeted updates to the capital adequacy framework and reduced risk weight to 75% for specific loans issued to self-employed individuals and small businesses. This applies to loans of up to 300 million soums to self-employed individuals with verifiable income or stable bank turnover over the past six months and a debt burden of 50% or less, as well as to total loans to small businesses within 0.2% of the bank's regulatory capital or up to 15 billion soums, whichever is lower. These changes apply to loans disbursed after June 1, 2025 and positively impact the Bank's capital adequacy position.
As of 30 June 2025, the Bank met the requirements for regulatory capital set by Regulation On the Requirements for the Adequacy of the Capital of Commercial Banks No. 2693 dated July 6, 2015.
The following table presents the capital adequacy ratios and minimum requirements:
|
Jun'25 |
Mar'25 |
Jun'24 |
Minimum CET 1 ratio |
8.0% |
8.0% |
8.0% |
CET 1 capital adequacy ratio |
18.5% |
19.4% |
12.6% |
Minimum Tier 1 capital |
10.0% |
10.0% |
10.0% |
Tier 1 capital adequacy ratio |
18.5% |
19.4% |
12.6% |
Minimum total capital adequacy ratio |
13.0% |
13.0% |
13.0% |
Total capital adequacy ratio |
20.0% |
20.3% |
16.4% |
LIQUIDITY
The Group's objectives in terms of liquidity management are to maintain appropriate levels of liquidity to support the business strategy, meet regulatory and stress testing-related requirements, and safeguard the Group's ability to continue as a going concern.
The Group complied with all its internally and externally imposed liquidity requirements half year 2025.
Georgian subsidiary - JSC TBC Bank
The Bank assesses LCR and NSFR per NBG guidelines, whereby the ratios implemented by the NBG have more conservative approaches than those set by Basel III standards. The LCR enhances short-term resilience. In addition to the total LCR limit set at 100%, the NBG defines limits per currency for the GEL and foreign currencies (FC). To promote larisation in Georgia, the NBG set a lower limit to GEL LCR than to FC LCR. FC Mandatory Reserves are wholly considered in HQLA (High Qualified Liquid Assets) for LCR purposes.
The NSFR is used for long-term liquidity risk management to promote resilience over a longer time horizon by creating additional incentives for JSC TBC Bank to rely on more stable sources of funding on a continuing basis. The regulatory limit is set at 100%.
As of 30 June 2025, the ratios were well above the prudential limits set by the NBG, as follows:
Funding & Liquidity |
Jun'25 |
Mar'25 |
Jun'24 |
Minimum net stable funding ratio, as defined by the NBG |
100.0% |
100.0% |
100.0% |
Net stable funding ratio as defined by the NBG |
124.4 % |
125.6 % |
118.2 % |
|
|
|
|
Minimum total liquidity coverage ratio, as defined by the NBG |
100.0% |
100.0% |
100.0% |
Minimum LCR in GEL, as defined by the NBG |
75% |
75.0% |
75% |
Minimum LCR in FC, as defined by the NBG |
100.0% |
100.0% |
100.0% |
|
|
|
|
Total liquidity coverage ratio, as defined by the NBG |
116.3 % |
119.0 % |
118.1 % |
LCR in GEL, as defined by the NBG |
115.7 % |
11 8.9% |
100.0 % |
LCR in FC, as defined by the NBG |
116.6 % |
119.1 % |
129.5 % |
Uzbek subsidiary - JSC TBC Bank UZ
The regulatory framework established by the Central Bank of Uzbekistan (CBU) mandates specific liquidity ratios for financial institutions to uphold financial stability and mitigate potential risks. In compliance with these regulations, financial institutions are required to maintain a High-Quality Liquid Assets/Total Assets ratio of 10%, ensuring a sufficient buffer of liquid assets to cover a proportion of their total assets.
Moreover, institutions are obligated to maintain a 25% Instant Liquidity Ratio, ensuring prompt liquidity availability for unforeseen financial obligations. Further reinforcing risk resilience, a Liquidity Coverage Ratio (LCR) of ≥100% is mandated, requiring sufficient high-quality liquid assets to offset potential liquidity shortfalls during stress periods.
In addition to these measures, financial entities must sustain a Net Stable Funding Ratio (NSFR) of ≥100%, highlighting the need for a stable funding structure over an extended time horizon to mitigate liquidity risks effectively. As of 30 June 2025, the Bank met the requirements set by the Regulator.
MARKET RISK
The Group's objectives in terms of market risk management are to support the business strategy, meet regulatory and stress testing-related requirements and safeguard the Group's ability to continue as a going concern.
The Group complied with all its internally and externally imposed market risk requirements half year 2025.
FX risk
JSC TBC Bank (Georgia) and TBC Bank Uzbekistan are required to maintain open currency positions in line with the NBG's and CBU's limits respectively.
· The NBG requires the Bank to monitor both balance sheet and total aggregate (including off-balance sheet) open currency positions and to maintain the latter within 20% of the Bank's regulatory capital.
· CBU limits are set separately for aggregate OCP and for each foreign currency position at 15% and 10% of UZ TBC's regulatory capital respectively.
Interest rate risk
JSC TBC Bank (Georgia) assesses interest rate risk from both the Net Interest Income (NII) and Economic Value of Equity (EVE) perspectives. As per the regulatory requirements, the Bank assesses the impact of interest rate shock scenarios on EVE and NII. According to NBG guidelines, NII sensitivity under parallel shifts of interest rate scenarios is maintained for monitoring purposes, while EVE sensitivity is calculated under six predefined stress scenarios of interest rate changes, with the limit applied to the result of the worst-case scenario. As of 30 June 2025, TBC Bank's EVE ratio stood at 8.68%, comfortably below the regulatory limit (15%).
Statement of Directors' Responsibilities
The Directors are required to prepare the condensed consolidated financial statements on a going concern basis unless it is not appropriate. They are satisfied that the Group has the resources to continue in business for the foreseeable future and that the financial statements continue to be prepared on a going concern basis.
The Directors confirm that to the best of their knowledge:
· the financial statements have been prepared in accordance with IAS 34 'Interim Financial Reporting' as adopted by the UK, and the Disclosure Guidance and Transparency Rules ('DTR') sourcebook of the UK's Financial Conduct Authority;
· this Interim Report 2025 gives a true, fair, balanced and understandable view of the assets, liabilities, financial position and profit or loss of the Company; and
· this Interim Report 2025 includes a fair review of the information required by:
o DTR 4.2.7R, being an indication of: important events that have occurred during the first six months of the financial year ending 31 December 2025 and their impact on the condensed set of financial statements; and a description of the principal risks and uncertainties for the remaining six months of the financial year; and
o DTR 4.2.8R, being: related party transactions that have taken place in the first six months of the financial year ending 31 December 2025, which have materially affected the financial position or performance of TBC Bank during that period; and any changes in the related parties transactions described in the Annual Report and Accounts 2024 that could materially affect the financial position or performance of TBC Bank during the first six months of the financial year ending 31 December 2025.
Signed on behalf of the Board by:
Vakhtang Butskhrikidze
CEO
7 August 2025
TBC Bank Group PLC Board of Directors:
Chairman Arne Berggren |
|
Executive Directors Vakhtang Butskhrikidze (CEO) |
Non-executive Directors Eran Klein Tsira Kemularia Janet Heckman Per Anders Fasth Thymios Kyriakopoulos Nino Suknidze Rajeev Sawhney |
TBC BANK GROUP PLC
Condensed Consolidated Interim Financial
Statements (Unaudited)
30 June 2025
Table of contents
Independent Auditor's Report ...................................................................................................................................... 53
Condensed Consolidated Interim Statement of Financial Position .............................................................................. 55
Condensed Consolidated Interim Statement of Profit or Loss and Other Comprehensive Income.............................. 56
Condensed Consolidated Interim Statement of Changes in Equity............................................................................... 57
Condensed Consolidated Interim Statement of Cash Flows.......................................................................................... 58
Notes to the condensed consolidated interim financial statements:
1. Introduction
2. Material Accounting Policy Information
3. Sources Of Estimation Uncertainty And Judgements In Applying Accounting Policies
4. Cash And Cash Equivalents
5. Due From Other Banks
6. Mandatory Cash Balances With NBG And CBU
7. Loans And Advances To Customers
8. Premises, Equipment And Intangible Assets
9. Due To Credit Institutions
10.Customer Accounts
11.Debt Securities In Issue
12.Subordinated Debt
13.Additional Tier 1 Capital Subordinated Notes
14.Equity
15.Share Based Payments
16.Earnings Per Share
17.Segment Analysis
18.Interest Income And Expense
19.Fee and Commission Income And Expense
20.Net Gains From Derivatives, Foreign Currency Operations and Translation
21.Income Taxes
22.Financial And Other Risk Management
23.Contingencies And Commitments
24.Fair Value Disclosures
25.Related Party Transactions
26.Events After Reporting Period
Independent review report to TBC Bank Group Plc
Report on the condensed consolidated interim financial statements
Our conclusion
We have reviewed TBC Bank Group Plc's condensed consolidated interim financial statements (the "interim financial statements") in the 2Q and 1H 2025 Financial Results of TBC Bank Group Plc for the 6-month period ended 30 June 2025 (the "period").
Based on our review, nothing has come to our attention that causes us to believe that the interim financial statements are not prepared, in all material respects, in accordance with UK adopted International Accounting Standard 34, 'Interim Financial Reporting' and the Disclosure Guidance and Transparency Rules sourcebook of the United Kingdom's Financial Conduct Authority.
The interim financial statements comprise:
· the Condensed Consolidated Interim Statement of Financial Position as at 30 June 2025;
· the Condensed Consolidated Interim Statement of Profit or Loss and Other Comprehensive Income for the period then ended;
· the Condensed Consolidated Interim Statement of Cash Flows for the period then ended;
· the Condensed Consolidated Interim Statement of Changes in Equity for the period then ended; and
· the explanatory notes to the interim financial statements.
The interim financial statements included in the 2Q and 1H 2025 Financial Results of TBC Bank Group Plc have been prepared in accordance with UK adopted International Accounting Standard 34, 'Interim Financial Reporting' and the Disclosure Guidance and Transparency Rules sourcebook of the United Kingdom's Financial Conduct Authority.
Basis for conclusion
We conducted our review in accordance with International Standard on Review Engagements (UK) 2410, 'Review of Interim Financial Information Performed by the Independent Auditor of the Entity' issued by the Financial Reporting Council for use in the United Kingdom ("ISRE (UK) 2410"). A review of interim financial information consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures.
A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (UK) and, consequently, does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
We have read the other information contained in the 2Q and 1H 2025 Financial Results and considered whether it contains any apparent misstatements or material inconsistencies with the information in the interim financial statements.
Conclusions relating to going concern
Based on our review procedures, which are less extensive than those performed in an audit as described in the Basis for conclusion section of this report, nothing has come to our attention to suggest that the directors have inappropriately adopted the going concern basis of accounting or that the directors have identified material uncertainties relating to going concern that are not appropriately disclosed. This conclusion is based on the review procedures performed in accordance with ISRE (UK) 2410. However, future events or conditions may cause the group to cease to continue as a going concern.
Responsibilities for the interim financial statements and the review
Our responsibilities and those of the directors
The 2Q and 1H 2025 Financial Results, including the interim financial statements, is the responsibility of, and has been approved by the directors. The directors are responsible for preparing the 2Q and 1H 2025 Financial Results in accordance with the Disclosure Guidance and Transparency Rules sourcebook of the United Kingdom's Financial Conduct Authority. In preparing the 2Q and 1H 2025 Financial Results, including the interim financial statements, the directors are responsible for assessing the group's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the group or to cease operations, or have no realistic alternative but to do so.
Our responsibility is to express a conclusion on the interim financial statements in the 2Q and 1H 2025 Financial Results based on our review. Our conclusion, including our Conclusions relating to going concern, is based on procedures that are less extensive than audit procedures, as described in the Basis for conclusion paragraph of this report. This report, including the conclusion, has been prepared for and only for the company for the purpose of complying with the Disclosure Guidance and Transparency Rules sourcebook of the United Kingdom's Financial Conduct Authority and for no other purpose. We do not, in giving this conclusion, accept or assume responsibility for any other purpose or to any other person to whom this report is shown or into whose hands it may come save where expressly agreed by our prior consent in writing.
PricewaterhouseCoopers LLP
Chartered Accountants
London
7 August 2025
In thousands of GEL |
Note |
30 June 2025 |
31 December 2024 |
ASSETS |
|
|
|
Cash and cash equivalents |
4 |
3,548,840 |
3,047,401 |
Due from other banks |
5 |
111,130 |
45,498 |
Mandatory cash balances with NBG and CBU |
6 |
2,408,487 |
2,576,731 |
Loans and advances to customers |
7 |
27,198,728 |
25,683,798 |
Investment securities |
|
5,260,446 |
5,538,476 |
Repurchase receivables |
|
- |
140,058 |
Finance lease receivables |
|
710,040 |
612,320 |
Investment properties |
|
11,569 |
9,752 |
Current income tax prepayment |
|
11,546 |
60,422 |
Deferred income tax asset |
|
4,254 |
3,150 |
Other financial assets |
|
436,784 |
436,574 |
Other assets |
|
752,095 |
604,911 |
Premises and equipment |
8 |
657,580 |
621,662 |
Right of use assets |
|
128,618 |
130,682 |
Intangible assets |
8 |
662,919 |
589,067 |
Goodwill |
|
59,964 |
59,964 |
TOTAL ASSETS |
|
41,963,000 |
40,160,466 |
LIABILITIES |
|
|
|
Due to credit institutions |
9 |
7,181,100 |
7,630,850 |
Customer accounts |
10 |
23,921,726 |
22,863,833 |
Other financial liabilities |
|
1,138,603 |
476,143 |
Current income tax liability |
|
23,416 |
1,227 |
Deferred income tax liability |
|
51,774 |
50,220 |
Debt securities in issue |
11 |
829,613 |
448,064 |
Other liabilities |
|
102,300 |
159,136 |
Lease liabilities |
|
110,032 |
107,963 |
Subordinated debt |
12 |
1,151,490 |
1,148,374 |
Additional Tier 1 capital subordinated notes |
13 |
1,031,408 |
1,062,119 |
Redemption liability |
14 |
545,400 |
473,528 |
TOTAL LIABILITIES |
|
36,086,862 |
34,421,457 |
EQUITY |
|
|
|
Share capital |
14 |
1,719 |
1,722 |
Share premium |
14 |
411,088 |
411,088 |
Shares held by trust |
|
(49,862) |
(66,982) |
Merger reserve |
|
402,862 |
402,862 |
Share based payment reserve |
15 |
(6,439) |
(1,886) |
Other reserves |
|
(619,230) |
(478,042) |
Retained earnings |
14 |
5,590,920 |
5,286,738 |
Equity attributable to the owners of TBCG |
|
5,731,058 |
5,555,500 |
Non-controlling interest |
|
145,080 |
183,509 |
TOTAL EQUITY |
|
5,876,138 |
5,739,009 |
TOTAL LIABILITIES AND EQUITY |
|
41,963,000 |
40,160,466 |
The condensed consolidated interim financial statements on pages 55 to 99 were approved for issue by the Board of Directors on 7 A ugust 2025 and signed on its behalf by:
______________________________
Vakhtang Butskhrikidze
Chief Executive Officer
|
|
Six months ended |
|
In thousands of GEL |
Note |
30 June 2025 |
30 June 2024* |
Interest income |
18 |
2,216,674 |
1,718,903 |
Interest income calculated using effective interest rate method |
18 |
2,115,575 |
1,665,109 |
Other interest income |
18 |
101,099 |
53,794 |
Interest expense |
18 |
(1,105,264) |
(856,705) |
Net interest on currency swaps |
18 |
3,602 |
38,757 |
Net interest income |
|
1,115,012 |
900,955 |
Fee and commission income |
19 |
490,517 |
380,362 |
Fee and commission expense |
19 |
(186,886) |
(152,661) |
Net fee and commission income |
|
303,631 |
227,701 |
Insurance contract revenue |
|
97,185 |
75,802 |
Reinsurance service result |
|
(3,341) |
(2,908) |
Insurance service claims and expenses incurred |
|
(71,070) |
(55,991) |
Insurance profit |
|
22,774 |
16,903 |
Net gains from derivatives, foreign currency operations and translation |
20 |
155,932 |
147,116 |
Other operating income* |
|
11,051 |
3,631 |
Share of profit of associates |
|
439 |
105 |
Other operating non-interest income |
|
167,422 |
150,852 |
Credit loss allowance for loans to customers |
7 |
(211,722) |
(71,565) |
Credit loss allowance for finance lease receivables |
|
(13,875) |
(4,131) |
Credit loss allowance for other financial assets and other assets* |
|
(8,009) |
(971) |
Net impairment of non-financial assets |
|
(3,470) |
(29) |
Operating income after expected credit and non-financial asset impairment losses |
|
1,371,763 |
1,219,715 |
Staff costs |
|
(307,891) |
(262,216) |
Depreciation and amortisation |
8 |
(79,574) |
(69,722) |
Administrative and other operating expenses* |
|
(214,233) |
(154,310) |
Operating expenses |
|
(601,698) |
(486,248) |
Profit before tax |
|
770,065 |
733,467 |
Income tax expense |
21 |
(105,284) |
(107,698) |
Profit for the period |
|
664,781 |
625,769 |
Other comprehensive income/ (expense) for the period |
|
|
|
Items that may be reclassified subsequently to profit or loss, net of tax: |
|
|
|
Net gains reclassified to profit or loss upon disposal of investment securities |
|
(6,004) |
(284) |
Movement in fair value reserve for investment securities measured at fair value through other comprehensive income |
|
(55,949) |
(36,888) |
Exchange differences on translation to presentation currency |
|
(7,193) |
2,893 |
Net other movements |
|
1,061 |
115 |
Other comprehensive expense for the period, net of tax |
|
(68,085) |
(34,164) |
Total comprehensive income for the period |
|
596,696 |
591,605 |
Profit is attributable to: |
|
|
|
- Shareholders of TBCG |
|
657,414 |
617,400 |
- Non-controlling interest |
|
7,367 |
8,369 |
Profit for the period |
|
664,781 |
625,769 |
Total comprehensive income is attributable to: |
|
|
|
- Shareholders of TBCG |
|
591,869 |
583,236 |
- Non-controlling interest |
|
4,827 |
8,369 |
Total comprehensive income for the period |
|
596,696 |
591,605 |
Earnings per share for profit attributable to the owners of the Group: |
|
|
|
- Basic earnings per share (in GEL) |
16 |
11.85 |
11.33 |
- Diluted earnings per share (in GEL) |
16 |
11.74 |
11.28 |
*To improve the quality and understandability of the consolidated statement of profit or loss and other comprehensive income, the Group has revisited presentation of these line items. Further details are disclosed in the annual consolidated financial statements of the Group for the period ended 31 December 2024.
In thousands of GEL |
Note |
Share capital |
Share premium |
Treasury shares |
Shares held by trust |
Merger reserve |
Share based payments reserve |
Other reserves |
Retained earnings |
Total equity excluding non-controlling interest |
Non-controlling interest |
Total equity |
Balance as of 1 January 2024 |
|
1,690 |
295,605 |
- |
(75,609) |
402,862 |
23,677 |
(397,992) |
4,433,496 |
4,683,729 |
136,453 |
4,820,182 |
Profit for the six months period ended 30 June 2024 |
|
- |
- |
- |
- |
- |
- |
- |
617,400 |
617,400 |
8,369 |
625,769 |
Other comprehensive expense for the six months ended 30 June 2024: |
|
- |
- |
- |
- |
- |
- |
(34,164) |
- |
(34,164) |
- |
(34,164) |
Total comprehensive income/(expense) for the six months ended 30 June 2024 |
|
- |
- |
- |
- |
- |
- |
(34,164) |
617,400 |
583,236 |
8,369 |
591,605 |
Share based payment expense |
15 |
- |
- |
- |
- |
- |
9,150 |
- |
- |
9,150 |
- |
9,150 |
Dividends declared |
14 |
- |
- |
- |
- |
- |
- |
- |
(254,885) |
(254,885) |
- |
(254,885) |
Delivery of SBP shares to employees |
|
- |
- |
- |
34,999 |
- |
(50,719) |
- |
- |
(15,720) |
- |
(15,720) |
Shares cancelled |
|
(1) |
(2,871) |
2,872 |
- |
- |
- |
- |
- |
- |
- |
- |
Share buy-back |
|
- |
- |
(2,872) |
(26,372) |
- |
- |
- |
- |
(29,244) |
- |
(29,244) |
Capital injection from NCI shareholders |
|
- |
- |
- |
- |
- |
- |
- |
- |
- |
13,080 |
13,080 |
Remeasurement of redemption liability |
14 |
- |
- |
- |
- |
- |
- |
(54,448) |
- |
(54,448) |
- |
(54,448) |
Other movements |
|
- |
- |
- |
- |
- |
- |
- |
40 |
40 |
- |
40 |
Balance as of 30 June 2024 |
|
1,689 |
292,734 |
- |
(66,982) |
402,862 |
(17,892) |
(486,604) |
4,796,051 |
4,921,858 |
157,902 |
5,079,760 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance as of 1 January 2025 |
|
1,722 |
411,088 |
- |
(66,982) |
402,862 |
(1,886) |
(478,042) |
5,286,738 |
5,555,500 |
183,509 |
5,739,009 |
Profit for the six months period ended 30 June 2025 |
|
- |
- |
- |
- |
- |
- |
- |
657,414 |
657,414 |
7,367 |
664,781 |
Other comprehensive income for the six months period ended 30 June 2025 |
|
- |
- |
- |
- |
- |
- |
(65,545) |
- |
(65,545) |
(2,540) |
(68,085) |
Total comprehensive income/(expense) for the six months ended 30 June 2025 |
|
- |
- |
- |
- |
- |
- |
(65,545) |
657,414 |
591,869 |
4,827 |
596,696 |
Share based payment expense |
15 |
- |
- |
- |
- |
- |
22,155 |
- |
- |
22,155 |
- |
22,155 |
Delivery of SBP shares to employees |
14 |
- |
- |
- |
17,120 |
- |
(26,708) |
- |
- |
(9,588) |
- |
(9,588) |
Shares cancelled |
|
(3) |
- |
8,351 |
- |
- |
- |
3 |
(8,351) |
- |
- |
- |
Share buy-back |
|
- |
- |
(8,351) |
- |
- |
- |
- |
- |
(8,351) |
- |
(8,351) |
Dividends declared |
|
- |
- |
- |
- |
- |
- |
- |
(391,719) |
(391,719) |
- |
(391,719) |
Capital injection from NCI shareholders |
|
- |
- |
- |
- |
- |
- |
- |
- |
- |
8 |
8 |
Remeasurement of redemption liability |
14 |
- |
- |
- |
- |
- |
- |
(7,768) |
- |
(7,768) |
- |
(7,768) |
Reorganization effect |
|
- |
- |
- |
- |
- |
- |
(67,878) |
46,831 |
(21,047) |
(43,264) |
(64,311) |
Other movements |
|
- |
- |
- |
- |
- |
- |
- |
7 |
7 |
- |
7 |
Balance as of 30 June 2025 |
|
1,719 |
411,088 |
- |
(49,862) |
402,862 |
(6,439) |
(619,230) |
5,590,920 |
5,731,058 |
145,080 |
5,876,138 |
|
|
Six months ended |
|
In thousands of GEL |
Note |
30 June 2025 |
30 June 2024* |
Cash flows from operating activities |
|
|
|
Interest received |
|
2,151,606 |
1,613,229 |
Interest received on currency swaps |
18 |
3,602 |
38,757 |
Interest paid |
|
(1,108,658) |
(828,471) |
Fees and commissions received |
|
505,256 |
388,633 |
Fees and commissions paid |
|
(168,266) |
(181,307) |
Insurance premiums received |
|
89,427 |
85,391 |
Insurance claims paid |
|
(51,989) |
(45,309) |
Cash received from trading in foreign currencies |
|
169,802 |
89,130 |
Other operating income received |
|
6,695 |
4,419 |
Staff costs paid |
|
(368,108) |
(290,974) |
Administrative and other operating expenses paid |
|
(231,009) |
(183,598) |
Income tax paid |
|
(32,542) |
(164,019) |
Cash flows from operating activities before changes in operating assets and liabilities |
|
965,816 |
525,881 |
Net change in operating assets |
|
|
|
Due from other banks and mandatory cash balances with NBG and CBU |
|
86,586 |
153,560 |
Loans and advances to customers |
|
(1,643,465) |
(1,700,303) |
Finance lease receivables |
|
(104,420) |
(46,705) |
Other financial assets |
|
(136,552) |
(567) |
Other assets |
|
(56,566) |
(9,464) |
Net change in operating liabilities |
|
|
|
Due to other banks |
|
(200,372) |
182,975 |
Customer accounts |
|
1,249,067 |
668,609 |
Other financial liabilities |
|
19,527 |
38,100 |
Other liabilities and provision for liabilities and charges |
|
(12,625) |
12,397 |
Net cash flows from / (used in) operating activities |
|
166,996 |
(175,517) |
Cash flows used in investing activities |
|
|
|
Acquisition of investment securities* |
|
(2,504,058) |
(2,232,997) |
Proceeds from disposal of investment securities* |
|
1,287,120 |
1,515,077 |
Proceeds from redemption at maturity of investment securities* |
|
1,581,450 |
78,408 |
Acquisition of premises, equipment and intangible assets |
8 |
(119,909) |
(146,441) |
Proceeds from disposal of premises, equipment and intangible assets |
8 |
2,336 |
890 |
Proceeds from disposal of investment properties |
|
4,333 |
6,993 |
Dividend received |
|
754 |
802 |
Net cash flows from / (used in) investing activities |
|
252,026 |
(777,268) |
Cash flows from financing activities |
|
|
|
Proceeds from other borrowed funds |
|
3,396,515 |
494,733 |
Redemption of other borrowed funds |
|
(3,669,020) |
(250,093) |
Repayment of principal of lease liabilities |
|
(12,222) |
(14,683) |
Proceeds from subordinated debt |
|
- |
231,038 |
Cash paid for share buy-back |
|
(8,984) |
(28,203) |
Capital injection from NCI shareholders |
|
8 |
13,080 |
Proceeds from debt securities in issue and AT1* |
|
382,478 |
1,053,596 |
Redemption of debt securities in issue and AT1* |
|
- |
(737,285) |
Net cash from financing activities |
|
88,775 |
762,183 |
Effect of exchange rate changes on cash and cash equivalents |
|
(6,358) |
114,881 |
Net increase / (decrease) in cash and cash equivalents |
|
501,439 |
(75,721) |
Cash and cash equivalents at the beginning of the period |
4 |
3,047,401 |
3,764,087 |
Cash and cash equivalents at the end of the period |
4 |
3,548,840 |
3,688,366 |
*To improve the quality and understandability of the consolidated statement of cash flow, the Group has revisited presentation of these line items. Further details are disclosed in the annual consolidated financial statements of the Group for the period ended 31 December 2024.
Principal activities . TBC Bank Group PLC (hereafter the "Company") is a public limited by shares company, incorporated in the United Kingdom. TBC Bank Group PLC held 99.88% of the share capital of JSC TBC Bank (hereafter the "Bank") as at 30 June 2025 (31 December 2024: 99.88%), thus representing the Bank's ultimate parent company. The Bank is the parent of a group of companies incorporated mainly in Georgia and Uzbekistan, their primary business activities include providing banking, leasing, insurance, brokerage and card processing services to corporate and individual customers. TBC Bank Group PLC and its subsidiaries is referred as "TBCG" or the "Group". The Group's list of subsidiaries is provided below.
The shares of TBC Bank Group PLC were admitted to the Equity Shares (Commercial Companies) ("ESCC") category of the Official List of the UK Listing Authority and admitted to trading on the London Stock Exchange PLC's Main Market for listed securities effective on 10 August 2016 (the "Admission"). The Group's registered legal address is 100 Bishopsgate, C/O Law Debenture, London, England, EC2N 4AG. Registered number of TBC Bank Group PLC is 10029943. The Bank is the Group's main operating unit and it accounts for most of the Group's activities.
JSC TBC Bank was incorporated on 17 December 1992 and is domiciled in Georgia. The Bank is a joint stock company limited by shares and was set up in accordance with Georgian regulations. The Bank's registered address and place of business is 7 Marjanishvili Street, 0102 Tbilisi, Georgia.
The Bank's principal business activity is universal banking operations that include corporate, small and medium enterprises, retail and micro-operations within Georgia. The Bank has been operating since 20 January 1993 under a general banking license issued by the National Bank of Georgia ("NBG"). In 2020, TBC Bank Group PLC established JSCB TBC Bank, which is operating through the digital banking platform of Groups subsidiary Space JSC.
The Bank had 122 branches within Georgia as at 30 June 2025 (As at 30 June 2024: 126 branches).
JSCB TBC Bank (hereafter the "UZ Bank") was incorporated and is domiciled in the Republic of Uzbekistan. It is a joint stock commercial bank limited by shares and was set up in accordance with regulations of the Republic of Uzbekistan.
The UZ Bank's principal business activity is retail and microfinance operations within the Republic of Uzbekistan, primarily serving individuals. The UZ Bank operates under a general banking license issued by the Central Bank of Uzbekistan ("CBU") on 11 April 2020, which was renewed by the UZ Bank on 17 March 2022.
As at 30 June 2025 and 31 December 2024 the following shareholders directly owned more than 3% of the total outstanding shares of the Group. Other shareholders individually owned less than 3% of the outstanding shares. As at 30 June 2025 and 31 December 2024 the Group had no ultimate controlling party.
|
% Of ownership interest held as of |
|
Shareholders |
30 June 2025 |
31 December 2024 |
BlackRock |
6.41% |
4.60% |
Dunross & Co. |
5.99% |
6.84% |
Vanguard Group |
5.14% |
4.24% |
Fidelity International |
5.03% |
2.47% |
JPMorgan Asset Management |
3.75% |
3.75% |
Mamuka Khazaradze and Badri Japaridze |
15.23% |
15.40% |
Other* |
58.45% |
62.70% |
Total |
100.00% |
100.00% |
* Other includes individual as well as corporate shareholders.
1. INTRODUCTION (CONTINUED)
Subsidiaries and associates. The condensed consolidated interim financial statements include the following principal subsidiaries:
Subsidiary name |
Proportion of voting rights and ordinary share capital |
Principal place of business or |
Year of incorporation |
Functional Currency |
Principal activities |
|
|
|
|
|
|||||||
30 June 2025 |
31 December 2024 |
|
|
|||||
TBC Bank JSC |
99.88% |
99.88% |
Tbilisi, Georgia |
1992 |
GEL |
Banking |
|
|
United Financial Corporation JSC |
99.53% |
99.53% |
Tbilisi, Georgia |
2001 |
GEL |
Card processing |
|
|
TBC Capital LLC |
100.00% |
100.00% |
Tbilisi, Georgia |
1999 |
GEL |
Brokerage |
|
|
TBC Leasing JSC |
100.00% |
100.00% |
Tbilisi, Georgia |
2003 |
GEL |
Leasing |
|
|
TBC Kredit LLC |
100.00% |
100.00% |
Baku, Azerbaijan |
1999 |
AZN |
Non-banking credit institution |
|
|
TBC Pay LLC |
100.00% |
100.00% |
Tbilisi, Georgia |
2008 |
GEL |
Payment processing |
|
|
TBC Invest-Georgia LLC |
100.00% |
100.00% |
Ramat Gan, Israel |
2011 |
ILS |
Financial services |
|
|
TBC Asset Management LLC |
100.00% |
100.00% |
Tbilisi, Georgia |
2021 |
GEL |
Asset management |
|
|
TBC Insurance JSC |
100.00% |
100.00% |
Tbilisi, Georgia |
2014 |
GEL |
Insurance |
|
|
Redmed LLC |
100.00% |
100.00% |
Tbilisi, Georgia |
2019 |
GEL |
Healthcare e-commerce |
|
|
TNET LLC |
100.00% |
100.00% |
Tbilisi, Georgia |
2019 |
GEL |
Ecosystem |
|
|
Index LLC |
100.00% |
100.00% |
Tbilisi, Georgia |
2009 |
GEL |
Public register Business and real estate services |
|
|
Art Area.ge LLC |
100.00% |
100.00% |
Tbilisi, Georgia |
2012 |
GEL |
PR and marketing |
|
|
Saba LLC |
85.00% |
85.00% |
Tbilisi, Georgia |
2012 |
GEL |
Education |
|
|
TBC Art Gallery LLC1 |
100.00% |
100.00% |
Tbilisi, Georgia |
2012 |
GEL |
PR and marketing |
|
|
Marjanishvili 7 LLC |
100.00% |
100.00% |
Tbilisi, Georgia |
2020 |
GEL |
Customer experience servicing |
|
|
TBC Digital JSC |
79.69% |
100.00% |
Tashkent, Uzbekistan |
2019 |
UZS |
Investment |
|
|
JSCB TBC Bank |
100.00% |
100.00%* |
Tashkent, Uzbekistan |
2020 |
UZS |
Banking |
|
|
TBC Fin Service LLC |
100.00% |
100.00% |
Tashkent, Uzbekistan |
2019 |
UZS |
Leasing |
|
|
MFO TBC Credit LLC2 |
100.00% |
100.00% |
Tashkent, Uzbekistan |
2024 |
UZS |
Microlending |
|
|
TBC Sug'Urta JSC |
100.00% |
100.00% |
Tashkent, Uzbekistan |
2024 |
UZS |
Insurance |
|
|
Payme JSC |
100.00% |
100.00%* |
Tashkent, Uzbekistan |
2011 |
UZS |
Payment processing |
|
|
TBC Group Support LLC |
100.00% |
100.00% |
Tbilisi, Georgia |
2020 |
GEL |
Group risk and knowledge centre |
|
|
Space JSC |
100.00% |
100.00% |
Tbilisi, Georgia |
2021 |
GEL |
Software services |
|
|
Space International JSC |
100.00% |
100.00% |
Tbilisi, Georgia |
2021 |
GEL |
Digital banking platform |
|
|
TBC International Holdings Limited |
100.00% |
100.00% |
London, United Kingdom |
2023 |
GEL |
Financial services |
|
|
Tpay LLC |
100.00% |
100.00% |
Tbilisi, Georgia |
2023 |
GEL |
Payment processing |
|
|
Fondy Payments Limited |
100.00% |
100.00% |
Drogheda, Ireland |
2019 |
EUR |
Payment processing |
|
|
* The Group reorganised the structure of Uzbekistan operations. For more details refer to note 14.
The Group has investments in the following associates:
Associate name |
Proportion of voting rights and ordinary share capital |
Principal place of business or |
Year of incorporation |
Principal activities |
|
|
|
|
|
||||||
30 June 2025 |
31 December 2024 |
|
|
||||
Credit Information Bureau Creditinfo Georgia JSC |
21.08% |
21.08% |
Tbilisi, Georgia |
2005 |
Financial intermediation |
|
|
Tbilisi Stock Exchange JSC |
28.79% |
28.87% |
Tbilisi, Georgia |
2015 |
Stock Exchange |
|
|
Georgian Central Securities Depository JSC |
22.87% |
22.87% |
Tbilisi, Georgia |
1999 |
Securities Depository |
|
|
Georgian Stock Exchange JSC³ |
17.33% |
17.33% |
Tbilisi, Georgia |
1999 |
Stock Exchange |
|
|
Kavkasreestri JSC³ |
10.03% |
10.03% |
Tbilisi, Georgia |
1998 |
Securities Depository |
|
|
The country of incorporation is also the principal area of operation of each of the above subsidiaries and associates.
1 Dormant.
2 In 2025 MFO Barakala microfinance changed its name to MFO TBC Credit LLC.
3 The Group has a significant influence on Georgian Stock Exchange JSC and Kavkasreestri JSC with representatives in management board.
1. INTRODUCTION (CONTINUED)
The Group's corporate structure consists of a number of related undertakings, comprising subsidiaries and associates, which are not consolidated or equity accounted due to immateriality. A full list of these undertakings, the country of incorporation and the ownership of each share class is set out below.
Company name |
Proportion of voting rights and ordinary share capital |
Principal place of business or |
Year of incorporation |
Principal activities |
|
|
|
|
|
||||||
30 June 2025 |
31 December 2024 |
|
|
||||
TBC Invest International LLC* |
100.00% |
100.00% |
Tbilisi, Georgia |
2016 |
Investment Vehicle |
|
|
University Development Fund* |
33.33% |
33.33% |
Tbilisi, Georgia |
2007 |
Education |
|
|
Natural Products of Georgia LLC* |
25.00% |
25.00% |
Tbilisi, Georgia |
2001 |
Trade, Service |
|
|
TBC Trade LLC* |
100.00% |
100.00% |
Tbilisi, Georgia |
2008 |
Trade, Service |
|
|
Diversified Credit Portfolio JSC |
100.00% |
100.00% |
Tbilisi, Georgia |
2021 |
Investment Fund |
|
|
Globally Diversified bond fund JSC |
100.00% |
100.00% |
Tbilisi, Georgia |
2023 |
Investment Fund |
|
|
Freeshop.ge LLC* |
100.00% |
100.00% |
Tbilisi, Georgia |
2010 |
Retail Trade |
|
|
The.ge LLC* |
100.00% |
100.00% |
Tbilisi, Georgia |
2012 |
Retail Trade |
|
|
Mypost LLC* |
100.00% |
100.00% |
Tbilisi, Georgia |
2019 |
Postal Service |
|
|
Billing Solutions LLC* |
51.00% |
51.00% |
Tbilisi, Georgia |
2019 |
Software Services |
|
|
Vendoo LLC (Geo)* |
100.00% |
100.00% |
Tbilisi, Georgia |
2018 |
Retail Leasing |
|
|
F Solutions LLC* |
100.00% |
100.00% |
Tbilisi, Georgia |
2016 |
Software Services |
|
|
Diversified Credit Portfolio JSC 2 |
100.00% |
100.00% |
Tbilisi, Georgia |
2024 |
Investment Fund |
|
|
Diversified Credit Portfolio JSC 3 |
100.00% |
100.00% |
Tbilisi, Georgia |
2024 |
Investment Fund |
|
|
DWH CO |
100.00% |
100.00% |
Tbilisi, Georgia |
2024 |
Data Analytics |
|
|
Space Int LLC (Uz) |
100.00% |
100.00% |
Tashkent, Uzbekistan |
2024 |
Computer Programming |
|
|
* Dormant
Climate Impact
The Group has reviewed its exposure to climate-related risks, but has not identified any risks that could significantly impact the financial performance or position of the Group as at 30 June 2025. See more details outlined in risk management disclosures in note 22.
Basis of preparation . These condensed consolidated interim financial statements for six months ended 30 June 2025 for the Group has been prepared in accordance with the Disclosure Guidance and Transparency Rules sourcebook of the Financial Conduct Authority (FCA), and in accordance with UK-adopted International Accounting Standard (IAS) 34 'Interim Financial Reporting'. These condensed consolidated interim financial statements do not include all the notes, normally included in annual consolidated financial statements. Accordingly, this report is to be read in conjunction with the annual consolidated financial statements for the year ended 31 December 2024 , which were prepared in accordance with UK-adopted International Accounting Standards and with the requirements of the Companies Act 2006 and, for the group, in accordance with, international financial reporting standards adopted pursuant to Regulation (EC) No 1606/2002 as it applies in the European Union.
Going concern . The Board has fully reviewed the available information pertaining to the principal existing and emerging risks, strategy, financial health, profitability of operations, liquidity and solvency of the Group, and determined that the Group's business remains a going concern. The Directors have not identified any material uncertainties that could threaten the going concern assumption and have a reasonable expectation that the Group has adequate resources to remain operational and solvent for the foreseeable future (which is, for this purpose, a period of 12 months from the date of approval of these financial statements).
Accordingly, the accompanying financial statements are prepared in line with the going concern basis of accounting .
Presentation currency . These condensed consolidated interim financial statements are presented in thousands of Georgian Lari ("GEL thousands"), except per-share amounts and unless otherwise indicated.
Accounting policies and relevant changes within. The same accounting policies and methods of computation were followed in the preparation of this condensed consolidated interim financial statements as compared with the annual consolidated financial statements of the Group for the period ended 31 December 2024.
Interim period tax measurement. Interim period income tax expense is accrued using the effective tax rate that would be applicable to expected total annual earnings, that is, the estimated weighted average annual effective income tax rate applied to the pre-tax income of the interim period.
2. MATERIAL ACCOUNTING POLICY INFORMATION (CONTINUED)
Adoption of new or revised standards and interpretations. The Group adopts every required standard enhancement that becomes effective during the period. During six months period ended 30 June 2025, there was no effect on the Group or the effect was immaterial to the Group to disclose from adopting the new pronouncements effective from 1 January 2025:
Amendments to IAS 21 Lack of Exchangeability (Issued on 15 August 2023 and effective for annual periods beginning on or after 1 January 2025). In August 2023, the IASB issued amendments to IAS 21 to help entities assess exchangeability between two currencies and determine the spot exchange rate, when exchangeability is lacking. An entity is impacted by the amendments when it has a transaction or an operation in a foreign currency that is not exchangeable into another currency at a measurement date for a specified purpose. The amendments to IAS 21 do not provide detailed requirements on how to estimate the spot exchange rate. Instead, they set out a framework under which an entity can determine the spot exchange rate at the measurement date. When applying the new requirements, it is not permitted to restate comparative information. It is required to translate the affected amounts at estimated spot exchange rates at the date of initial application, with an adjustment to retained earnings or to the reserve for cumulative translation differences. The amendments do not have, or have immaterial effects on the Group's financial statements.
Amendments to the Classification and Measurement of Financial Instruments - Amendments to IFRS 9 and IFRS 7 (issued on 30 May 2024 and effective for annual periods beginning on or after 1 January 2026).
On 30 May 2024, the IASB issued amendments to IFRS 9 and IFRS 7 to:
(a) clarify the date of recognition and derecognition of some financial assets and liabilities, with a new exception for some financial liabilities settled through an electronic cash transfer system;
(b) clarify and add further guidance for assessing whether a financial asset meets the solely payments of principal and interest (SPPI) criterion;
(c) add new disclosures for certain instruments with contractual terms that can change cash flows (such as some instruments with features linked to the achievement of environment, social and governance (ESG) targets); and
(d) update the disclosures for equity instruments designated at fair value through other comprehensive income (FVTOCI).
The Group is currently assessing the impact of the amendments on its financial statements.
Annual Improvements to IFRS Accounting Standards (Issued in July 2024 and effective from 1 January 2026). IFRS 1 was clarified that a hedge should be discontinued upon transition to IFRS Accounting Standards if it does not meet the 'qualifying criteria', rather than 'conditions' for hedge accounting, in order to resolve a potential confusion arising from an inconsistency between the wording in IFRS 1 and the requirements for hedge accounting in IFRS 9. IFRS 7 requires disclosures about a gain or loss on derecognition relating to financial assets in which the entity has a continuing involvement, including whether fair value measurements included 'significant unobservable inputs. This new phrase replaced reference to 'significant inputs that were not based on observable market data'. The amendment makes the wording consistent with IFRS 13. In addition, certain IFRS 7 implementation guidance examples were clarified and text added that the examples do not necessarily illustrate all the requirements in the referenced paragraphs of IFRS 7. IFRS 16 was amended to clarify that when a lessee has determined that a lease liability has been extinguished in accordance with IFRS 9, the lessee is required to apply IFRS 9 guidance to recognise any resulting gain or loss in profit or loss. This clarification applies to lease liabilities that are extinguished on or after the beginning of the annual reporting period in which the entity first applies that amendment. In order to resolve an inconsistency between IFRS 9 and IFRS 15, trade receivables are now required to be initially
recognised at 'the amount determined by applying IFRS 15' instead of at 'their transaction price (as defined in IFRS 15)'. IFRS 10 was amended to use less conclusive language when an entity is a 'de-facto agent' and to clarify that the relationship described in paragraph B74 of IFRS 10 is just one example of a circumstance in which judgement is required to determine whether a party is acting as a de-facto agent. IAS 7 was corrected to delete references to 'cost method' that was removed from IFRS Accounting Standards in May 2008 when the IASB issued amendment 'Cost of an Investment in a Subsidiary, Jointly Controlled Entity or Associate'. The Group is currently assessing the impact of the amendments on its financial statements.
IFRS 18 Presentation and Disclosure in Financial Statements (Issued on 9 April 2024 and effective for annual periods beginning on or after 1 January 2027). In April 2024, the IASB has issued IFRS 18, the new standard on presentation and disclosure in financial statements, with a focus on updates to the statement of profit or loss. The key new concepts introduced in IFRS 18 relate to:
- the structure of the statement of profit or loss;
- required disclosures in the financial statements for certain profit or loss performance measures that are reported outside an entity's financial statements (that is, management-defined performance measures); and
- enhanced principles on aggregation and disaggregation which apply to the primary financial statements and notes in general.
IFRS 18 will replace IAS 1; many of the other existing principles in IAS 1 are retained, with limited changes. IFRS 18 will not impact the recognition or measurement of items in the financial statements, but it might change what an entity reports as its 'operating profit or loss'. IFRS 18 will apply for reporting periods beginning on or after 1 January 2027 and also applies to comparative information. The Group is currently assessing the impact of the amendments on its financial statements.
The Group expects the amendments will have an insignificant effect, when adopted, or is in the process of assessment of the scale of any potential impact on the consolidated financial statements of TBC Bank Group PLC.
2. MATERIAL ACCOUNTING POLICY INFORMATION (CONTINUED)
IFRS 19 Subsidiaries without Public Accountability: Disclosures (Issued on 9 May 2024 and effective for annual periods beginning on or after 1 January 2027). The International Accounting Standard Board (IASB) has issued a new IFRS Accounting Standard for subsidiaries. IFRS 19 permits eligible subsidiaries to use IFRS Accounting Standards with reduced disclosures.
Applying IFRS 19 will reduce the costs of preparing subsidiaries' financial statements while maintaining the usefulness of the information for users of their financial statements. Subsidiaries using IFRS Accounting Standards for their own financial statements provide disclosures that may be disproportionate to the information needs of their users. IFRS 19 will resolve these challenges by:
- enabling subsidiaries to keep only one set of accounting records - to meet the needs of both their parent company and the users of their financial statements;
- reducing disclosure requirements - IFRS 19 permits reduced disclosure better suited to the needs of the users of their financial statements.
IFRS 19 will not have impact as the Group is not eligible to apply it.
Contracts Referencing Nature-dependent Electricity Amendments to IFRS 9 and IFRS 7 (Issued on 18 December 2024 and effective from 1 January 2026). The IASB has issued amendments to help companies better report the financial effects of nature-dependent electricity contracts, which are often structured as power purchase agreements (PPAs). Current accounting requirements may not adequately capture how these contracts affect a company's performance. To allow companies to better reflect these contracts in the financial statements, the IASB has made targeted amendments to IFRS 9, Financial Instruments, and IFRS 7, Financial Instruments: Disclosures. The amendments include: (a) c larifying the application of the 'own-use' requirements; (b) relaxing certain hedge accounting requirements if these contracts are used as hedging instruments; and (c) a dding new disclosure requirements to enable investors to understand the effect of these contracts on financial performance and cash flows. The Group is currently assessing the impact of the amendments on its financial statements.
Amendments to IAS 7 and IFRS 7 to require disclosure about entity's supplier finance arrangements (SFAs). These amendments require the disclosures of the entity's supplier finance arrangements that would enable the users of financial statements to assess the effects of those arrangements on the entity's liabilities and cash flows and on the entity's exposure to liquidity risk. The purpose of the additional disclosure requirements is to enhance the transparency of the supplier finance arrangements. The amendments do not affect recognition or measurement principles but only disclosure requirements. The amendment has no material impact on interim accounts and the group is assessing the impact of amendment on its annual financial statements.
IFRS 14, Regulatory Deferral Accounts (issued on 30 January 2014 and effective for annual periods beginning on or after 1 January 2016). IFRS 14 permits first-time adopters to continue to recognise amounts related to rate regulation in accordance with their previous GAAP requirements when they adopt IFRS. However, to enhance comparability with entities that already apply IFRS and do not recognise such amounts, the standard requires that the effect of rate regulation must be presented separately from other items. An entity that already presents IFRS financial statements is not eligible to apply the standard.
Sale or Contribution of Assets between an Investor and its Associate or Joint Venture - Amendments to IFRS 10 and IAS 28 (issued on 11 September 2014 and effective for annual periods beginning on or after a date to be determined by the IASB). These amendments address an inconsistency between the requirements in IFRS 10 and those in IAS 28 in dealing with the sale or contribution of assets between an investor and its associate or joint venture. The main consequence of the amendments is that a full gain or loss is recognised when a transaction involves a business. A partial gain or loss is recognised when a transaction involves assets that do not constitute a business, even if these assets are held by a subsidiary. In 2015, the IASB decided to postpone the effective date of these amendments indefinitely. The Group is currently assessing the impact of the amendments on its financial statements.
3. SOURCES OF ESTIMATION UNCERTAINTY AND JUDGEMENTS IN APPLYING ACCOUNTING POLICIES
Critical Judgements and Estimates
The Group makes estimates and assumptions that affect the reported amounts of assets and liabilities. Estimates and judgements are continually evaluated and are based on the management's experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. The management also makes certain judgements, apart from those involving estimations, in the process of applying the accounting policies. Judgements and estimates that have the most significant effect on the amounts recognised in the condensed consolidated interim financial statements and estimates that can cause a significant adjustment to the carrying amount of assets and liabilities are the following:
Judgements and estimates related to ECL measurement. Measurement of ECLs is a significant estimate that involves determination of methodology, development of models and preparation of data inputs. Expert management judgement is also an essential part of estimating expected credit losses.
Management considers management judgements and estimates in calculating ECL as follows :
3. SOURCES OF ESTIMATION UNCERTAINTY AND JUDGEMENTS IN APPLYING ACCOUNTING POLICIES (CONTINUED)
Judgements used to define criteria used in definition of default. The Group defines default using both quantitative and qualitative criteria. Borrower is classified as defaulted if :
· any number of contractual repayments is past due more than 90 days; or
· factors indicating the borrower's unlikeliness-to-pay.
Unlikeliness to repay is qualitative and quantitative criteria based on clients monitoring/financial stability.
In addition, default exit criteria are defined using judgement as well as whether default should be applied on a borrower or exposure level. For more details on the methodology please see Note 22.
Judgements used to define criteria for assessing, if there has been a significant increase in credit risk (SICR) which is defined using both quantitative and qualitative criteria.
Qualitative factors usually include judgements around delinquency period of more than 30 days on contractual repayments; exposure is restructured, but is not defaulted; borrower is classified as "watch".
The Group evaluates the change in the probability of default parameter for each specific exposure on a quantitative basis, comparing it to a predefined threshold since its initial recognition. When the absolute change in the probability of default surpasses the specified threshold, it is considered a Significant Increase in Credit Risk (SICR), leading to the transfer of the exposure to Stage 2. The quantitative indicator for SICR is utilized in retail and micro segments, provided there is a substantial number of observations for accurate assessment.
Judgements and estimates used for calculation of credit risk parameters namely probability of default (PD) and loss given default (LGD). The judgements include:
(i) definition of the segmentation for risk parameters estimation purposes,
(ii) decision whether simplified or more complex models can be used,
(iii) time since default date after which no material recoveries are expected,
(iv) collateral haircuts from market value as well as the average workout period for collateral discounting.
The table below describes sensitivity of a 10% increase/(decrease) of PD and LGD estimates. For sensitivity calculation purposes, the staging has been maintained unchanged:
In thousands of GEL |
30 June 2025 |
31 December 2024 |
10% increase (decrease) in PD estimates
|
Increase (decrease) credit loss allowance on loans and advances by GEL 18,165 (GEL 17,126). |
Increase (decrease) credit loss allowance on loans and advances by GEL 16,425 (GEL 15,218). |
10% increase (decrease) in LGD estimates
|
Increase (decrease) credit loss allowance on loans and advances by GEL 29,566 (GEL 30,796). |
Increase (decrease) credit loss allowance on loans and advances by GEL 25,351 (GEL 26,679). |
In thousands of GEL |
30 June 2025 |
31 December 2024 |
Cash on hand |
888,275 |
862,343 |
Cash balances with NBG and CBU (other than mandatory reserve deposits) |
453,049 |
342,199 |
Correspondent accounts and overnight placements with other banks |
1,231,461 |
652,770 |
Placements with and receivables from other banks with original maturities of less than three months |
816,385 |
1,190,251 |
Reverse sale and repurchase agreements with other banks with original maturities of less than three months |
160,345 |
- |
Total gross amount of cash and cash equivalents |
3,549,515 |
3,047,563 |
Less: Credit loss allowance |
(675) |
(162) |
Stage 1 |
(675) |
(162) |
Total cash and cash equivalents |
3,548,840 |
3,047,401 |
As of 30 June, 2025, 95% of the correspondent accounts and overnight placements with other banks was placed with OECD (Organization for Economic Co-operation and Development) banking institutions (31 December 2024: 86%).
4. CASH AND CASH EQUIVALENTS (CONTINUED)
As of 30 June, 2025, GEL 707,600 thousand was placed on interbank term deposits with three OECD banks and GEL 38,189 thousand with one non-OECD (as at 31 December 2024: GEL 960,638 thousand was placed on interbank term deposits with four OECD banks and none with non-OECD bank).
As at 30 June 2025 there were GEL 156,228 thousand investment securities held as collateral against reverse sale and repurchase agreements with other banks with original maturities of less than three months (2024: nil). As at 30 June 2025 credit rating of reverse sale and repurchase agreements amounting to 137,780 with other banks with original maturities of less than three months is rated at AAA and credit rating of reverse sale and repurchase agreements amounting to 22,564 with other banks with original maturities of less than three months is rated at B.
Interest rate analysis of cash and cash equivalents is disclosed in Note 22.
5. DUE FROM OTHER BANKS
The amounts due from other banks include placements with and receivables from other banks with original maturities of more than three months that are not collateralised and represent neither past due nor impaired amounts at 30 June 2025 and 31 December 2024.
As at 30 June 2025 the Group had 3 placements, with original maturities of more than three months and with aggregated amounts above GEL 5,000 thousand (2024: 2 placements).
The total aggregated number of placements with and receivables from other banks with original maturities of more than three months was GEL 111,227 thousand (2024: GEL 45,429 thousand) or 99.4% of the total amount due from other banks (2024: 99.8%).
As at 30 June 2025 GEL 703 thousand (2024: GEL 695 thousand) were kept on deposits as restricted cash under an arrangement with a credit card company or credit card related services with other banks. Refer to Note 24 for the estimated fair value of amounts due from other banks.
For the estimated fair values of due from other bank balances please refer to Note 24.
For the purpose of ECL measurement due from other banks balances are included in Stage 1. The ECL for these balances as at 30 June 2025 is GEL 800 thousand (2024: GEL 627 thousand).
Mandatory cash balances with the National Bank of Georgia ("NBG") represent amounts deposited with the NBG. Resident financial institutions are required to maintain an interest-earning obligatory reserve with the NBG, the amount of which depends on the level of funds attracted by the financial institutions. The Bank earned up to 8.00%, 0.70% and 0.30% annual interest in GEL, USD and EUR, respectively, on mandatory reserve with NBG during the period ended 30 June 2025 (2024: 8.19%, 0% and (0.0%) in GEL, USD and EUR, respectively).
Mandatory cash balances with the Central Bank of Uzbekistan ("CBU") are carried at AC and represent non-interest-bearing mandatory reserve deposits, which are not available to finance the Group's Day to day operations. The amount placed in CBU are denominated in UZS.
In May, 2025, Fitch Ratings has affirmed Georgia's Long-Term Foreign and Local Currency Issuer Default Rating (IDRs) at 'BB', with a Negative outlook. The country ceiling is affirmed at 'BBB- ', while short-term foreign and local-currency IDRs are affirmed at 'B'. In June, 2025, Fitch Ratings has upgraded Uzbekistan's Long-Term Foreign and Local Currency Issuer Default Rating (IDR) from 'BB-' to 'BB'. The Outlook is Stable. The country ceiling was upgraded at 'BB'and the short-term foreign and local-currency IDRs are affirmed at 'B'.
In thousands of GEL |
30 June 2025 |
31 December 2024 |
Corporate loans |
10,481,082 |
9,848,706 |
Loans to micro, small and medium enterprises |
6,087,214 |
5,948,420 |
Consumer loans |
6,008,772 |
5,164,603 |
Mortgage loans |
5,151,429 |
5,126,953 |
Total gross loans and advances to customers at amortised cost (AC) |
27,728,497 |
26,088,682 |
Less: credit loss allowance: |
(529,769) |
(404,884) |
Stage 1 |
(164,042) |
(138,293) |
Stage 2 |
(111,764) |
(81,043) |
Stage 3 |
(253,963) |
(185,548) |
Total loans and advances to customers at amortised cost (AC) |
27,198,728 |
25,683,798 |
As at 30 June 2025 loans and advances to customers carried at GEL 1,470,030 thousand have been pledged for the borrowings from the National Bank of Georgia (31 December 2024: GEL 1,118,011 thousand). The loans and advances to customers are pledged under the monetary policy framework for the borrowings from the National Bank of Georgia.
No post model overlays have been processed as of 30 June 2025 and 31 December 2024.
The following tables disclose the changes in the credit loss allowance and gross carrying amount for loans and advances to customers carried at amortised cost between the beginning and the end of the reporting period. Below main movements in the table are described:
· Transfers occur between Stage 1, 2 and 3, due to significant increases (or decreases) of credit risk or exposures becoming defaulted in the period, and the consequent "step up" (or "step down") between 12-month and Lifetime ECL. It should be noted, that:
o For loans, which existed at the beginning of the period, opening exposures are disclosed as transfer amounts;
o For newly issued loans, exposures upon issuance are disclosed as transfer amounts;
· New originated or purchased gives us information regarding gross loans issued and corresponding credit loss allowance created during the period (however, exposures which were issued and repaid during the period and issued to refinance existing loans are excluded);
· Derecognised during the period refers to the balance of loans and credit loss allowance at the beginning of the period, which were fully repaid during the period. Exposures which were issued and not fully repaid during the period, written off or refinanced by other loans, are excluded;
· Net repayments refer to the net changes in gross carrying amounts, which is loan disbursements less repayments , excluding loans that were fully repaid ;
· Write-offs refer to write off of loans during the period;
· Foreign exchange movements refer to the translation of assets denominated in foreign currencies and effect to translation in presentational currency for foreign subsidiary;
· Net re-measurement due to stage transfers and risk parameters changes refer to the movements in ECL as a result of transfer of exposure between stages or changes in risk parameters and forward-looking expectations;
· Modification refers to changes in terms that do not result in derecognition;
Re-segmentation refers to the transfer of loans from one reporting segment to another. For presentation purposes, amounts are rounded to the nearest thousands of GEL, which in certain cases is disclosed as nil.
For details of expected credit loss (ECL) methodology refer to note 22.
7. LOANS AND ADVANCES TO CUSTOMERS (CONTINUED)
Total loans |
Gross carrying amount |
Total |
Credit loss allowance |
Total |
||||
in thousands of GEL |
Stage 1 |
Stage 2 |
Stage 3 |
Stage 1 |
Stage 2 |
Stage 3 |
||
At 1 January 2025 |
24,051,415 |
1,462,901 |
574,366 |
26,088,682 |
138,293 |
81,043 |
185,548 |
404,884 |
Movements with impact on credit loss allowance charge for the period: |
|
|
|
|
|
|||
Transfers: |
|
|
|
|
|
|
|
|
- to lifetime (from Stage 1 and Stage 3 to Stage 2) |
(1,424,879) |
1,443,626 |
(18,747) |
- |
(84,973) |
91,342 |
(6,369) |
- |
- to defaulted (from Stage 1 and Stage 2 to Stage 3) |
(24,683) |
(278,388) |
303,071 |
- |
(3,771) |
(71,755) |
75,526 |
- |
- to 12-months ECL (from Stage 2 and Stage 3 to Stage 1) |
644,830 |
(643,042) |
(1,788) |
- |
49,423 |
(48,735) |
(688) |
- |
New originated or purchased |
7,646,388 |
- |
- |
7,646,388 |
158,029 |
- |
- |
158,029 |
Derecognised or fully repaid during the period |
(3,753,564) |
(88,769) |
(42,758) |
(3,885,091) |
(31,773) |
(7,540) |
(33,889) |
(73,202) |
Net repayments |
(2,065,710) |
(72,605) |
(44,066) |
(2,182,381) |
- |
- |
- |
- |
Net re-measurement due to stage transfers, changes in risk parameters and repayments* |
- |
- |
- |
- |
(61,012) |
67,490 |
152,493 |
158,971 |
Movements without impact on credit loss allowance charge for the period: |
|
|
|
|
|
|||
Write-offs |
- |
- |
(120,203) |
(120,203) |
- |
- |
(120,203) |
(120,203) |
Changes in accrued interest |
35,614 |
13,238 |
3,886 |
52,738 |
- |
- |
- |
- |
Modification |
337 |
2 |
6 |
345 |
1 |
(4) |
11 |
8 |
Foreign exchange movements |
100,753 |
20,014 |
7,252 |
128,019 |
(175) |
(77) |
1,534 |
1,282 |
At 30 June 2025 |
25,210,501 |
1,856,977 |
661,019 |
27,728,497 |
164,042 |
111,764 |
253,963 |
529,769 |
Total loans |
Gross carrying amount |
Total |
Credit loss allowance |
Total |
||||
in thousands of GEL |
Stage 1 |
Stage 2 |
Stage 3 |
Stage 1 |
Stage 2 |
Stage 3 |
||
At 1 January 2024 |
20,337,024 |
1,320,300 |
416,355 |
22,073,679 |
104,666 |
88,065 |
158,841 |
351,572 |
Movements with impact on credit loss allowance charge for the period: |
|
|
|
|
|
|||
Transfers: |
|
|
|
|
|
|
|
|
- to lifetime (from Stage 1 and Stage 3 to Stage 2) |
(1,301,019) |
1,323,016 |
(21,997) |
- |
(41,482) |
49,301 |
(7,819) |
- |
- to defaulted (from Stage 1 and Stage 2 to Stage 3) |
(10,207) |
(255,801) |
266,008 |
- |
(1,476) |
(49,011) |
50,487 |
- |
- to 12-months ECL (from Stage 2 and Stage 3 to Stage 1) |
725,347 |
(723,296) |
(2,051) |
- |
49,708 |
(48,300) |
(1,408) |
- |
New originated or purchased |
6,447,837 |
- |
- |
6,447,837 |
107,290 |
- |
- |
107,290 |
Derecognised or fully repaid during the period |
(3,082,228) |
(75,389) |
(40,523) |
(3,198,140) |
(23,866) |
(7,329) |
(12,659) |
(43,854) |
Net repayments |
(1,404,735) |
(80,730) |
(54,849) |
(1,540,314) |
- |
- |
- |
- |
Net re-measurement due to stage transfers, changes in risk parameters and repayments* |
- |
- |
- |
- |
(82,312) |
46,927 |
68,563 |
33,178 |
Movements without impact on credit loss allowance charge for the period: |
|
|
|
|
|
|||
Write-offs |
- |
- |
(81,573) |
(81,573) |
- |
- |
(81,573) |
(81,573) |
Changes in accrued interest |
43,716 |
13,172 |
5,001 |
61,889 |
- |
- |
- |
- |
Modification |
707 |
(106) |
59 |
660 |
- |
4 |
20 |
24 |
Foreign exchange movements |
334,369 |
22,780 |
7,620 |
364,769 |
1,637 |
648 |
2,034 |
4,319 |
At 30 June 2024 |
22,090,811 |
1,543,946 |
494,050 |
24,128,807 |
114,165 |
80,305 |
176,486 |
370,956 |
* Movements with impact on credit loss allowance charge for the period differs from statement of profit or loss with amount of recoveries and unwinding of discount of GEL 32,076 thousand in 2025 (30 June 2024: GEL 25,146 thousand). The amount of recoveries include recoveries from sale of written off portfolio in the amount of GEL 3,583 thousand sold in 2025 (30 June 2024: GEL 2,908 thousand).
7. LOANS AND ADVANCES TO CUSTOMERS (CONTINUED)
Corporate loans |
Gross carrying amount |
Total |
Credit loss allowance |
Total |
||||
in thousands of GEL |
Stage 1 |
Stage 2 |
Stage 3 |
Stage 1 |
Stage 2 |
Stage 3 |
||
At 1 January 2025 |
9,054,002 |
638,105 |
156,599 |
9,848,706 |
15,524 |
1,528 |
36,862 |
53,914 |
Movements with impact on credit loss allowance charge for the period: |
|
|
|
|
|
|||
Transfers: |
|
|
|
|
|
|
|
|
- to lifetime (from Stage 1 and Stage 3 to Stage 2) |
(273,612) |
277,614 |
(4,002) |
- |
(638) |
638 |
- |
- |
- to defaulted (from Stage 1 and Stage 2 to Stage 3) |
(2,257) |
- |
2,257 |
- |
(108) |
- |
108 |
- |
- to 12-months ECL (from Stage 2 and Stage 3 to Stage 1) |
20,861 |
(20,861) |
- |
- |
148 |
(148) |
- |
- |
New originated or purchased |
2,951,539 |
- |
- |
2,951,539 |
16,034 |
- |
- |
16,034 |
Derecognised or fully repaid during the period |
(1,918,997) |
(11,957) |
(2,106) |
(1,933,060) |
(5,832) |
(7) |
(24) |
(5,863) |
Net repayments |
(580,708) |
(11,712) |
(937) |
(593,357) |
- |
- |
- |
- |
Net re-measurement due to stage transfers, changes in risk parameters and repayments |
- |
- |
- |
- |
(6,472) |
(927) |
11,384 |
3,985 |
Movements without impact on credit loss allowance charge for the period: |
|
|
|
|
|
|||
Re-segmentation |
128,801 |
- |
(559) |
128,242 |
672 |
- |
(560) |
112 |
Write-offs |
- |
- |
(1,149) |
(1,149) |
- |
- |
(1,149) |
(1,149) |
Changes in accrued interest |
10,295 |
7,568 |
3,283 |
21,146 |
- |
- |
- |
- |
Modification |
62 |
40 |
(21) |
81 |
- |
- |
(11) |
(11) |
Foreign exchange movements |
38,781 |
15,320 |
4,833 |
58,934 |
114 |
11 |
1,045 |
1,170 |
At 30 June 2025 |
9,428,767 |
894,117 |
158,198 |
10,481,082 |
19,442 |
1,095 |
47,655 |
68,192 |
Corporate loans |
Gross carrying amount |
Total |
Credit loss allowance |
Total |
||||
in thousands of GEL |
Stage 1 |
Stage 2 |
Stage 3 |
Stage 1 |
Stage 2 |
Stage 3 |
||
At 1 January 2024 |
7,739,101 |
410,366 |
114,138 |
8,263,605 |
18,454 |
2,445 |
32,606 |
53,505 |
Movements with impact on credit loss allowance charge for the period: |
|
|
|
|
|
|||
Transfers: |
|
|
|
|
|
|
|
|
- to lifetime (from Stage 1 and Stage 3 to Stage 2) |
(303,230) |
306,466 |
(3,236) |
- |
(1,540) |
1,540 |
- |
- |
- to defaulted (from Stage 1 and Stage 2 to Stage 3) |
(1,584) |
(37,189) |
38,773 |
- |
(97) |
(1,613) |
1,710 |
- |
- to 12-months ECL (from Stage 2 and Stage 3 to Stage 1) |
36,690 |
(36,690) |
- |
- |
100 |
(100) |
- |
- |
New originated or purchased |
2,136,839 |
- |
- |
2,136,839 |
14,034 |
- |
- |
14,034 |
Derecognised or fully repaid during the period |
(1,492,965) |
(952) |
(7,625) |
(1,501,542) |
(4,820) |
(12) |
(603) |
(5,435) |
Net repayments |
(185,921) |
(14,617) |
(6,696) |
(207,234) |
- |
- |
- |
- |
Net re-measurement due to stage transfers, changes in risk parameters and repayments |
- |
- |
- |
- |
(10,391) |
1,285 |
6,789 |
(2,317) |
Movements without impact on credit loss allowance charge for the period: |
|
|
|
|
|
|||
Re-segmentation |
153,736 |
603 |
- |
154,339 |
883 |
- |
- |
883 |
Write-offs |
- |
- |
(695) |
(695) |
- |
- |
(695) |
(695) |
Changes in accrued interest |
21,060 |
9,045 |
1,356 |
31,461 |
- |
- |
- |
- |
Modification |
190 |
(18) |
6 |
178 |
1 |
- |
- |
1 |
Foreign exchange movements |
176,078 |
12,101 |
1,947 |
190,126 |
340 |
40 |
459 |
839 |
At 30 June 2024 |
8,279,994 |
649,115 |
137,968 |
9,067,077 |
16,964 |
3,585 |
40,266 |
60,815 |
7. LOANS AND ADVANCES TO CUSTOMERS (CONTINUED)
MSME |
Gross carrying amount |
Total |
Credit loss allowance |
Total |
||||
in thousands of GEL |
Stage 1 |
Stage 2 |
Stage 3 |
Stage 1 |
Stage 2 |
Stage 3 |
||
At 1 January 2025 |
5,423,532 |
256,764 |
268,124 |
5,948,420 |
28,936 |
23,893 |
60,422 |
113,251 |
Movements with impact on credit loss allowance charge for the period: |
|
|
|
|
|
|||
Transfers: |
|
|
|
|
|
|
|
|
- to lifetime (from Stage 1 and Stage 3 to Stage 2) |
(373,085) |
376,194 |
(3,109) |
- |
(7,532) |
8,937 |
(1,405) |
- |
- to defaulted (from Stage 1 and Stage 2 to Stage 3) |
(13,621) |
(88,998) |
102,619 |
- |
(1,420) |
(11,122) |
12,542 |
- |
- to 12-months ECL (from Stage 2 and Stage 3 to Stage 1) |
174,664 |
(174,631) |
(33) |
- |
12,698 |
(12,677) |
(21) |
- |
New originated or purchased |
1,126,663 |
- |
- |
1,126,663 |
24,866 |
- |
- |
24,866 |
Derecognised or fully repaid during the period |
(374,612) |
(26,621) |
(27,046) |
(428,279) |
(3,062) |
(2,476) |
(6,002) |
(11,540) |
Net repayments |
(514,768) |
(27,686) |
(35,685) |
(578,139) |
- |
- |
- |
- |
Net re-measurement due to stage transfers, changes in risk parameters and repayments |
- |
- |
- |
- |
(24,825) |
16,556 |
23,556 |
15,287 |
Movements without impact on credit loss allowance charge for the period: |
|
|
|
|
|
|||
Re-segmentation |
(29,378) |
1,039 |
615 |
(27,724) |
1,819 |
275 |
595 |
2,689 |
Write-offs |
- |
- |
(21,157) |
(21,157) |
- |
- |
(21,157) |
(21,157) |
Changes in accrued interest |
21,698 |
2,194 |
(491) |
23,401 |
- |
- |
- |
- |
Modification |
83 |
5 |
19 |
107 |
1 |
7 |
17 |
25 |
Foreign exchange movements |
40,280 |
1,999 |
1,643 |
43,922 |
109 |
29 |
190 |
328 |
At 30 June 2025 |
5,481,456 |
320,259 |
285,499 |
6,087,214 |
31,590 |
23,422 |
68,737 |
123,749 |
MSME |
Gross carrying amount |
Total |
Credit loss allowance |
Total |
||||
in thousands of GEL |
Stage 1 |
Stage 2 |
Stage 3 |
Stage 1 |
Stage 2 |
Stage 3 |
||
At 1 January 2024 |
4,982,978 |
325,283 |
178,527 |
5,486,788 |
24,158 |
32,785 |
51,797 |
108,740 |
Movements with impact on credit loss allowance charge for the period: |
|
|
|
|
|
|||
Transfers: |
|
|
|
|
|
|
|
|
- to lifetime (from Stage 1 and Stage 3 to Stage 2) |
(306,746) |
313,672 |
(6,926) |
- |
(6,701) |
8,907 |
(2,206) |
- |
- to defaulted (from Stage 1 and Stage 2 to Stage 3) |
(3,296) |
(102,641) |
105,937 |
- |
(443) |
(17,675) |
18,118 |
- |
- to 12-months ECL (from Stage 2 and Stage 3 to Stage 1) |
183,817 |
(182,988) |
(829) |
- |
15,583 |
(14,532) |
(1,051) |
- |
New originated or purchased |
1,424,234 |
- |
- |
1,424,234 |
30,751 |
- |
- |
30,751 |
Derecognised or fully repaid during the period |
(536,078) |
(24,747) |
(18,442) |
(579,267) |
(3,514) |
(2,472) |
(5,852) |
(11,838) |
Net repayments |
(429,983) |
(27,891) |
(23,778) |
(481,652) |
- |
- |
- |
- |
Net re-measurement due to stage transfers, changes in risk parameters and repayments |
- |
- |
- |
- |
(32,991) |
16,322 |
18,255 |
1,586 |
Movements without impact on credit loss allowance charge for the period: |
|
|
|
|
|
|||
Re-segmentation |
(145,162) |
(685) |
- |
(145,847) |
(837) |
(12) |
- |
(849) |
Write-offs |
- |
- |
(23,490) |
(23,490) |
- |
- |
(23,490) |
(23,490) |
Changes in accrued interest |
20,712 |
3,173 |
2,555 |
26,440 |
- |
- |
- |
- |
Modification |
115 |
(143) |
35 |
7 |
(1) |
- |
7 |
6 |
Foreign exchange movements |
69,832 |
4,599 |
4,168 |
78,599 |
141 |
139 |
744 |
1,024 |
At 30 June 2024 |
5,260,423 |
307,632 |
217,757 |
5,785,812 |
26,146 |
23,462 |
56,322 |
105,930 |
7. LOANS AND ADVANCES TO CUSTOMERS (CONTINUED)
Consumer loans |
Gross carrying amount |
Total |
Credit loss allowance |
Total |
||||
in thousands of GEL |
Stage 1 |
Stage 2 |
Stage 3 |
Stage 1 |
Stage 2 |
Stage 3 |
||
At 1 January 2025 |
4,830,615 |
236,633 |
97,355 |
5,164,603 |
92,249 |
49,323 |
68,170 |
209,742 |
Movements with impact on credit loss allowance charge for the period: |
|
|
|
|
|
|||
Transfers: |
|
|
|
|
|
|
|
|
- to lifetime (from Stage 1 and Stage 3 to Stage 2) |
(500,876) |
504,869 |
(3,993) |
- |
(76,099) |
78,523 |
(2,424) |
- |
- to defaulted (from Stage 1 and Stage 2 to Stage 3) |
(6,082) |
(176,418) |
182,500 |
- |
(1,909) |
(59,767) |
61,676 |
- |
- to 12-months ECL (from Stage 2 and Stage 3 to Stage 1) |
190,817 |
(189,781) |
(1,036) |
- |
33,826 |
(33,159) |
(667) |
- |
New originated or purchased |
3,031,835 |
- |
- |
3,031,835 |
116,556 |
- |
- |
116,556 |
Derecognised or fully repaid during the period |
(1,285,226) |
(22,764) |
(6,320) |
(1,314,310) |
(22,804) |
(4,424) |
(25,785) |
(53,013) |
Net repayments |
(663,189) |
(20,633) |
(3,231) |
(687,053) |
- |
- |
- |
- |
Net re-measurement due to stage transfers, changes in risk parameters and repayments |
- |
- |
- |
- |
(27,507) |
51,370 |
112,139 |
136,002 |
Movements without impact on credit loss allowance charge for the period: |
|
|
|
|
|
|||
Re-segmentation |
(85,922) |
(993) |
(2) |
(86,917) |
(2,486) |
(271) |
(26) |
(2,783) |
Write-offs |
- |
- |
(95,809) |
(95,809) |
- |
- |
(95,809) |
(95,809) |
Changes in accrued interest |
5,060 |
3,496 |
1,449 |
10,005 |
- |
- |
- |
- |
Modification |
56 |
(54) |
5 |
7 |
- |
(12) |
3 |
(9) |
Foreign exchange movements |
(12,741) |
(561) |
(287) |
(13,589) |
(405) |
(131) |
(104) |
(640) |
At 30 June 2025 |
5,504,347 |
333,794 |
170,631 |
6,008,772 |
111,421 |
81,452 |
117,173 |
310,046 |
Consumer loans |
Gross carrying amount |
Total |
Credit loss allowance |
Total |
||||
in thousands of GEL |
Stage 1 |
Stage 2 |
Stage 3 |
Stage 1 |
Stage 2 |
Stage 3 |
||
At 1 January 2024 |
3,296,256 |
218,195 |
79,101 |
3,593,552 |
60,181 |
45,289 |
56,600 |
162,070 |
Movements with impact on credit loss allowance charge for the period: |
|
|
|
|
|
|||
Transfers: |
|
|
|
|
|
|
|
|
- to lifetime (from Stage 1 and Stage 3 to Stage 2) |
(328,548) |
332,528 |
(3,980) |
- |
(32,496) |
34,870 |
(2,374) |
- |
- to defaulted (from Stage 1 and Stage 2 to Stage 3) |
(2,982) |
(93,539) |
96,521 |
- |
(678) |
(28,977) |
29,655 |
- |
- to 12-months ECL (from Stage 2 and Stage 3 to Stage 1) |
180,682 |
(180,153) |
(529) |
- |
30,585 |
(30,261) |
(324) |
- |
New originated or purchased |
2,181,612 |
- |
- |
2,181,612 |
61,956 |
- |
- |
61,956 |
Derecognised or fully repaid during the period |
(862,080) |
(25,500) |
(8,526) |
(896,106) |
(15,444) |
(4,210) |
(4,385) |
(24,039) |
Net repayments |
(525,002) |
(24,548) |
(19,100) |
(568,650) |
- |
- |
- |
- |
Net re-measurement due to stage transfers, changes in risk parameters and repayments |
- |
- |
- |
- |
(35,853) |
28,860 |
38,251 |
31,258 |
Movements without impact on credit loss allowance charge for the period: |
|
|
|
|
|
|||
Re-segmentation |
2,175 |
337 |
(31) |
2,481 |
(26) |
16 |
(25) |
(35) |
Write-offs |
- |
- |
(54,971) |
(54,971) |
- |
- |
(54,971) |
(54,971) |
Changes in accrued interest |
3,154 |
1,258 |
1,370 |
5,782 |
- |
- |
- |
- |
Modification |
111 |
33 |
7 |
151 |
- |
3 |
5 |
8 |
Foreign exchange movements |
28,061 |
1,310 |
598 |
29,969 |
1,135 |
355 |
518 |
2,008 |
At 30 June 2024 |
3,973,439 |
229,921 |
90,460 |
4,293,820 |
69,360 |
45,945 |
62,950 |
178,255 |
7. LOANS AND ADVANCES TO CUSTOMERS (CONTINUED)
Mortgage loans |
Gross carrying amount |
Total |
Credit loss allowance |
Total |
||||
in thousands of GEL |
Stage 1 |
Stage 2 |
Stage 3 |
Stage 1 |
Stage 2 |
Stage 3 |
||
At 1 January 2025 |
4,743,266 |
331,399 |
52,288 |
5,126,953 |
1,584 |
6,299 |
20,094 |
27,977 |
Movements with impact on credit loss allowance charge for the period: |
|
|
|
|
|
|||
Transfers: |
|
|
|
|
|
|
|
|
- to lifetime (from Stage 1 and Stage 3 to Stage 2) |
(277,306) |
284,949 |
(7,643) |
- |
(704) |
3,244 |
(2,540) |
- |
- to defaulted (from Stage 1 and Stage 2 to Stage 3) |
(2,723) |
(12,972) |
15,695 |
- |
(334) |
(866) |
1,200 |
- |
- to 12-months ECL (from Stage 2 and Stage 3 to Stage 1) |
258,488 |
(257,769) |
(719) |
- |
2,751 |
(2,751) |
- |
- |
New originated or purchased |
536,351 |
- |
- |
536,351 |
573 |
- |
- |
573 |
Derecognised or fully repaid during the period |
(174,729) |
(27,427) |
(7,286) |
(209,442) |
(75) |
(633) |
(2,078) |
(2,786) |
Net repayments |
(307,045) |
(12,574) |
(4,213) |
(323,832) |
- |
- |
- |
- |
Net re-measurement due to stage transfers, changes in risk parameters and repayments |
- |
- |
- |
- |
(2,208) |
491 |
5,414 |
3,697 |
Movements without impact on credit loss allowance charge for the period: |
|
|
|
|
|
|||
Re-segmentation |
(13,501) |
(46) |
(54) |
(13,601) |
(5) |
(4) |
(9) |
(18) |
Write-offs |
- |
- |
(2,088) |
(2,088) |
- |
- |
(2,088) |
(2,088) |
Changes in accrued interest |
(1,439) |
(20) |
(355) |
(1,814) |
- |
- |
- |
- |
Modification |
136 |
11 |
3 |
150 |
- |
1 |
2 |
3 |
Foreign exchange movements |
34,433 |
3,256 |
1,063 |
38,752 |
7 |
14 |
403 |
424 |
At 30 June 2025 |
4,795,931 |
308,807 |
46,691 |
5,151,429 |
1,589 |
5,795 |
20,398 |
27,782 |
Mortgage loans |
Gross carrying amount |
Total |
Credit loss allowance |
Total |
||||
in thousands of GEL |
Stage 1 |
Stage 2 |
Stage 3 |
Stage 1 |
Stage 2 |
Stage 3 |
||
At 1 January 2024 |
4,318,689 |
366,456 |
44,589 |
4,729,734 |
1,873 |
7,546 |
17,838 |
27,257 |
Movements with impact on credit loss allowance charge for the period: |
|
|
|
|
|
|||
Transfers: |
|
|
|
|
|
|
|
|
- to lifetime (from Stage 1 and Stage 3 to Stage 2) |
(362,495) |
370,350 |
(7,855) |
- |
(745) |
3,984 |
(3,239) |
- |
- to defaulted (from Stage 1 and Stage 2 to Stage 3) |
(2,345) |
(22,432) |
24,777 |
- |
(258) |
(746) |
1,004 |
- |
- to 12-months ECL (from Stage 2 and Stage 3 to Stage 1) |
324,158 |
(323,465) |
(693) |
- |
3,440 |
(3,407) |
(33) |
- |
New originated or purchased |
705,152 |
- |
- |
705,152 |
549 |
- |
- |
549 |
Derecognised or fully repaid during the period |
(191,105) |
(24,190) |
(5,930) |
(221,225) |
(88) |
(635) |
(1,819) |
(2,542) |
Net repayments |
(263,829) |
(13,674) |
(5,275) |
(282,778) |
- |
- |
- |
- |
Net re-measurement due to stage transfers, changes in risk parameters and repayments |
- |
- |
- |
- |
(3,077) |
460 |
5,268 |
2,651 |
Movements without impact on credit loss allowance charge for the period: |
|
|
|
|
|
|||
Re-segmentation |
(10,749) |
(255) |
31 |
(10,973) |
(20) |
(4) |
25 |
1 |
Write-offs |
- |
- |
(2,417) |
(2,417) |
- |
- |
(2,417) |
(2,417) |
Changes in accrued interest |
(1,210) |
(304) |
(280) |
(1,794) |
- |
- |
- |
- |
Modification |
291 |
22 |
11 |
324 |
- |
1 |
8 |
9 |
Foreign exchange movements |
60,398 |
4,770 |
907 |
66,075 |
21 |
114 |
313 |
448 |
At 30 June 2024 |
4,576,955 |
357,278 |
47,865 |
4,982,098 |
1,695 |
7,313 |
16,948 |
25,956 |
7. LOANS AND ADVANCES TO CUSTOMERS (CONTINUED)
The contractual amounts outstanding on loans to customers that have been written off during the period partially or fully, but are still subject to enforcement activity was principal amount GEL 42,530 thousand (31 December 2024: GEL 58,220 thousand) and accrued interest GEL 4,728 thousand (31 December 2024: GEL 7,784 thousand).
Economic sector risk concentrations within the customer loan portfolio are as follows:
|
30 June 2025 |
31 December 2024 |
||
In thousands of GEL |
Amount |
% |
Amount |
% |
Individual |
11,457,948 |
41% |
10,701,680 |
41% |
Real Estate |
3,069,816 |
11% |
2,816,094 |
11% |
Trade |
1,622,504 |
6% |
1,686,918 |
6% |
Construction |
1,599,700 |
6% |
1,578,826 |
6% |
Hospitality, Restaurants & Leisure |
1,396,777 |
5% |
1,323,642 |
5% |
Food Industry |
1,370,868 |
5% |
1,353,283 |
5% |
Agriculture |
1,082,787 |
4% |
1,044,920 |
4% |
Energy & Utilities |
907,670 |
3% |
895,637 |
3% |
Services |
654,448 |
2% |
590,700 |
2% |
Healthcare |
602,846 |
2% |
580,472 |
2% |
Financial Services |
529,589 |
2% |
456,224 |
2% |
Transportation |
411,891 |
1% |
380,751 |
1% |
Pawn Shops |
286,429 |
1% |
245,453 |
1% |
Automotive |
286,088 |
1% |
223,788 |
1% |
Metals and Mining |
181,045 |
1% |
191,429 |
1% |
Communication |
47,300 |
< 1% |
34,004 |
< 1% |
Other |
2,220,791 |
8% |
1,984,861 |
8% |
Total gross loans and advances to customers |
27,728,497 |
100% |
26,088,682 |
100% |
As of 30 June, 2025, the Group had 10 borrowers (31 December 2024: 9 borrowers) with aggregated gross loan amounts above GEL 100,000 thousand. The total aggregated amount of these loans was GEL 1,396,319 thousand (31 December 2024: GEL 1,472,144 thousand) or 5.0% of the gross loan portfolio (31 December 2024: 5.6%).
The amount and type of collateral required depend on an assessment of the credit risk of the counterparty. There are three key types of collateral:
· Real estate;
· Movable property including fixed assets, inventory and precious metals;
· Financial assets including deposits, shares, and third-party guarantees;
At the central level a specific unit manages collateral to ensure that they serve as an adequate mitigation for credit risk management purposes. In line with the Group's internal policies, collateral provided to loans are evaluated by the Internal Appraisal Group (external reviewers are used in case of loans to related parties or specific cases when complex objects are appraised). The Internal Appraisal Group is part of the collateral management unit and, in order to ensure adequate and objective appraisal procedures, it is independent from the loan granting process. Real estate collateral of significant value is re-evaluated annually by internal appraisers. Statistical methods are used to monitor the value of real estate collateral that are of non-significant value and other types of collateral such as movable assets and precious metals.
In some instances, where the discounted recovery from the liquidation of collateral (adjusted for the liquidity haircut and discounted for the period of expected selling time) is larger than the estimated exposure at default, no credit loss allowance is recognised. Collateral values include the contractual price of third-party guarantees, which, due to their nature, are capped at the loan's carrying value.
Refer to Note 24 for the estimated fair value of each class of loans and advances to customers. Interest rate analysis of loans and advances to customers is disclosed in Note 22. Information on related party balances is disclosed in Note 25.
In thousands of GEL |
Land, premises and leasehold improvements |
Office and other equipment* |
Construction in progress ** |
Total premises and equipment |
Intangible assets |
At cost |
|
|
|
|
|
1 January 2024 |
205,908 |
388,099 |
175,342 |
769,349 |
705,065 |
Additions |
3,609 |
27,619 |
23,260 |
54,488 |
91,368 |
Transfers to investment properties |
(7,311) |
- |
- |
(7,311) |
- |
Disposals |
(1,947) |
(2,938) |
- |
(4,885) |
(6) |
Effect of translation to presentation currency |
53 |
672 |
119 |
844 |
2,035 |
30 June 2024 |
200,312 |
413,452 |
198,721 |
812,485 |
798,462 |
1 January 2025 |
192,348 |
460,806 |
238,163 |
891,317 |
894,123 |
Additions |
2,357 |
20,368 |
38,716 |
61,441 |
116,178 |
Transfers within premises and equipment |
- |
23,225 |
(23,225) |
- |
- |
Transfers to investment property |
(899) |
- |
- |
(899) |
- |
Disposals |
(1,076) |
(4,132) |
(159) |
(5,367) |
(976) |
Effect of translation to presentation currency |
(100) |
(370) |
(301) |
(771) |
(800) |
30 June 2025 |
192,630 |
499,897 |
253,194 |
945,721 |
1,008,525 |
Accumulated depreciation / amortisation |
|
|
|
|
|
1 January 2024 |
(47,207) |
(208,802) |
- |
(256,009) |
(233,682) |
Depreciation / amortisation charge |
(2,267) |
(16,258) |
- |
(18,525) |
(35,861) |
Elimination of depreciation on transfers to investment properties |
1,562 |
- |
- |
1,562 |
- |
Elimination of accumulated depreciation / amortisation on disposals |
1,124 |
1,323 |
- |
2,447 |
6 |
Effect of translation to presentation currency |
(28) |
(105) |
- |
(133) |
500 |
30 June 2024 |
(46,816) |
(223,842) |
- |
(270,658) |
(269,037) |
1 January 2025 |
(32,078) |
(237,577) |
- |
(269,655) |
(305,056) |
Depreciation / amortisation charge |
(3,368) |
(17,510) |
- |
(20,878) |
(41,111) |
Elimination of depreciation on transfers to investment properties |
123 |
- |
- |
123 |
- |
Elimination of accumulated depreciation / amortisation on disposals |
483 |
1,613 |
- |
2,096 |
584 |
Effect of translation to presentation currency |
34 |
139 |
- |
173 |
(23) |
30 June 2025 |
(34,806) |
(253,335) |
- |
(288,141) |
(345,606) |
Carrying amount |
|
|
|
|
|
30 June 2024 |
153,496 |
189,610 |
198,721 |
541,827 |
529,425 |
30 June 2025 |
157,824 |
246,562 |
253,194 |
657,580 |
662,919 |
*Office and other equipment include furniture and fixtures, computer and office equipment, motor vehicles as well as other equipment.
**Construction in progress consists of construction and refurbishment of branch premises and the Bank's new headquarters, that will be transferred to premises upon completion and other fixed assets in progress.
In thousands of GEL |
30 June 2025 |
31 December 2024 |
Due to other banks |
|
|
Correspondent accounts and overnight placements |
152,635 |
356,722 |
Deposits from banks |
646,529 |
664,012 |
Total due to other banks |
799,164 |
1,020,734 |
Other borrowed funds |
|
|
Borrowings from foreign banks and international financial institutions |
3,576,113 |
3,225,088 |
Borrowings from other local banks and financial institutions |
96,468 |
81,108 |
Borrowings from National Bank of Georgia |
2,709,355 |
3,303,920 |
Total other borrowed funds |
6,381,936 |
6,610,116 |
Total amounts due to credit institutions |
7,181,100 |
7,630,850 |
in thousands of GEL |
30 June 2025 |
31 December 2024 |
State and public organisations |
|
|
Current/settlement accounts |
1,150,139 |
1,085,073 |
Term deposits |
745,565 |
393,531 |
Other legal entities |
|
|
Current/settlement accounts |
6,175,910 |
6,034,554 |
Term deposits |
2,942,726 |
2,985,339 |
Individuals |
|
|
Current/settlement accounts |
5,693,021 |
5,832,579 |
Term deposits |
7,214,365 |
6,532,757 |
Total customer accounts |
23,921,726 |
22,863,833 |
State and public organisations include government owned profit orientated businesses.
Economic sector concentrations within customer accounts are as follows:
|
30 June 2025 |
|
31 December 2024 |
|
in thousands of GEL |
Amount |
% |
Amount |
% |
Individuals |
12,903,110 |
54% |
12,362,205 |
54% |
Financial services |
2,613,432 |
11% |
2,444,638 |
11% |
Trade |
1,757,594 |
7% |
1,701,422 |
7% |
Government sector |
1,216,127 |
5% |
586,939 |
3% |
Services |
908,154 |
4% |
874,992 |
4% |
Energy & utilities |
904,014 |
4% |
1,139,221 |
5% |
Transportation |
762,814 |
3% |
816,464 |
4% |
Construction |
717,736 |
3% |
838,761 |
4% |
Real estate |
570,158 |
2% |
575,421 |
3% |
Healthcare |
206,401 |
1% |
155,702 |
< 1% |
Hospitality & leisure |
164,109 |
1% |
128,893 |
< 1% |
Agriculture |
98,822 |
<1% |
68,783 |
< 1% |
Metals and mining |
34,729 |
<1% |
23,619 |
< 1% |
Other |
1,064,526 |
4% |
1,146,773 |
5% |
Total customer accounts |
23,921,726 |
100% |
22,863,833 |
100% |
As of 30 June, 2025, the Group had 197 customers (31 December 2024: 168 customers) with balances above GEL 10,000 thousand. Their aggregate balance was GEL 8,715,289 thousand (31 December 2024: GEL 8,293,682 thousand) or 36.4% of total customer accounts (31 December 2024: 36.3%).
10. CUSTOMER ACCOUNTS (CONTINUED)
As of 30 June, 2025, included in customer accounts are deposits of GEL 66,517 thousand and GEL 193,937 thousand (31 December 2024: GEL 80,281 thousand and GEL 206,934 thousand) held as collateral for irrevocable commitments under letters of credit and guarantees issued, respectively. The latter is discussed in Note 23. As of 30 June, 2025, deposits held as collateral for loans to customers amounted to GEL 589,317 thousand (31 December 2024: GEL 592,328 thousand).
Refer to Note 24 for the disclosure of the fair value of each class of customer accounts. The information on related party balances is disclosed in Note 25.21
As of 30 June 2025, debt securities in issue comprised of:
Currency |
Carrying amount as of 30 June 2025 |
Maturity date |
Coupon rate |
Weighted average effective interest rate |
USD |
312,842 |
3/20/2026-4/29/2030 |
7.00%-8.25% |
8.2% |
GEL |
90,009 |
3/20/2026-6/27/2026 |
3M TIBR + 2.75% |
12.0% |
UZS |
426,762 |
11/29/2025-6/05/2028 |
22.00%-24.00% |
23.5% |
Total debt securities in issue |
829,613 |
|
|
|
As of 31 December 2024, debt securities in issue comprised of:
Currency |
Carrying amount as of 31 December 2024 |
Maturity date |
Coupon rate |
Weighted average effective interest rate |
USD |
321,189 |
3/20/2026-4/29/2030 |
7.00%-8.25% |
8.2% |
GEL |
90,058 |
3/20/2026- 6/27/2026 |
3M TIBR + 2.75% |
13.0% |
UZS |
36,817 |
11/29/2025 - 12/25/2026 |
24.00% |
26.5% |
Total debt securities in issue |
448,064 |
|
|
|
On June 5 2025, TBC Bank Group PLC issued the USD 140,000,000, 22.00% synthetic bond due in June 5 2028, denominated in Uzbek sum and settled in U.S. dollars, that will be redeemed at their principal amount. Interest on the Notes is payable semi-annually. The issue price is 100% of nominal value.
On February 8 2024, TBC Bank Group PLC issued the USD 30,000,000, 7.25% senior unsecured Notes due on February 8 2027, that will be redeemed at their principal amount. Interest on the Notes is payable semi-annually. The issue price is 100% of nominal value.
On April 18 2024, TBC Bank Group PLC issued the USD 20,000,000, 8.25% senior unsecured Notes due on April 18 2027, that will be redeemed at their principal amount. Interest on the Notes is payable semi-annually. The issue price is 100% of nominal value.
On May 13 2024, TBC Bank Group PLC issued the USD 30,000,000, 7.50% senior unsecured Notes due on May 13 2026, that will
be redeemed at their principal amount. Interest on the Notes is payable semi-annually. The issue price is 100% of nominal value.
On June 27 2024, TBC Bank Group PLC issued the USD 30,000,000, 7.50% senior unsecured Notes due on July 27, 2026 that will be redeemed at their principal amount. Interest on the Notes is payable semi-annually. The issue price is 100% of nominal value.
As of 30 June, 2025, subordinated debt comprised of:
in thousands of GEL |
|
|
|
|
Currency |
Grant date |
Maturity date |
Agreement interest rate |
Carrying amount |
USD |
12/18/2015-12/27/2024 |
12/31/2026-11/30/2033 |
7.06%-10.53% |
792,253 |
EUR |
9/26/2023-4/17/2024 |
9/26/2033-1/16/2034 |
8.11%-8.46% |
359,237 |
Total subordinated debt |
|
|
1,151,490 |
As of 31 December, 2024, subordinated debt comprised of:
in thousands of GEL |
|
|
|
|
Currency |
Grant date |
Maturity date |
Agreement interest rate |
Carrying amount |
USD |
12/18/2015-11/20/2023 |
12/31/2026-11/30/2033 |
8.22%-11.23% |
816,609 |
EUR |
9/23/2023-4/17/2024 |
9/26/2033-1/16/2034 |
9.04%-9.48% |
331,765 |
Total subordinated debt |
|
|
1,148,374 |
The debt ranks after all other creditors in case of liquidation, except AT1 Notes listed in note 13.
Refer to Note 24 for the disclosure of the fair value of subordinated debt. Information on related party balances is disclosed in Note 25.
As at 30 June 2025, additional Tier 1 capital subordinated notes, comprised of:
Currency |
Carrying amount as of 30 June 2025 |
Coupon rate |
Weighted average Effective interest rate |
USD |
1,031,408 |
8.9%-10.3% |
10.6% |
Total additional Tier 1 capital subordinated notes |
1,031,408 |
|
|
As at 31 December 2024, additional Tier 1 capital subordinated notes, comprised of:
Currency |
Carrying amount as of 31 December 2024 |
Coupon rate |
Weighted average Effective interest rate |
USD |
1,062,119 |
8.9%-10.3% |
10.6% |
Total additional Tier 1 capital subordinated notes |
1,062,119 |
|
|
On April 23 2024, JSC TBC Bank successfully issued USD 300 million, 10.25% coupon rate, perpetual subordinated callable additional Tier 1 capital notes. The Notes were listed on Euronext Dublin's Global Exchange Market and rated B2 by Moody's.
On October 28 2021, the Bank completed the transaction of USD 75 million with 8.894% coupon rate additional Tier 1 capital perpetual subordinated notes issue ("AT1 Notes"). The AT1 Notes are listed on the regulated market of Euronext Dublin and are rated B- by Fitch.
On July 3 2019 the Bank completed the transaction of a debut inaugural USD 125 million with 10.75% coupon rate additional Tier 1 capital perpetual subordinated notes issue. The AT1 Notes are listed on the regulated market of Euronext Dublin and are rated B- by Fitch. The AT1 Notes have been simultaneously listed on Georgian Stock Exchange JSC, making it the first dual-listed international offering of additional Tier 1 capital notes from Georgia.
Share capital
in thousands of GEL, unless otherwise indicated |
Number of ordinary shares |
Share Capital |
As of 1 January 2024 |
55,393,664 |
1,690 |
Scrip dividend issued |
1,331,033 |
47 |
Shares cancelled |
(436,797) |
(15) |
As of 31 December 2024 |
56,287,900 |
1,722 |
Scrip dividend issued |
- |
- |
Shares cancelled |
(76,027) |
(3) |
As of 30 June 2025 |
56,211,873 |
1,719 |
As of 30 June, 2025, the total authorised number of ordinary shares was 56,211,873 shares (31 December 2024: 56,287,900 shares). Each share has a nominal value of one British Penny. All issued ordinary shares are fully paid and entitled to dividends.
Treasury shares
Treasury shares refer to shares that a Group has repurchased but not reissued. These shares are not considered outstanding and do not carry voting rights or dividend entitlements.
Dividends
All dividends are declared in GEL and paid in GBP.
On May 7 2025, TBC Bank Group PLC's Board of directors declared an 1Q 2025 quarterly dividend of GEL 1.5 per share payable by cash. The record date will be on 15 August 2025 and dividend will be paid on 5 September 2025.
On February 11 2025, TBC Bank Group PLC's Board of directors declared a final dividend of GEL 5.55 per share payable by cash. The record date was on 6 June 2025 and dividend was paid on July 11 2025.
On August 8 2024, TBC Bank Group PLC's Board of directors declared an interim dividend of GEL 2.55 per share payable by cash or shares (under TBC Bank Group PLC's SCRIP dividend program) at the option of the Shareholder. The record date was on 4 October 2024 and dividend was paid on November 11 2024. As a result, the company has issued additional 459,096 shares to meet requests of those shareholders who opted to receive a scrip dividend.
On February 15 2024, TBC Bank Group PLC's Board of directors declared a final dividend of GEL 4.67 per share payable by cash or shares (under TBC Bank Group PLC's SCRIP dividend programme) at the option of the Shareholder. The record date was on June 14 2024 and dividend was paid on July 19 2024. As a result, the company has issued additional 871,937 shares to meet requests of those shareholders who opted to receive a scrip dividend.
Shares held by trust
Part of the shares are held by employee benefit trust (EBT) for the purpose of future employee share based payments plan. The number of shares held by trust as at 30 June 2025 comprised 645,324 shares (31 December 2024: 868,235 shares). The EBT has waived its rights to receive dividends on such shares.
14. EQUITY (CONTINUED)
Other reserves
Other reserves comprised of:
in thousands of GEL, |
30 June 2025 |
31 December 2024 |
Reserve for redemption liability |
(545,400) |
(473,528) |
Fair value reserve for investment securities at FVTOCI |
(24,149) |
37,804 |
Currency translation reserve |
(51,563) |
(42,878) |
Capital redemption reserve |
18 |
15 |
Other reserves |
1,864 |
545 |
Total other reserves |
(619,230) |
(478,042) |
Option agreement with minority shareholders of TBC Digital JSC
In May 2025, the Group entered into an agreement that restructured its operations in Uzbekistan. Under the new arrangement, TBC Digital JSC - a holding company controlled by the Group (the Group held 79.69% of its total shares as of June 30, 2025) - became the 100% owner of both JSCB TBC Bank and Payme JSC. As of December 31, 2024 the Group directly held a 67.92% interest in JSCB TBC Bank and 100% of Payme JSC, with the remaining interest in JSCB TBC Bank held by minority shareholders.
As part of the option agreement, the minority shareholders hold a put option to sell their shares in TBC Digital JSC, exercisable from the fifth anniversary of the transaction's completion date and remains exercisable for as long as the option holders retain any shares. The Group holds a call option to acquire the remaining minority interest, which becomes exercisable from the eighth anniversary of the transaction's completion date.
At initial recognition, the Group derecognised the redemption liability related to the previous agreement and recognised a new redemption liability representing the present value of redemption liability for put option, recorded through the other reserves within equity.
The redemption liability is carried at amortised cost and interest is unwound as well as subsequent remeasurement effects on each reporting date are recorded through other reserves in equity, as allowed by IFRS for transactions where the non-controlling participants remain exposed to the risks and rewards associated with the subsidiary's shares.
The redemption liability amounted to GEL 545,400 thousand as at 30 June 2025 (31 December 2024: 473,528).
The Group analysed the terms of put and call options and concluded that the shares subject to options shall not be accounted for as acquired and non-controlling interests should be recognised.
2024 remuneration scheme - Executive Directors
TBC Bank Group PLC ("TBC PLC") announced a directors' remuneration policy, which was approved by shareholders at the 2024 AGM and provides the framework for directors' remuneration for the three-year period from 2024-2026;
In consideration of the evolving strategy, the maturity of the business, and local market practices, there was a proposal to alter the structure of the incentive model. The change involved transitioning from separate annual bonuses delivered in shares and an LTIP scheme to a unified incentive known as the "Combined Incentive Plan." This new plan integrates short and long-term performance elements, incorporating a substantial long-term share-based deferral.
The new arrangement replaced the existing remuneration plan for Executive Directors starting in 2024. Therefore, the 2024 year has been modified with the new plan. Modification did not result in acceleration as the terms have not been worsened for scheme participants.
New plan for Executive Director from 2024 includes following components regarding share remuneration:
Ø Shares Salary will be subject to a 3-year holding period and will be released in three equal annual tranches after one, two and three years respectively at 33%-33%-34% (not subject to any continuing service requirements, malus or claw back).
Ø Variable Pay - Combined Incentive Plan ("CIP") , which includes a three-step performance assessment process:
1. Performance Gateway - Eligibility for payments under the Combined Incentive Plan is subject to passing gateway criteria, measured over the Annual KPI Performance Period. The Gateway criteria are based on measures of financial soundness (including capital, liquidity and profitability).
2. Annual KPI performance scorecard - Based on performance against the Annual KPI targets, the Remuneration Committee will determine an overall payout percentage of salary. The payout is split between: a "Share Award" - 40% of the total will be paid in shares which must be held for at least three years (subject to 3-year claw back) and a "Long-Term Share Award" - 60% of the total will be awarded as a deferred award of shares which will vest after five years. (Subject to continued employment, malus and a 3-year claw back).
3. TSR shareholder alignment mechanism - The grant value of a Long-Term Share Award (60%) determined by the stringent performance assessment in Performance Step 1 and Performance Step 2 may be scaled back by up to 50% if TBC's Total Shareholder Return ("TSR") is not at least in line with a weighted TSR index.
Ø Shareholding Requirement - Minimum shareholding requirement of 200% of base salary.
The participants are entitled to receive dividends on the Share Salary and the Share Award (40% of variable remuneration).
Upon vesting, dividend equivalents in respect of the Long-Term Share Award will be payable in cash equal to the dividends paid on the underlying shares between the date the award was made and the vesting date.
No dividends or dividend equivalents will be paid on any Award (or part therefore) that lapses on or before vesting.
2022-2023 remuneration scheme
The below section explains only the components that are still expensed based on the 2022-2023 schemes until vesting. The remuneration system was approved by shareholders at the TBC Bank Group PLC's Annual General Meeting in June 2021 and came into effect on 1 January 2022. It covers the period 2022-2023. The Share salary from previous systems have already been vested.
Variable Remuneration
Variable remuneration of the Top Management consisted of the annual bonus delivered in shares (the "Annual Bonus") and the share awards under the Long-Term Incentive Plan (the "LTIP Award"). 60% of variable remuneration is the LTIP Award and the remaining 40% constituted the Annual Bonus.
(a) Annual Bonus under Deferred Share plan 2022-2023 Annual Bonus is delivered in TBC PLC shares. The Executive Directors received the annual bonus entirely in TBC PLC shares and it did not comprise any cash component. Annual Bonus award is subject to a holding period (but not continued employment) over 2 years period with 50% being released after one year and remaining 50% being released at the end of second year. The Annual Bonus is subject to malus and claw back provisions as described in the Deferred Share Plan. During the holding period, participants are entitled to vote at the shareholder meetings and receive dividends.
(b) Long Term Incentive Plan (LTIP) 2022-2023 The level of LTIP Award grant was determined pro rata from the LTIP maximum opportunity based on the assessment of the base i.e., prior year's Annual Bonus corporate KPIs performance. LTIP Awards granted would then be subject to 3-year LTIP forward-looking performance conditions and would vest at the end of 5-year period following the grant. LTIP Award forward-looking KPIs were set at the beginning of each year in relation to that year's cycle by the Remuneration Committee. The Participants are not entitled to any dividend or voting rights until the LTIP Award vests.
15. SHARE BASED PAYMENTS (CONTINUED)
Middle Management
Middle management receives cash bonuses, as well as share-based awards. According to the scheme, each year, subject to predefined performance conditions, a certain number of shares are awarded to most of the middle managers in the Group. The performance features key performance indicators (KPIs) divided into (i) corporate and (ii) individual. The corporate KPIs are mainly related to achieving profitability, efficiency, and portfolio quality metrics set by the Board as well as non-financial indicators regarding to customers' experience and employees' engagement. The individual performance indicators are set on an individual basis and are used to calculate the number of shares to be awarded to each employee. Once awarded, all shares carry service conditions and, before those conditions are met, are eligible for dividends; however, they cannot be sold or transferred to third parties.
Service conditions foresee continuous employment until the gradual transfer of the full title to the scheme participants is complete. Vesting conditions are 33%, 33%, 34% per year for the 3-year period since the award date. Under this compensation system the total vesting period extends to 4 years since the grant date. In addition, the variable remuneration structure for other identified Material Risk Taker ("MRT") employees, below the level of executive management board members of TBC Bank JSC, is subject to regulatory requirements and is in line with the NBG CG Code. For MRT employees holding end date for non-deferred variable remuneration is 6 months after award date.
Currently, 2-year remuneration scheme for 2023-2024 years is being granted.
Tabular information on the schemes is given below:
|
30 June 2025 |
31 December 2024 |
Number of unvested shares at the beginning of the period |
1,507,090 |
1,608,323 |
Number of shares granted |
255,658 |
285,871 |
Change in estimates of number of shares expected to vest |
- |
(125,630) |
Change in number of shares based on actual share price, exchange rate and KPI accomplishment |
94,381 |
54,090 |
Number of shares vested |
(260,857) |
(315,564) |
Number of unvested shares at the end of the period |
1,596,272 |
1,507,090 |
Expense recognised as staff cost during the period was GEL 21,721 thousand (30 June 2024 : GEL 14,049 thousand).
The fair value of the employee services received in exchange for the grant of the equity instruments is determined by the nature of the award. Currently there are several types of share-based award schemes as described above. The deferred share salary and deferred share bonus are the grants of the possible bonus pool amount, which will be based on the performance conditions. The fair value of the award is determined by the present value of the amount as at grant date and probable performance conditions accomplishment. The LTIP and long-term plan are the awards of potential maximum share numbers also up to performance conditions. The fair value of the award as of the grant date is determined by the grant date share price and probable performance conditions accomplishment. The fair value amount of 2025 performance related grants are GEL 45,049 thousand. The tax part of the existing variable remuneration system is accounted for on both equity and cash settled basis. Cash settled part recognised as liability at the end of 30 June 2025 is GEL 1,117 thousand (31 December 2024 : GEL 1,966 thousand). Staff costs related to equity settled part of the share-based payment schemes are recognised in the income statement on a pro-rata basis over the vesting period of each relevant scheme tranche and corresponding entry is credited to share based payment reserve in equity.
The Group operates employee benefit trust (EBT) set up by the Executive Equity Compensation Trustee - Sanne Fiduciary Services Limited (the "Trustee") which acts as the trustee of the Group's share-based payments plan. EBT, under the instruction of the Company, purchases TBC Bank Group PLC's shares from the open market and holds them before they are awarded to participants. TBC Bank Group PLC pays cash for the share purchase, and the amount is later reimbursed by the Bank under a recharge agreement. Decision on the number of shares to be purchased each year is the remit of the Remuneration Committee of the TBC Bank Group PLC. The shares are presented under Shares held by trust category in the Statement of Financial Position until they are awarded to participants. As at 30 June 2025 the share number held by Trustee was 645,324 (31 December 2024 : 868,235), which represents 1.1% of total outstanding shares (31 December 2024 : 1.5%).
Basic earnings per share are calculated by dividing the profit or loss attributable to the owners of the Group by the weighted average number of ordinary shares in issue during the period.
|
Six months ended |
|
in thousands of GEL |
30 June 2025 |
30 June 2024 |
Profit for the period attributable to the owners of the TBCG |
657,414 |
617,400 |
Weighted average number of ordinary shares in issue |
55,481,172 |
54,482,692 |
Basic earnings per ordinary share attributable to the owners of the Group (expressed in GEL per share) |
11.85 |
11.33 |
Diluted earnings per share are calculated by dividing the profit or loss attributable to owners of the Group by the weighted average number of ordinary shares adjusted for the effects of all dilutive potential ordinary shares during the period. Ordinary shares with dilutive potential represent those shares that were granted to the participants of the share-based payments scheme and are not yet distributed.
|
Six months ended |
|
in thousands of GEL |
30 June 2025 |
30 June 2024 |
Profit for the period attributable to the owners of the TBCG |
657,414 |
617,400 |
Weighted average number of ordinary shares in issue adjusted for the effects of all dilutive potential ordinary shares during the period |
56,006,047 |
54,722,115 |
Diluted earnings per ordinary share attributable to the owners of the Group (expressed in GEL per share) |
11.74 |
11.28 |
The Management Board (the "Board") is the chief operating decision maker (CODM) and it reviews the Group's internal reporting in order to assess the performance and to allocate resources.
Following the increase in the Group's businesses, the Group has formed two separate executive committees with different memberships. The separate Group executive committee (CODM for Group purposes) is responsible for managing group results, while sub-segmental management is performed by subsidiaries executive committees. The Georgian financial services segment was presented by sub-segments in previous reporting periods. The change is in line with Groups structural development and way the Group is managed. Respectively, segmental information disclosure for Groups consolidated financial statements starting from 2024 reflects the same pattern, by concentrating on Group's major segments. The operating segments are defined as follows:
· Georgian financial services - include TBC Bank JSC with its Georgian subsidiaries and TBC Insurance JSC, with its subsidiary.
· Uzbekistan operations - TBC Digital JSC with respective subsidiaries;
· Other operations and eliminations - include non-material or non-financial subsidiaries of the group and intra-group eliminations.
The reportable segments are the same as the operating segments.
No revenue from transactions with a single external customer or counterparty amounted to 10% or more of the Group's total revenue in the six months period ended June 2025 and 2024.
Allocation of indirect expenses is performed based on drivers identified for each type of cost where possible. If there is no identifiable driver for any type of expense/overhead cost, those expenses are allocated between segments based on the same logic as applied for the expenses with similar nature (e.g., other operating expenses would follow the pattern of closest category of operating expenses).
The intersegment transfer pricing methodology is an internally developed tool founded on matched maturity logics. It is used to effectively manage liquidity and mitigate interest rate risks within the Group. The process entails the corporate centre borrowing monetary amounts (deposits) from different business segments. Compensation for each deposit is based on its specific currency, duration, type, liquidity and capital requirements, ensuring equitable treatment for each segment. In turn, business segments borrow funds from the corporate centre to finance loans and other assets. The pricing for each borrowing transaction is determined based on factors such as the currency, loan type (fixed, floating, mixed interest rates), loan duration, and capital requirement.
17. SEGMENT ANALYSIS (CONTINUED)
The table below present s the Group's operating segments income statement for the six months period ended 30 June 2025:
|
Georgian financial services |
Uzbekistan operations |
Other operations and eliminations* |
Total |
in thousands of GEL |
||||
Interest income |
1,731,325 |
483,365 |
1,984 |
2,216,674 |
Interest expense |
(883,803) |
(223,200) |
1,739 |
(1,105,264) |
Net interest on currency swaps |
12,671 |
(1,644) |
(7,425) |
3,602 |
Net interest income |
860,193 |
258,521 |
(3,702) |
1,115,012 |
Fee and commission income |
367,981 |
116,428 |
6,108 |
490,517 |
Fee and commission expense |
(147,437) |
(40,354) |
905 |
(186,886) |
Net fee and commission income |
220,544 |
76,074 |
7,013 |
303,631 |
Net insurance income |
22,772 |
413 |
(411) |
22,774 |
Net gains from derivatives, foreign currency operations and translation |
165,124 |
(4,218) |
(4,974) |
155,932 |
Other operating income |
10,469 |
26 |
556 |
11,051 |
Share of profit of associate |
439 |
- |
- |
439 |
Other operating non-interest income and net insurance income |
198,804 |
(3,779) |
(4,829) |
190,196 |
Credit loss allowance for loans to customers |
(102,947) |
(108,581) |
(194) |
(211,722) |
Credit loss allowance for finance lease receivables, other financial and impairment of non-financial assets |
(11,835) |
(13,057) |
(462) |
(25,354) |
Operating income after expected credit loss allowance and non-financial asset impairment losses |
1,164,759 |
209,178 |
(2,174) |
1,371,763 |
Staff costs |
(229,864) |
(49,047) |
(28,980) |
(307,891) |
Depreciation and amortisation |
(63,592) |
(10,396) |
(5,586) |
(79,574) |
Administrative and other operating expenses |
(123,386) |
(88,609) |
(2,238) |
(214,233) |
Operating expenses |
(416,842) |
(148,052) |
(36,804) |
(601,698) |
Profit before tax |
747,917 |
61,126 |
(38,978) |
770,065 |
Income tax expense |
(98,174) |
(7,236) |
126 |
(105,284) |
Profit for the period |
649,743 |
53,890 |
(38,852) |
664,781 |
*The Group has not disclosed eliminations separately considering their immateriality. Meanwhile other operating income includes intergroup dividends of GEL 510,123 thousand with respective elimination.
The table below present certain assets and liabilities information regarding the Group's operating segments as at 30 June 2025:
|
Georgian financial services |
Uzbekistan operations |
Other operations |
Eliminations |
Total |
in thousands of GEL |
|||||
Gross loans and advances to customers |
25,508,278 |
2,209,937 |
520,799 |
(510,517) |
27,728,497 |
Customer accounts |
22,646,812 |
1,340,365 |
- |
(65,451) |
23,921,726 |
Goodwill |
28,197 |
14,077 |
17,690 |
- |
59,964 |
Capital expenditures |
116,880 |
49,333 |
42,404 |
(30,998) |
177,619 |
Credit related commitments and performance guarantees |
3,308,813 |
116,080 |
- |
- |
3,424,893 |
17. SEGMENT ANALYSIS (CONTINUED)
The table below present s the Group's operating segments income statement for the six months period ended 30 June 2024:
|
Georgian financial services |
Uzbekistan operations |
Other operations and eliminations* |
Total |
|
||||
in thousands of GEL |
||||
Interest income |
1,489,504 |
225,064 |
4,335 |
1,718,903 |
Interest expense |
(759,250) |
(98,629) |
1,174 |
(856,705) |
Net interest on currency swaps |
43,604 |
(5,128) |
281 |
38,757 |
Net interest income |
773,858 |
121,307 |
5,790 |
900,955 |
Fee and commission income |
312,975 |
62,934 |
4,453 |
380,362 |
Fee and commission expense |
(133,811) |
(18,670) |
(180) |
(152,661) |
Net fee and commission income |
179,164 |
44,264 |
4,273 |
227,701 |
Net insurance income |
17,266 |
- |
(363) |
16,903 |
Net gains from derivatives, foreign currency operations and translation |
152,799 |
(456) |
(5,227) |
147,116 |
Other operating income |
3,469 |
11 |
151 |
3,631 |
Share of profit of associate |
105 |
- |
- |
105 |
Other operating non-interest income and net insurance income |
173,639 |
(445) |
(5,439) |
167,755 |
Credit loss allowance for loans to customers |
(50,928) |
(25,803) |
5,166 |
(71,565) |
Credit loss allowance for finance lease receivables, other financial and impairment of non-financial assets |
(3,382) |
(1,552) |
(197) |
(5,131) |
Operating income after expected credit loss allowance and non-financial asset impairment losses |
1,072,351 |
137,771 |
9,593 |
1,219,715 |
Staff costs |
(207,095) |
(28,002) |
(27,119) |
(262,216) |
Depreciation and amortisation |
(59,278) |
(5,912) |
(4,532) |
(69,722) |
Administrative and other operating expenses |
(96,762) |
(54,816) |
(2,732) |
(154,310) |
Operating expenses |
(363,135) |
(88,730) |
(34,383) |
(486,248) |
Profit before tax |
709,216 |
49,041 |
(24,790) |
733,467 |
Income tax expense |
(100,870) |
(6,825) |
(3) |
(107,698) |
Profit for the period |
608,346 |
42,216 |
(24,793) |
625,769 |
*The Group has not disclosed eliminations separately considering their immateriality. Meanwhile other operating income includes intergroup dividends of GEL 414,169 thousand with respective elimination.
The table below present certain assets and liabilities information regarding the Group's operating segments as at 31 December 2024:
|
Georgian financial services |
Uzbekistan operations |
Other operations |
Eliminations |
Total |
|
|||||
in thousands of GEL |
|||||
Gross loans and advances to customers |
24,502,727 |
1,569,093 |
167,167 |
(150,305) |
26,088,682 |
Customer accounts |
21,890,518 |
1,055,758 |
- |
(82,443) |
22,863,833 |
Goodwill |
28,197 |
14,015 |
17,752 |
- |
59,964 |
Capital expenditures |
212,818 |
90,705 |
78,214 |
(30,743) |
350,994 |
Credit related commitments and performance guarantees |
3,411,522 |
- |
- |
- |
3,411,522 |
in thousands of GEL |
30 June 2025 |
30 June 2024 |
Interest income calculated using effective interest method |
|
|
Loans and advances to customers |
1,835,351 |
1,425,192 |
Investment securities |
212,179 |
168,163 |
Due from other banks |
65,881 |
70,208 |
Repurchase receivables |
244 |
- |
Other financial assets |
1,920 |
1,546 |
Other interest income |
|
|
Finance lease receivables |
101,099 |
53,794 |
Total interest income |
2,216,674 |
1,718,903 |
Interest expense |
|
|
Customer accounts |
(650,691) |
(546,218) |
Due to credit institutions |
(317,616) |
(181,813) |
Debt securities in issue and AT1 |
(79,233) |
(72,739) |
Subordinated debt |
(52,886) |
(52,689) |
Other interest expense |
|
|
Lease Liabilities |
(4,838) |
(3,246) |
Total interest expense |
(1,105,264) |
(856,705) |
Net interest on currency swaps |
3,602 |
38,757 |
Net interest income |
1,115,012 |
900,955 |
During six months ended June 2025 interest accrued on defaulted loans amounted to GEL 17,676 thousand (Six months ended June 2024: 15,339 thousand).
During six months ended 2025 capitalised interest expense in the amount of GEL 2,889 thousand (Six months ended 30 June 2024: GEL 1,926 thousand) was attributable to the development of the Group's headquarter. The capitalisation rate used to determine the amount of borrowing costs eligible for capitalisation is weighted average of interest-bearing liabilities by currencies: 8.2% in GEL, 3.4% in USD and 2.6% in EUR. (2024: 8.3% in GEL, 2.7% in USD and 2.9% in EUR). For details of construction in progress please refer to Note 8.
Below tables disclose fee and commission income and expense by segments. For the definition of the segments refer to Note 17 .
Six months ended 30 June 2025 |
Georgian financial services |
Uzbekistan operations |
Other operations and intersegment eliminations* |
Total |
in thousands of GEL |
||||
Fee and commission income in respect of financial instruments not at fair value through profit or loss: |
||||
- Card operations |
203,819 |
4,847 |
(1,289) |
207,377 |
- Settlement transactions |
87,000 |
94,062 |
(107) |
180,955 |
- Guarantees issued |
27,218 |
- |
- |
27,218 |
- Cash transactions |
9,239 |
- |
- |
9,239 |
- Issuance of letters of credit |
5,902 |
- |
- |
5,902 |
- Foreign exchange operations |
9,342 |
- |
- |
9,342 |
- Other |
25,461 |
17,519 |
7,504 |
50,484 |
Total fee and commission income |
367,981 |
116,428 |
6,108 |
490,517 |
Fee and commission expense in respect of financial instruments not at fair value through profit or loss: |
||||
- Card operations |
(108,525) |
(2,958) |
762 |
(110,721) |
- Settlement transactions |
(8,912) |
(33,044) |
(43) |
(41,999) |
- Cash transactions |
(12,213) |
- |
- |
(12,213) |
- Guarantees received |
(962) |
- |
- |
(962) |
- Letters of credit |
(2,008) |
- |
- |
(2,008) |
- Other |
(14,817) |
(4,352) |
186 |
(18,983) |
Total fee and commission expense |
(147,437) |
(40,354) |
905 |
(186,886) |
Net fee and commission income |
220,544 |
76,074 |
7,013 |
303,631 |
Six months ended 30 June 2024 |
Georgian financial services |
Uzbekistan operations |
Other operations and intersegment eliminations* |
Total |
in thousands of GEL |
||||
Fee and commission income in respect of financial instruments not at fair value through profit or loss: |
||||
- Card operations |
175,166 |
388 |
(809) |
174,745 |
- Settlement transactions |
73,830 |
58,153 |
(49) |
131,934 |
- Guarantees issued |
25,993 |
- |
- |
25,993 |
- Cash transactions |
8,620 |
- |
- |
8,620 |
- Issuance of letters of credit |
3,308 |
- |
- |
3,308 |
- Other |
26,058 |
4,393 |
5,311 |
35,762 |
Total fee and commission income |
312,975 |
62,934 |
4,453 |
380,362 |
Fee and commission expense in respect of financial instruments not at fair value through profit or loss: |
|
|
||
- Card operations |
(100,604) |
(1,300) |
258 |
(101,646) |
- Settlement transactions |
(8,588) |
(15,769) |
(19) |
(24,376) |
- Cash transactions |
(10,993) |
- |
8 |
(10,985) |
- Guarantees received |
(850) |
- |
- |
(850) |
- Letters of credit |
(644) |
- |
- |
(644) |
- Other |
(12,132) |
(1,601) |
(427) |
(14,160) |
Total fee and commission expense |
(133,811) |
(18,670) |
(180) |
(152,661) |
Net fee and commission income |
179,164 |
44,264 |
4,273 |
227,701 |
*The Group has not disclosed eliminations separately considering their immateriality.
Net gains from derivatives, foreign currency operations and translation for the following periods are as follows:
|
Six months ended |
|
in thousands of GEL |
2025 |
2024 |
Net gains from trading in foreign currencies |
(41,377) |
123,466 |
Net (losses)/gains from foreign exchange translation |
197,303 |
23,630 |
Net gains/(losses) from derivative financial instruments other than derivatives on foreign currency |
6 |
20 |
Total net gains from derivatives, foreign currency operations and translation |
155,932 |
147,116 |
The Group enters into fixed-for-floating cross-currency interest rate swaps (CCIRS) to manage exposure to changes in fair value arising from movements in foreign exchange rates on debt securities issued and measured at amortised cost. The Group applies fair value hedge accounting, whereby the gains and losses on the hedging instruments are recognised in the income statement to offset the fair value adjustment recognised on the hedged item, while the cost of hedging arising from basis spread is recognised in other comprehensive income (OCI). As of 30 June 2025, the amount recognised in OCI was GEL 1,864 thousand (31 December 2024: nil).
As at 30 June 2025, the weighted average income tax rate is 20% (30 June 2024: 20%), when the income tax rate applicable to the majority of subsidiaries income ranged from 15% - 20% (2023: 15% - 20%).
In December 2021, the Organisation for Economic Co-operation and Development (OECD) issued model rules for a new global minimum tax framework (Pillar Two). The Group is within the scope of the OECD Pillar Two model rules, with legislation enacted in the UK effective from January 1, 2024. The group is liable to pay a top-up tax for the difference between its GloBE effective tax rate per jurisdiction and the 15% minimum rate.
The Group applies the exception on recognizing and disclosing information about deferred tax assets and liabilities related to Pillar Two income taxes, as provided in the amendments to IAS 12 issued in May 2023.
With the exception of Space International in Georgia - which benefits from a preferential 5 % corporate income-tax rate - all other entities in the Group are subject to statutory tax rates of 15 % or higher, reflecting the various tax regimes under which they operate. The Group continuously monitors developments in Pillar Two legislation and, with the support of external tax specialists, is evaluating any potential impact on its operations and consolidated financial statements. However, no material impact was identified in the interim financial statements.
Market risk. Market risk is the risk that the fair value or future cash flows of financial instruments will fluctuate due to changes in market variables such as interest rates, foreign exchange rates and equity prices. Management sets risk appetite limits on the value of risk that may be accepted, which is monitored on a regular basis. These limits provide buffers over regulatory limits, ensuring early detection of potential losses in the event of more significant market movements.
Currency risk. Foreign exchange rate risk arises from the potential change in foreign currency exchange rates, which can affect the value of a financial instrument. This risk stems from the open currency positions created due to mismatches in foreign currency assets and liabilities. The NBG requires the Bank to monitor both balance sheet and total aggregate (including off-balance sheet) open currency positions and to maintain the later one within 20% of the Bank's regulatory capital. The Asset-Liability Management Committee ("ALCO") has set limits on the level of exposure by currency as well as on aggregate exposure positions which are more conservative than those set by the NBG. The Bank's compliance with such limits is monitored daily by the Treasury department and Financial and Capital Risk Management division.
Currency risk management framework is governed through the Foreign Exchange Risk Management Policy. The table below summarises the Group's exposure to foreign currency exchange rate risk at the balance sheet date. While managing open currency position the Group considers part of the provisions to be denominated in the USD, Euro and other currencies. Gross amount of currency swap deposits is included in Derivatives. Therefore, total financial assets and liabilities below are not traceable with either balance sheet or liquidity risk management tables, where net amount of gross currency swaps is presented .
22. FINANCIAL AND OTHER RISK MANAGEMENT (CONTINUED)
As of 30 June 2025 |
Monetary financial assets |
Monetary financial liabilities |
Derivatives |
Net position |
|
||||
in thousands of GEL |
||||
GEL |
18,997,058 |
15,627,743 |
509,362 |
3,878,677 |
USD |
11,476,303 |
13,118,645 |
1,424,975 |
(217,367) |
EUR |
5,661,513 |
3,730,616 |
(1,954,595) |
(23,698) |
UZS |
2,942,578 |
2,011,716 |
(110,066) |
820,796 |
Other |
597,003 |
893,431 |
13,483 |
(282,945) |
Total |
39,674,455 |
35,382,151 |
(116,841) |
4,175,463 |
As of 31 December 2024 |
Monetary financial assets |
Monetary financial liabilities |
Derivatives |
Net position |
|
||||
in thousands of GEL |
||||
GEL |
18,097,799 |
15,162,913 |
1,167,218 |
4,102,104 |
USD |
13,003,588 |
13,659,391 |
499,033 |
(156,770) |
EUR |
4,831,363 |
3,326,042 |
(1,499,194) |
6,127 |
UZS |
2,031,195 |
1,451,272 |
(103,428) |
476,495 |
Other |
116,911 |
155,590 |
55,676 |
16,997 |
Total |
38,080,856 |
33,755,208 |
119,305 |
4,444,953 |
US Dollar strengthening by 15% (weakening 15%) would decrease Group's profit or loss and equity in 2025 by GEL 32,605 thousand (increase by GEL 32,605 thousand). Euro strengthening by 15% (weakening 15%) would decrease Group's profit or loss and equity in 2025 by GEL 3,555 thousand (increase by GEL 3,555 thousand).
US Dollar strengthening by 15% (weakening 15%) would decrease Group's profit or loss and equity in 2024 by GEL 23,516 thousand (increase by GEL 23,516 thousand). Euro strengthening by 15% (weakening 15%) would decrease Group's profit or loss and equity in 2024 by GEL 919 thousand (increase by GEL 919 thousand).
Interest rate risk. Interest rate risk arises from potential changes in the market interest rates that can adversely affect the fair value or future cash flows of the financial instrument. This risk can arise from maturity mismatches of assets and liabilities, as well as from the re-pricing characteristics of such assets and liabilities.
The biggest share of the Bank's deposits, more than half of the borrowings and part of the loans are at fixed interest rates. In addition, the Bank actively uses floating and combined [4] interest rate structures in its loan portfolio. Since these assets and liabilities have different repricing characteristics by currencies, their corresponding interest margins may increase or decrease as a result of market interest rate changes potentially entailing negative effect on net interest income. To minimize interest rate risk, the Bank regularly monitors interest rate (re-pricing) gaps by currencies and, in case of need, decides to enter into interest rate derivatives contracts.
Furthermore, many of the Bank's loans to customers contain a clause allowing it to adjust the interest rate on the loan in case of adverse interest rate movements, thereby limiting exposure to interest rate risk. The management also believes that the Group's interest rate margins provide a reasonable buffer to mitigate the effect of a possible adverse interest rate movement.
The Group employs an advanced framework for the management of interest rate risk by establishing appropriate Risk Appetite limits, monitoring compliance with them and preparing forecasts. From September, 2020 the NBG introduced regulation on interest rate risk and set the limit for Economic Value of Equity (EVE) sensitivity at 15% of NBG Tier 1 Capital. The main principles and assumptions of NBG IRR methodology are in line with Basel standards developed for IRR management purposes.
According to NBG guidelines the net interest income sensitivity under parallel shifts of interest rate scenarios is maintained for monitoring purposes, while EVE sensitivity is calculated under 6 predefined stress scenarios of interest rate changes and the limit is applied to the worst-case scenario result.
Interest rate risk is managed by the Balance Sheet Management division and is monitored by the ALCO, which decides on actions that are necessary for effective interest rate risk management and follows up on their implementation. Financial and Capital Risk Management division is responsible for developing procedures, policy document and setting risk appetite for interest rate risk. The major aspects of interest rate risk management development and the respective reporting are periodically provided to the Management Board, the Supervisory Board's Risk Committee.
22. FINANCIAL AND OTHER RISK MANAGEMENT (CONTINUED)
Following main assumptions under NBG IRR Regulation and Basel 2016 guidelines, at 30 June, 2025, if market interest rates for each currency had been 200 basis points higher, with all other variables held constant, profit would have been equivalent GEL 5 million lower, mainly as a result of relatively closed NII gaps and higher balances of mandatory NBG USD reserves, which earn no interest in upward interest rate scenario (30 June 2024: GEL 11 million higher). If market interest rates for each currency at 30 June, 2025 had been 200 basis points lower with all other variables held constant, profit for the year would have been equivalent GEL 0.4 million higher, mainly as a result of relatively closed NII gaps and higher balances of mandatory NBG USD reserves, which is not charged in downward interest rate scenario unless interest rates turn negative (30 June 2024: GEL 11 million lower). Compared to the last year, in 2025 in both of the scenarios the effects have been muted due to the relatively closed NII gaps.
At 30 June, 2025, if interest rates had been 200 basis points lower, with all other variables held constant, other comprehensive income would have been GEL 211 million higher (30 June 2024: GEL 51.8 million), as a result of an increase in the fair value of fixed rate financial assets measured at fair value through other comprehensive income and repurchase receivables. If interest rates at 30 June, 2025 had been 200 basis points higher with all other variables held constant, Other comprehensive income would have been GEL 211 million lower (30 June 2024: GEL 51.8 million), as a result of decrease in the fair value of fixed rate financial assets measured at fair value through other comprehensive income.
Liquidity Risk. The liquidity risk is the risk that the Bank either does not have sufficient financial resources available to meet all of its obligations and commitments as they fall due or can access those resources only at a high cost. The risk is managed by the Balance Sheet Management division and Treasury Department and is monitored by the ALCO, within their pre-defined functions. Financial and Capital Risk Management (FRM) division is responsible for developing procedures, policy document and setting risk appetite on funding and market liquidity risk management. In addition, FRM performs liquidity risk assessment and communicates the results to the MB and Risk Committee of the Supervisory Board on a regular basis.
The principal objectives of the Bank's liquidity risk management policy are to: (i) ensure the availability of funds in order to meet claims arising from total liabilities and off-balance sheet commitments, both actual and contingent, at an economic price; (ii) recognise any structural mismatch existing within the Bank's statement of financial position and set monitoring ratios to manage funding in line with well-balanced growth; and (iii) monitor liquidity and funding on an on-going basis to ensure that approved business targets are met without compromising the risk profile of the Bank.
The liquidity risk is categorised into two risk types: the funding liquidity risk and the market liquidity risk.
Funding liquidity risk is the risk that the Bank will not be able to efficiently meet both expected and unexpected current and future cash flow and collateral needs without affecting either its daily operations or its financial condition. To manage funding liquidity risk the Bank uses the Liquidity Coverage ratio and the Net Stable Funding ratio set, forth under Basel III, and defined further by the NBG. In addition, the Bank performs stress tests and "what-if" scenario analysis. For NBG LCR the limits are set by currency (GEL, FC, Total). TBC monitors compliance with NBG LCR limits on a daily basis. On a monthly basis the Bank also monitors compliance with the set limit for NBG NSFR.
The Liquidity Coverage Ratio is used to help manage short-term liquidity risks. The Bank's liquidity risk management framework is designed to comprehensively project cash flows arising from assets, liabilities and off-balance sheet items over certain time buckets and ensure that NBG LCR limits, are met on a daily basis.
The Net Stable Funding ratio is used for long-term liquidity risk management to promote resilience over a longer time horizon by creating additional incentives for the Bank to rely on more stable sources of funding on a continuous basis. The Bank also monitors deposit concentration for large deposits and sets the limits for non-Georgian resident's deposits share in total deposit portfolio.
The Bank relies on relatively stable deposits from Georgia as the main source of funding. In order to maintain and further enhance the liability structure the Bank sets the targets for deposits and IFI funding within the Bank's risk appetite.
The Bank's liquidity position was strong as of 30 June 2025, both LCR and NSFR ratios above the NBG minimum requirements of 100%.
Climate risk. T he Group's largest operations are located in Georgia hence the climate risk overview is done by the management from a Georgian perspective. The second largest subsidiary of the group is UZ Bank and constitutes 6.72% of the Group's assets. Considering that UZ Bank's business activities focus on retail segment with a very low volume of the average exposure, it is considered to be immaterial for the Group from the climate-risk perspective. The Georgia's 2030 Climate Change Strategy and Climate Action Plan lays out different policy measures on which the Bank based its identification of the potential impact of the policy measures on different economic sectors. As a summary of the potential impact of the various transition risks and physical risks identified, the transitional risks in Georgia are low, considering, that trade and services dominate the Georgian economy, the policy measures outlined in the Georgia's 2030 Climate Change Strategy will have overall low impact on the economic sectors, especially in short and medium term. The Georgia's 2030 Climate Change Strategy takes into consideration that Georgia is a transitional and growing economy, and therefore the government strategy is not to impede the growth of the GDP with policy measures and rather to support a smooth transition where necessary. It is worth noting, that the economic sectors most affected by transitional risks world-wide such as mining crude petroleum, natural gas and metal ores, manufacturing coke and refined petroleum products are present to a very limited extent in Georgia, resulting in a low overall impact of transitional measures on economic growth, if any.
22. FINANCIAL AND OTHER RISK MANAGEMENT (CONTINUED)
In order to increase the understanding of climate-related risks on its loan portfolio, the Bank performed a high-level sectoral risk assessment, as different sectors might be vulnerable to different climate-related risks over different time horizons; furthermore, the Bank performed climate stress testing of the credit portfolio. The maturity structure of the loan portfolio shows that the largest part of assets is distributed in the time horizons that are much shorter than the impacts of climate change, especially of physical risks, can be materialized in Georgia. Therefore, the bank has not made any adjustment to the level of provisions purely related to climate risk. On the other hand, the understanding of climate related risks, which have longer-term impacts need to be increased in coming years, therefore, when the bank has a more definitive analysis, it will further develop the approach, how to consider climate risks in provisioning. No post model adjustments (PMAs) or Post model overlays (PMOs) have been posted for 2025 in this regard.
Legal and regulatory matters. When determining the level of provision to be set up with regards to such matters, or the amount (not subject to provisioning) to be disclosed in the financial statements, the management seeks both internal and external professional advice. The management believes that the provision recorded in these condensed consolidated interim financial statements is adequate and the amount (not subject to provisioning) need not be disclosed as it will not have a material adverse effect on the financial condition or the results of future operations of the Group.
Tax legislation. Georgian and Uzbekistan tax and customs legislation is subject to varying interpretations, and changes, which can occur frequently. M anagement's interpretation of the legislation as applied to the Group's transactions and activity may be challenged by the relevant authorities. In Uzbekistan, the tax review periods for the three preceding calendar years remain open to review by authorities. In Georgia, the period of limitation for tax review is three years as well . To respond to the risks, the Group has engaged external tax specialists to carry out periodic reviews of Group's taxation policies and tax filings. The Group's management believes that its interpretation of the relevant legislation is appropriate, and the Group's tax and customs positions will be substantially sustained .
Compliance with covenants. Compliance with covenants. The Group is subject to certain financial and non-financial covenants primarily related to its debt. Non-compliance with such covenants may result in negative consequences for the Group including mandatory prepayment and declaration of default. The Group was in compliance with all covenants as of 30 June 2025 and 31 December 2024.
For all financial covenants the group monitors risks related to its potential breach.
Management of Capital. T he Bank manages capital requirements under regulatory rules. The Bank complied with all its imposed capital requirements for the period to 30 June 2025 and throughout 2024 . Based on information provided internally to key management personnel, the amount of capital that the Bank managed (the Bank's total equity adjusted for regulatory corrections) was GEL 4,917,529 thousand as of 30 June 2025 (31 December 2024 : GEL 4,843,167 thousand), regulatory Tier 1 capital amounts to GEL 5,938,879 thousand (31 December 2024 : GEL 5,895,717 thousand), total regulatory capital amounts to GEL 6,874,774 thousand (31 December 2024 : GEL 6,861,963 thousand).
In the management of capital, UZ Bank has the following objectives: compliance with capital requirements established by the Central Bank of Uzbekistan (CBU) and, in particular, the requirements of the deposit insurance system; ensuring the UZ Bank's ability to function as a going concern and maintaining the capital base at the level necessary to ensure the compliance of the capital adequacy ratio with the requirements of the CBU. The compliance with the capital adequacy ratio established by the CBU is monitored monthly according to the forecast and actual data containing the relevant calculations, which are verified and vetted by the UZ Bank's Management.
According to the Uzbekistan Regulation on the Requirements for the Adequacy of the Capital of Commercial Banks No. 2693 registered by the Ministry of Justice on 6 July 2015 and its supplement, the following requirements are set for banks:
· The minimum level of regulatory capital ("K1") is set at 13%;
· Banks are required to ensure a minimum level of Tier 1 capital ("K2") of 10%, taking into account the capital conservation buffer of 3% of risk-weighted assets.
As at 30 June 2025 and 31 December 2024, the Group met the requirements to regulatory capital set by the Regulation of the CBU On the Requirements for the Adequacy of the Capital of Commercial Banks No. 2693 dated July 6, 2015.
On 16 September 2016, ISSSG (Insurance State Supervision Service of Georgia) issued directives №15 and №16 on the determination of the Regulatory Solvency Margin ("RSM") and Regulatory Capital, respectively. The laws also impose the requirements on
23. CONTINGENCIES AND COMMITMENTS (CONTINUED)
maintaining minimum Regulatory Capital benchmarking against RSM. TBC Insurance JSC was in compliance with capital requirements set by ISSSG during 2024 and as at 30 June 2025 .
Credit related commitments and financial guarantees . The primary purpose of these instruments is to ensure that funds are available to a customer as required. Financial guarantees and standby letters of credit, which represent the irrevocable assurances that the Group will make payments in the event that a customer cannot meet its obligations to third parties, carry the same credit risk as loans. Documentary and commercial letters of credit, that are underwritten by the Group on behalf of a customer authorising a third party to draw drafts on the Group up to a stipulated amount under specific terms and conditions, are collateralised by the underlying shipments of goods to which they relate or cash deposits and therefore carry less risk than a direct borrowing.
Commitments to extend credit represent unused portions of authorisations to prolong credit in the form of loans, guarantees or letters of credit. With respect to credit risk on commitments to extend credit, the Group is potentially exposed to a loss in an amount equal to the total unused commitments. However, the likely amount of loss is lower than the total unused commitments since most commitments to extend credit are contingent upon customers maintaining specific credit standards. The Group monitors the term to
maturity of credit related commitments because longer-term commitments generally have a greater degree of credit risk than shorter-term ones.
As of 30 June 2025, outstanding credit related commitments presented by stages are as follows:
in thousands of GEL |
Stage 1 |
Stage 2 |
Stage 3 |
Undrawn credit lines |
626,338 |
10,292 |
4,467 |
Letters of credit issued |
168,555 |
- |
- |
Financial guarantees issued |
514,837 |
3,771 |
80 |
Total credit related commitments (before provision) |
1,309,730 |
14,063 |
4,547 |
|
|
|
|
Credit loss allowance for credit related commitments |
|
|
|
Undrawn credit lines |
(801) |
(112) |
- |
Letters of credit issued |
(256) |
- |
- |
Financial guarantees issued |
(789) |
- |
- |
Credit loss allowance for credit related commitments |
(1,846) |
(112) |
- |
Total credit related commitments |
1,307,884 |
13,951 |
4,547 |
As of 31 December 2024, outstanding credit related commitments presented by stages are as follows:
in thousands of GEL |
Stage 1 |
Stage 2 |
Stage 3 |
Undrawn credit lines |
587,473 |
22,296 |
5,422 |
Letters of credit issued |
244,147 |
- |
- |
Financial guarantees issued |
558,990 |
2,001 |
73 |
Total credit related commitments (before provision) |
1,390,610 |
24,297 |
5,495 |
|
|
|
|
Credit loss allowance for credit related commitments |
|
|
|
Undrawn credit lines |
(1,662) |
(146) |
- |
Letters of credit issued |
(327) |
- |
- |
Financial guarantees issued |
(762) |
- |
- |
Credit loss allowance for credit related commitments |
(2,751) |
(146) |
- |
Total credit related commitments |
1,387,859 |
24,151 |
5,495 |
The total outstanding contractual amount of undrawn credit lines, letters of credit, and guarantees does not necessarily represent future cash requirements, as these financial instruments may expire or terminate without being funded. Non-cancellable commitments as of 30 June 2025 were 241,062 GEL thousand (2024: 241,871 GEL thousand).
Performance guarantees . Performance guarantees are contracts that provide compensation in case of another party fails to perform a contractual obligation.
23. CONTINGENCIES AND COMMITMENTS (CONTINUED)
As of 30 June, 2025, outstanding performance guarantees presented by stages are as follows:
in thousands of GEL |
Stage 1 |
Stage 2 |
Stage 3 |
Outstanding amount |
2,087,892 |
6,182 |
2,479 |
Credit loss allowance |
(3,142) |
(9) |
(2,379) |
Total performance guarantees |
2,084,750 |
6,173 |
100 |
As of 31 December, 2024 , outstanding performance guarantees presented by stages are as follows:
in thousands of GEL |
Stage 1 |
Stage 2 |
Stage 3 |
Outstanding amount |
1,968,360 |
18,617 |
4,143 |
Credit loss allowance |
(2,705) |
(9) |
(2,389) |
Total performance guarantees |
1,965,655 |
18,608 |
1,754 |
Fair value of credit related commitments financial guarantees provisions was GEL 1,958 thousand as at 30 June 2025 (31 December 2024: GEL 2,897 thousand).
Total credit related commitments and performance guarantees are denominated in currencies as follows:
in thousands of GEL |
|
30 June 2025 |
31 December 2024 |
GEL |
|
1,680,031 |
1,736,716 |
USD |
|
1,061,639 |
1,025,856 |
EUR |
|
466,108 |
546,678 |
Other |
|
217,115 |
102,272 |
Total |
|
3,424,893 |
3,411,522 |
Capital expenditure commitments . As of 30 June, 2025, the Group has contractual capital expenditure commitments amounting to GEL 138,834 thousand (31 December 2024: GEL 128,055 thousand). Out of total amount as at 30 June 2025, contractual commitments related to the head office construction amounted GEL 57,565 thousand (31 December 2024: GEL 50,414 thousand).
(a) Fair value hierarchy
Fair values of financial instruments are determined to a hierarchy that reflects the observability of significant market inputs. The three levels of the fair value hierarchy are defined as following:
Level 1 - Financial instruments if their value is observable in an active market.
Level 2 - Financial instruments with quoted prices for similar instruments in active markets valued using models with significant observable inputs are classified as level 2.
Level 3 - Financial instruments valued using valuation techniques with significant inputs that are not based on observable market data.
(b) Recurring fair value measurements
Recurring fair value measurements are those that the accounting standards require or permit in the statement of financial position at the end of each reporting period. The level in the fair value hierarchy into which the recurring fair value measurements are categorised as follows:
|
30 June 2025 |
31 December 2024 |
||||||
in thousands of GEL |
Level 1 |
Level 2 |
Level 3 |
Total fair value |
Level 1 |
Level 2 |
Level 3 |
Total fair value |
Assets carried at fair value |
|
|
|
|
|
|
|
|
Financial assets |
|
|
|
|
|
|
|
|
Investment securities measured at fair value through other comprehensive income |
|
|
|
|
|
|
|
|
- Corporate bonds |
53,360 |
1,855,730 |
- |
1,909,090 |
68,280 |
1,247,354 |
- |
1,315,634 |
- Foreign government treasury bills |
326,633 |
- |
- |
326,633 |
1,395,638 |
- |
- |
1,395,638 |
- Ministry of Finance of Georgia treasury bills |
- |
2,763,231 |
- |
2,763,231 |
- |
2,652,100 |
- |
2,652,100 |
- Repurchase receivables |
- |
- |
- |
- |
140,058 |
- |
- |
140,058 |
- Corporate shares |
- |
926 |
230 |
1,156 |
- |
997 |
255 |
1,252 |
Investment securities measured at fair value through profit and loss |
|
|
|
|
|
|
|
|
- Foreign exchange forwards and swaps, included in other financial assets |
- |
54,234 |
- |
54,234 |
- |
156,598 |
- |
156,598 |
Total assets recurring fair value measurements |
379,993 |
4,674,121 |
230 |
5,054,344 |
1,603,976 |
4,057,049 |
255 |
5,661,280 |
Liabilities carried at fair value |
|
|
|
|
|
|
|
|
Financial liabilities |
|
|
|
|
|
|
|
|
- Foreign exchange forwards and swaps, included in other financial liabilities |
- |
200,997 |
- |
200,997 |
- |
92,182 |
- |
92,182 |
Total liabilities recurring fair value measurements |
- |
200,997 |
- |
200,997 |
- |
92,182 |
- |
92,182 |
24. FAIR VALUE DISCLOSURES (CONTINUED)
(c) Level 3 fair value measurements
(i) Movements in Level 3 financial instruments
There were no transfers between levels 1, 2 and 3 during the period 30 June 2025 (2024: none).
(ii) Significant unobservable inputs to Level 3 financial instruments
The description of the valuation technique and the description of inputs used in the fair value measurement for level 3 measurements:
|
Valuation technique |
Significant unobservable inputs |
2025 Range |
2024 Range |
Units |
||
|
Min |
Max |
Min |
Max |
|||
Assets carried at fair value |
|
|
|
|
|
|
|
- Corporate shares |
Asset-based approach |
Book value per share |
1.00 |
33.00 |
1.00 |
33.00 |
GEL |
There were no changes in the valuation technique for the level 2 and level 3 recurring fair value measurements during the period 30 June 2025 (2024: none).
24. FAIR VALUE DISCLOSURES (CONTINUED)
(d) Assets and liabilities not measured at fair value but for which fair value is disclosed
Fair values analysed by level in the fair value hierarchy and carrying value of assets not measured at fair value are as follows:
|
30 June 2025 |
||||
in thousands of GEL |
Level 1 |
Level 2 |
Level 3 |
Total fair value |
Carrying value |
Financial assets |
|
|
|
|
|
Cash and cash equivalents |
888,275 |
2,660,566 |
- |
3,548,841 |
3,548,840 |
Due from other banks |
- |
111,130 |
- |
111,130 |
111,130 |
Mandatory cash balances with NBG and CBU |
- |
2,408,487 |
- |
2,408,487 |
2,408,487 |
Loans and advances to customers: |
|
|
|
|
|
- Corporate loans |
- |
- |
10,516,379 |
10,516,379 |
10,412,890 |
- Consumer loans |
- |
- |
5,950,535 |
5,950,535 |
5,698,726 |
- Mortgage loans |
- |
- |
5,140,398 |
5,140,398 |
5,123,647 |
- Loans to micro, small and medium enterprises |
- |
- |
6,006,646 |
6,006,646 |
5,963,465 |
Bonds carried at amortised cost |
9,043 |
252,187 |
- |
261,230 |
260,337 |
Finance lease receivables |
- |
- |
680,396 |
680,396 |
710,040 |
Other financial assets |
- |
382,550 |
- |
382,550 |
382,550 |
Non-financial assets |
|
|
|
|
|
Investment properties, at cost |
- |
- |
17,272 |
17,272 |
11,569 |
Total assets (excluding assets with no fair value hierarchy) |
897,318 |
5,814,920 |
28,311,626 |
35,023,864 |
34,631,681 |
Financial liabilities |
|
|
|
|
|
Customer accounts |
- |
13,019,193 |
10,807,483 |
23,826,676 |
23,921,726 |
Debt securities in issue |
- |
829,061 |
- |
829,061 |
829,613 |
Due to credit institutions |
- |
- |
7,180,995 |
7,180,995 |
7,181,100 |
Other financial and lease liabilities |
- |
1,047,638 |
- |
1,047,638 |
1,047,638 |
Subordinated debt |
- |
- |
1,145,710 |
1,145,710 |
1,151,490 |
Additional Tier 1 capital subordinated notes |
1,046,174 |
- |
- |
1,046,174 |
1,031,408 |
Total liabilities (excluding liability with no fair value hierarchy) |
1,046,174 |
14,895,892 |
19,134,188 |
35,076,254 |
35,162,975 |
Performance guarantees |
- |
- |
5,530 |
5,530 |
5,530 |
Financial guarantees |
- |
- |
789 |
789 |
789 |
Credit related commitments |
- |
- |
1,169 |
1,169 |
1,169 |
Total credit related commitments and performance guarantees |
- |
- |
7,488 |
7,488 |
7,488 |
*Other financial liabilities amount includes lease liabilities and dividend payable balances.
24. FAIR VALUE DISCLOSURES (CONTINUED)
|
31 December 2024 |
||||
in thousands of GEL |
Level 1 |
Level 2 |
Level 3 |
Total fair value |
Carrying value |
Financial assets |
|
|
|
|
|
Cash and cash equivalents |
862,343 |
2,185,058 |
- |
3,047,401 |
3,047,401 |
Due from other banks |
- |
45,498 |
- |
45,498 |
45,498 |
Mandatory cash balances with NBG and CBU |
- |
2,576,731 |
- |
2,576,731 |
2,576,731 |
Loans and advances to customers: |
|
|
|
|
|
- Corporate loans |
- |
- |
9,691,963 |
9,691,963 |
9,794,792 |
- Consumer loans |
- |
- |
5,075,473 |
5,075,473 |
4,954,861 |
- Mortgage loans |
- |
- |
5,005,377 |
5,005,377 |
5,098,976 |
- Loans to micro, small and medium enterprises |
- |
- |
5,860,017 |
5,860,017 |
5,835,169 |
Bonds carried at amortised cost |
14,128 |
156,291 |
- |
170,419 |
173,852 |
Finance lease receivables |
- |
- |
692,149 |
692,149 |
612,320 |
Other financial assets |
- |
279,976 |
- |
279,976 |
279,976 |
Non-financial assets |
|
|
|
|
|
Investment properties, at cost |
- |
- |
17,135 |
17,135 |
9,752 |
Total assets (excluding assets with no fair value hierarchy) |
876,471 |
5,243,554 |
26,342,114 |
32,462,139 |
32,429,328 |
Financial liabilities |
|
|
|
|
|
Customer accounts |
- |
12,952,215 |
9,826,927 |
22,779,142 |
22,863,833 |
Debt securities in issue |
- |
447,449 |
- |
447,449 |
448,064 |
Due to credit institutions |
- |
- |
7,630,517 |
7,630,517 |
7,630,850 |
Other financial and lease liabilities |
- |
491,924 |
- |
491,924 |
491,924 |
Subordinated debt |
- |
- |
1,140,070 |
1,140,070 |
1,148,374 |
Additional Tier 1 capital subordinated notes |
1,072,019 |
- |
- |
1,072,019 |
1,062,119 |
Total liabilities (excluding liability with no fair value hierarchy) |
1,072,019 |
13,891,588 |
18,597,514 |
33,561,121 |
33,645,164 |
Performance guarantees |
- |
- |
5,103 |
5,103 |
5,103 |
Financial guarantees |
- |
- |
762 |
762 |
762 |
Credit related commitments |
- |
- |
2,135 |
2,135 |
2,135 |
Total credit related commitments and performance guarantees |
- |
- |
8,000 |
8,000 |
8,000 |
*Other financial liabilities amount includes lease liabilities and dividend payable balances.
The carrying amounts of cash and cash equivalents, due from other banks, bonds carried at amortised cost, other financial assets and liabilities, subordinated debt, and credit related commitments and performance guarantees are considered to be a reasonable approximation of fair value as they are short-term in nature or reprice to current market rates frequently
The fair values in the level 2 and the level 3 of fair value hierarchy were estimated using the discounted cash flows valuation technique. The fair value of unquoted fixed interest rate instruments was calculated based on estimated future cash flows expected to be received discounted at current interest rates for new instruments with similar credit risk and remaining maturity. The fair value of investment properties was estimated using market comparatives.
Amounts due to credit institutions were discounted at the Group's own incremental borrowing rate. Liabilities due on demand were discounted from the first date that the Group could be required to pay the amount. There were no changes in the valuation technique for the level 2 and level 3 measurements of assets and liabilities not measured at fair values during the period 30 June 2025 (2024: none)
Pursuant to IAS 24 "Related Party Disclosures", parties are generally considered to be related if the parties are under common control or one party has the ability to control the other or it can exercise significant influence over the other party in taking financial or operational decisions. In considering each possible related party relationship, attention is directed to the substance of the relationship, not merely the legal form:
· The key management personnel include members of TBCG's Board of Directors, the Management Board and Executive committee team of the Bank.
· Related parties not included in key management personnel are presented in other related parties.
Transactions between TBC Bank Group PLC and its subsidiaries also meet the definition of related party transactions.
As at 30 June 2025 and 31 December 2024 the Group's outstanding balances with related parties were as follows:
in thousands of GEL |
Contractual interest rate |
Key management personnel |
Other related parties |
Associates |
|
|
|
|
|||||
30 June 2025 |
|
|
|
|
|
|
Gross amount of loans and advances to customers |
4.8%-33.0%* |
617 |
1,740 |
- |
|
|
Credit loss allowance for loans and advances to customers |
- |
- |
- |
- |
|
|
Customer accounts |
0%-12.2% |
14,526 |
34,805 |
4,165 |
|
|
31 December 2024 |
|
|
|
|
|
|
Gross amount of loans and advances to customers |
4.8%-36.0%* |
826 |
1,759 |
- |
|
|
Credit loss allowance for loans and advances to customers |
- |
- |
- |
- |
|
|
Customer accounts |
0%-12.2% |
14,064 |
40,185 |
5,798 |
|
|
*The wide interest rate range reflects differences in loan products, currencies and collateral types.
The Group's income and expense items with related parties except from key management compensation for the periods of 6 months ended 30 June 2025 and 30 June 2024 were as follows:
in thousands of GEL |
Key management personnel |
Other related parties |
Associates |
|
|||
Six months ended 30 June 2025 |
|
|
|
Interest income - loans and advances to customers |
21 |
61 |
- |
Interest expense |
377 |
839 |
212 |
Fee and commission income |
7 |
19 |
2 |
Administrative and other operating expenses (excluding staff costs) |
938 |
- |
- |
Six months ended 30 June 2024 |
|
|
|
Interest income - loans and advances to customers |
187 |
51 |
- |
Interest expense |
172 |
377 |
95 |
Fee and commission income |
7 |
70 |
2 |
Administrative and other operating expenses (excluding staff costs) |
446 |
- |
- |
25. RELATED PARTY TRANSACTIONS (CONTINUED)
The aggregate loan amounts disbursed to and repaid by related parties during periods of 6 months ended 30 June 2025 and 30 June 2024 were as follows:
in thousands of GEL |
Key management personnel |
Other related parties |
Six months ended 30 June 2025 |
|
|
Amounts disbursed to related parties during the period |
500 |
1,089 |
Amounts repaid by related parties during the period |
(698) |
(1,142) |
Six months ended 30 June 2024 |
|
|
Amounts disbursed to related parties during the period |
2,016 |
969 |
Amounts repaid by related parties during the period |
(3,322) |
(994) |
The compensation of the TBCG Board of Directors and the Bank's Management Board is presented below:
In thousands of GEL |
30 June 2025 |
30 June 2024 |
Salaries and short-term bonuses |
9,583 |
8,769 |
Equity-settled share-based compensation |
16,767 |
10,171 |
Total |
26,350 |
18,940 |
Included in salaries and bonuses for six months ended 30 June 2025, GEL 2,435 thousand (2024: GEL 1,978 thousand) relates to compensation for TBC Bank Group PLC's non-executive directors (2025: 8 persons, 2024: 8 persons).
For six months ended 30 June 2025, GEL 1,288 thousand (2024: GEL 1,110 thousand) relates to salary expense of non-executive directors for standalone TBC Bank Group PLC.
On August 7, 2025, the Board of Directors of TBC Bank Group PLC declared a quarterly cash dividend of GEL 1.75 per share for the second quarter of 2025. The record date is set for October 24, 2025, and the dividend will be paid on November 21, 2025.
A full list of related undertakings and the country of incorporation is set out below.
Company Name |
Country of incorporation |
|
|
|
|
||
|
|
|
|
TBC Bank JSC |
7 Marjanishvili Street, 0102, Tbilisi, Georgia |
|
|
United Financial Corporation JSC |
154 Agmashenebeli Avenue, 0112, Tbilisi, Georgia |
|
|
TBC Capital LLC |
11 Chavchavadze Avenue, 0179, Tbilisi, Georgia |
|
|
TBC Leasing JSC |
76M Chavchavadze Avenue, 0162, Tbilisi, Georgia |
|
|
TBC Kredit LLC |
House 71-77, 28 May Street, AZ1010, Baku, Azerbaijan |
|
|
TBC Pay LLC |
7 Marjanishvili Street, 0102, Tbilisi, Georgia |
|
|
TBC Invest-Georgia LLC |
Arik Einstein 3 , Hertzlia , Israel |
|
|
Index LLC |
129a Shalva Nutsubidze str, Tbilisi, Georgia |
|
|
TBC Insurance JSC |
24B, Al. Kazbegi Avenue, 0160, Tbilisi, Georgia |
|
|
TBC Invest International LLC |
7 Marjanishvili Street, 0102, Tbilisi, Georgia |
|
|
University Development Fund NNLE |
1 Chavchavadze Avenue, 0128, Tbilisi, Georgia |
|
|
Credit Information Bureau Creditinfo Georgia JSC |
2 Tarkhnishvili street, 0179, Tbilisi, Georgia |
|
|
Vendoo LLC |
44 Petre Kavtaradze street, 0128, Tbilisi, Georgia |
|
|
Natural Products of Georgia LLC |
Georgia, Tbilisi, Vake district, Chavchavadze Avenue |
|
|
Mobi Plus JSC |
45 Vazha Pshavela Street, 0177, Tbilisi, Georgia |
|
|
Mineral Oil Distribution Corporation JSC |
11 Tskalsadeni Street, 0153, Tbilisi, Georgia |
|
|
Georgian Card JSC |
106 Beliashvili Street, 0159, Tbilisi Georgia |
|
|
Georgian Securities Central Depository JSC |
Georgia, Tbilisi, Saburtalo district, |
|
|
The Guivy Zaldastanishvili American Academy in Tbilisi JSC |
37 Chavchavadze Avenue, 0162, Tbilisi Georgia |
|
|
United Clearing Centre JSC |
5 Sulkhan Saba Street, 0105, Tbilisi, Georgia |
|
|
Association Banking and Finance Academy of Georgia |
123, Agmashenebeli Avenue, 0112, Tbilisi, Georgia |
|
|
Tbilisi's City JSC |
15 Rustaveli Avenue, 0108, Tbilisi Georgia |
|
|
TBC Trade LLC |
11A Chavchavadze Ave, 0179, Tbilisi, Georgia |
|
|
Redmed LLC |
24B, Al. Kazbegi Avenue, 0160, Tbilisi, Georgia |
|
|
TNET LLC |
129a Shalva Nutsubidze str, Tbilisi, Georgia |
|
|
TBC Digital JSC |
10 B, Fidokor street, Mirabad district, Tashkent, 100015, Uzbekistan |
|
|
My post LLC |
129a Sh. Nutsubidze St. Vake,Tbilisi, Georgia |
|
|
Billing Solutions LLC |
14 Khelovanta St. Isani, Tbilisi, Georgia |
|
|
F Solutions LLC |
36, Kakheti Hwy, Isani-Samgori District, Tbilisi, Georgia |
|
|
Payme JSC |
10 B, Fidokor street, Mirabad district, Tashkent, 100015, Uzbekistan |
|
|
TBC Fin Service LLC |
10 B, Fidokor street, Mirabad district, Tashkent, 100015, Uzbekistan |
|
|
Marjanishvili 7 LLC |
7 Marjanishvili st. Didube-chugureti District, Tbilisi,Georgia |
|
|
JSCB TBC Bank |
10 B, Fidokor street, Mirabad district, Tashkent, 100015, Uzbekistan |
|
|
TBC Group Support LLC |
7 Marjanishvili st. Didube-chugureti District, Tbilisi,Georgia |
|
|
Tbilisi Stock Exchange JSC |
floor 2th block 8, 71 Vazha Pshavela Ave, Tbilisi, Georgia |
|
|
Georgian Stock Exchange JSC |
74a chavchavadzis avenue, vake-saburtalo, Tbilisi, Georgia |
|
|
Kavkasreestri JSC |
74a chavchavadzis avenue, vake-saburtalo, Tbilisi, Georgia |
|
|
Freeshop.ge LLC |
74 chavchavadzis avenue, vake-saburtalo, Tbilisi, Georgia |
|
|
The.ge LLC |
20 amaglebis st. old Tbilisi, Georgia |
|
|
SABA LLC |
5, Gabashvili street, vake-saburtalo Tbilisi, Georgia |
|
|
Artarea.ge LLC |
25 Al. Kazbegi Avenue, 0160, Tbilisi, Georgia |
|
|
TBC Art Gallery LLC |
6, Tsimakuridze str, Tbilisi, Georgia |
|
|
TBC Asset Management LLC |
7 Marjanishvili Street, 0102, Tbilisi, Georgia |
|
|
S.W.I.F.T SCRL |
1 Adele Avenue, B-1310, La Hulpe, Belgium |
|
|
Space International JSC |
7 Marjanishvili Street, 0102, Tbilisi, Georgia |
|
|
Space JSC |
7 Marjanishvili Street, 0102, Tbilisi, Georgia |
|
|
Diversified Credit Portfolio JSC |
7 Marjanishvili Street, 0102, Tbilisi, Georgia |
|
|
TBC International Holdings Limited |
100 Bishopsgate, C/O Law Debenture, London, England, EC2N 4AG |
|
|
Tpay LLC |
7 Marjanishvili Street, 0102, Tbilisi, Georgia |
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Globally Diversified bond fund JSC |
7 Marjanishvili Street, 0102, Tbilisi, Georgia |
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Diversified Credit Portfolio 2 JSC |
7 Marjanishvili Street, 0102, Tbilisi, Georgia |
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Diversified Credit Portfolio 3 JSC |
7 Marjanishvili Street, 0102, Tbilisi, Georgia |
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DWH CO LLC |
10 B, Fidokor street, Mirabad district, Tashkent, 100015, Uzbekistan |
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Fondy Payments LTD |
103/104 O'connell Street, Limerick, V94 At85, Ireland |
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MFO TBC Credit LLC |
10 B, Fidokor street, Mirabad district, Tashkent, 100015, Uzbekistan |
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TBC Sug'urta JSC |
Abdulla Kadyri 1, Tashkent, Uzbekistan |
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Space Intl LLC |
10 B, Fidokor street, Mirabad district, Tashkent, 100015, Uzbekistan |
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[1] 1Q and 1H 2025 financial results include a non-recurring credit impairment charge of GEL 24.6 mln (pre-tax) in Uzbekistan
[2] Note: For better presentation purposes, certain financial numbers are rounded to the nearest whole number.
[3] 1Q and 1H 2025 financial results include a non-recurring credit impairment charge of GEL 24.6 mln (pre-tax) in Uzbekistan
[4] In case of combined interest rates, interest rate is fixed for a pre-agreed term, and switches to floating interest rate after the term passes.