Citi Financial

Citigroup Inc.

Company Profile

Publication Date: 23 Mar 2010

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Asia PacificAmericasEurope, Middle East & AfricaLevel 46245 5th Avenue119 Farringdon Road2 Park Street4th FloorLondonSydney, NSW 2000New York, NY 10016EC1R 3DAAustraliaUSAUnited Kingdom

t: +61 2 8705 6900t: +1 212 686 7400t: +44 20 7551 9000f: +61 2 8088 7405f: +1 212 686 2626f: +44 20 7551 9090e: [email protected]: [email protected]: [email protected]

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Citigroup Inc. © Datamonitor

Citigroup Inc.

TABLE OF CONTENTS

Company Overview..............................................................................................4

Key Facts...............................................................................................................4

Business Description...........................................................................................5

History...................................................................................................................6

Key Employees.....................................................................................................9

Key Employee Biographies................................................................................11

Major Products and Services............................................................................19

Revenue Analysis...............................................................................................21

SWOT Analysis...................................................................................................22

Top Competitors.................................................................................................27

Company View.....................................................................................................28

Locations and Subsidiaries...............................................................................36


Citigroup Inc.TABLE OF CONTENTS

COMPANY OVERVIEW

Citigroup (or ‘the group’) is one of the most diversified financial services company in the world. Thegroup’s product portfolio includes retail banking, corporate banking, investment banking and assetmanagement. The group has operations in 140 countries spanning North America, Latin America,Asia, Europe, the Middle East and Africa. Citigroup is headquartered in New York City, New Yorkand employs about 265,000 people.

The group recorded revenues of $80,285 million in the financial year (FY) ended December FY2009,an increase of 55.67% over FY2008. The group recorded operating loss of $7,799 million FY2009,as compared to operating loss of $52,355 million in FY2008. The group recorded net loss of $1,606million FY2009, as compared to a net loss of $27,684 million in FY2008. t.

KEY FACTS

Citigroup Inc.Head OfficeCitigroup Inc.399 Park AvenueNew YorkNew York 10043USA

1 212 559 1000Phone

Fax

http://www.citigroup.comWeb Address

80,285.0Revenue / turnover(USD Mn)

DecemberFinancial Year End

265,000Employees

CNew York Ticker


Citigroup Inc.Company Overview

BUSINESS DESCRIPTION

Citigroup is a leading financial services group operating in over 100 countries. The group’s principalofferings include consumer finance, mortgage lending, retail banking products and services,investment banking, wealth management, cash management, trade finance and e-commerce productsand services, and private banking products and services.

The group’s activities are conducted through four business segments: regional consumer banking,institutional clients group (ICG), Citi Holdings and corporate/other business segments.

The regional consumer banking segment includes a global, full service consumer franchise deliveringa wide array of banking, credit card lending, and investment services through a network of localbranches, offices and electronic delivery systems.

The businesses included in ICG segment provide corporations, governments, institutions and investorsin approximately 100 countries with a broad range of banking and financial products and services.

The Citi Holdings segment is composed of the Brokerage and Asset Management, Local ConsumerLending and Special Asset Pool.

Corporate/Other includes net treasury results, unallocated corporate expenses, offsets to certainline-item reclassifications (eliminations), the results of discontinued operations and unallocated taxes.


Citigroup Inc.Business Description

HISTORY

Citigroup was formed by the merger of Travelers Group and Citicorp in 1998. The group grewinorganically in the years that followed. In 1999, Citigroup acquired Mellon Bank's credit card businessthat included a portfolio of $1.9 billion in credit card receivables. Following that, the group acquireda $558 million loan portfolio and 128 consumer finance branch offices from Associates First Capital.At the same time, Citigroup acquired Santiago, a Chile-based Financiero Atlas, a consumer financecompany with 65 branches throughout Chile and $460 million in assets.

Inorganic growth continued in 2000, when Salomon Smith Barney, a subsidiary of the group, acquiredthe investment banking businesses of Schroder. The acquisition was valued at $2.2 billion and itdoubled Citigroup's investment banking and equities business in Europe.

In 2001, Citigroup purchased AST StockPlan, a provider of stock benefit plan services. The groupcompleted the acquisition of European American Bank from ABN Amro Bank. In Mexico, Citigroupacquired Grupo Financiero Banamex-Accival.

Citigroup acquired Golden State Bancorp, the parent company of First Nationwide Mortgage andCal Fed, in 2002. The transaction enabled Citibank to expand its retail distribution franchise inCalifornia and Nevada, and added approximately 1.5 million new customers.

The group collaborated with a Chinese bank in 2003 to enter China's credit card market. Citigroupalso acquired a 5% shareholding in the Chinese commercial bank Shanghai Pudong DevelopmentBank (SPDB). In 2002, Citigroup had to bear a fine of $400 million over a conflict of interest betweenits investment banking and research segments. This fine settled all regulatory accusations againstthe group and was the largest payout in the industry.

Citigroup acquired a $29 billion portfolio of private label and credit card receivables from Sears at$3 billion premium in 2003. The acquisition included Sears' financial products business and creditcard facilities. In addition, the two companies signed a multi-year marketing and servicing agreementacross a range of their businesses, products and services.

The group sold its Smith Barney index business to Standard & Poor's in 2003. Following that, thegroup acquired the consumer finance subsidiary of Washington Mutual, for $1.3 billion in cash. Theacquisition included more than 400 offices in 25 states, primarily in the southeast and southwest ofthe US.

In 2004, Citigroup acquired a majority stake in Nikko Cordial, a Japanese stockbroker. In the sameyear, Citibank Overseas Investment Corporation, a subsidiary, purchased KorAm Bank for about$2.7 billion. The group settled a class-action lawsuit filed by shareholders of the bankrupt telecomsgroup, WorldCom, for $2.7 billion. The group was sued by WorldCom investors over Salomon SmithBarney brokerage unit's close relationship with the bankrupt WorldCom. WorldCom went bankruptin 2002, after it was revealed that the group had misstated earnings and was engaged in a large


Citigroup Inc.History

scale accounting fraud. Around the same time, Citigroup purchased the mortgage banking businessof the Principal Financial Group, an Iowa-based financial services company, for around $1.3 billion.

Citigroup, along with HSBC and Banco Bilbao Vizcaya Argentaria (BBVA), gave back $830 millionof Mexican bonds to the government of Mexico, in 2004. These companies received those bondsfrom local Mexican units in the 1995, for funding the defaulted loans by the government of Mexico.In Japan, Citigroup shut down its Japanese private banking operations for violating banking laws.In 2004, Citigroup and Goldman Sachs announced that they would market a $5.8 billion loan forCemex to other lenders.

The group paid $2 billion to settle a law suit over its role in Enron's accounting fraud in 2005. In thesame year, Citigroup sold Travelers Life & Annuity and substantially all of its international insurancebusinesses to MetLife for $11.8 billion. Subsequently, Citigroup sold its asset management businessto Legg Mason in exchange for Legg Mason's broker-dealer business, in 2005.

In 2006, Citigroup established 1,165 new Citibank and consumer finance branches (862 in theinternational sector and 303 in the US). The group launched Citibank Direct, an e-banking businessin 2006, which garnered $12 billion in deposits in its first year. The group partnered with 7-Elevento add 5,500 ATMs throughout the US, and 200 other retail and consumer finance branches openedglobally.

Citigroup acquired a 20% equity stake in Akbank, a bank in Turkey, for approximately $3.1 billion inJanuary 2007. In March 2007, Citigroup acquired Grupo Financiero Uno (GFU), a consumer financebusiness in Central America. Following that, the group acquired Quilter, a wealth advisory firm fromMorgan Stanley. In May 2007, Citigroup acquired Egg Banking the world’s largest pure online bankand one of the UK’s leading online financial services providers, from Prudential. Citigroup acquiredGrupo Cuscatlan's banking, insurance, and other financial activities in May 2007. Grupo Cuscatlanis a leading financial group in Central America with operations in El Salvador, Guatemala, CostaRica, Honduras and Panama.

Citibank Japan, a locally incorporated bank subsidiary in Japan, commenced operations in 2007 byassuming all of the banking operations formerly conducted by Citibank, through its Japan-basednetwork of 30 branches and sub-branches. Following that, Citigroup acquired Old Lane Partners, aglobal, multi-strategy hedge fund and a private equity fund with total assets under management andprivate equity commitments of approximately $4.5 billion. Around the same time, Citigroup andQuinenco entered a strategic partnership that gave Citigroup the option to acquire up to 50% ofLQIF, the holding company through which Quinenco controlled Banco de Chile. Citigroup acquiredThe BISYS Group for approximately $1.4 billion, in an all-cash transaction in 2007. Subsequently,the group sold the retirement and insurance services divisions of BISYS to affiliates of JC Flowers.Citigroup’s markets and banking division acquired Automated Trading Desk (ATD), a leader inelectronic market making. Subsequently, Citigroup formed a new business segment named,institutional clients group, by combining markets and banking, and alternative investments businesses.Citigroup’s shares were listed on the Tokyo Stock Exchange (TSE) under the name ‘Citi’.



In 2008, Citigroup completed the merger of Nikko Cordial Corporation into Citigroup Japan Holdings,with the surviving entity known as Nikko Citi Holdings Inc. In July 2008, ING Groep N.V. acquiredCitiStreet LLC from Citigroup Inc. and State Street Corporation. Citigroup Inc. added $40 billion ofcapital benefit through agreement with US Treasury, Federal Reserve, and FDIC. Citigroup Inc.announced the successful completion of the sale of Citibank Privatkunden AG & Co. KGaA, itsGerman retail banking operation, and certain of its affiliates, to Crédit Mutuel-CIC, a French bankinggroup. Citigroup Inc. completed the sale of Citigroup Global Services Limited to Tata ConsultancyServices (TCS), for all cash consideration of $512 million. In January 2009, Citigroup Inc. completedthe sale of Citigroup Technology Services Ltd. (India) to Wipro Technologies, the global IT servicesbusiness of Wipro Limited, for all cash consideration of $127 million. In February 2009, CitiFinancial,a unit of Citigroup Inc., stopped financing automobile purchases in India and decided to shut around280 branches. Morgan Stanley and Citi launched their Morgan Stanley Smith Barney joint venturein June 2009.

Citi announced the sale of its entire ownership interest of three North American partner credit cardportfolios representing approximately $1.3 billion in managed assets, in August 2009. Citi soldNikkoCiti Trust and Banking Corporation to Nomura Trust & Banking in October 2009. Citi signed adefinitive agreement to sell its Diners Club North America card business to BMO Financial Group(BMO) in November 2009.



KEY EMPLOYEES

CompensationBoardJob TitleName

128751 USDExecutive BoardChief Executive OfficerVikram Pandit

240000 USDExecutive BoardChairman of the ExecutiveCommittee

Richard D. Parsons

228162 USDNon Executive BoardDirectorC Michael Armstrong

240000 USDNon Executive BoardDirectorAlain J P Belda

266250 USDNon Executive BoardDirectorJohn M Deutch

236250 USDNon Executive BoardDirectorJerry A. Grundhofer

137500 USDNon Executive BoardDirectorTimothy C. Collins

212500 USDNon Executive BoardDirectorRobert L. Joss

285000 USDNon Executive BoardDirectorAndrew N Liveris

242500 USDNon Executive BoardDirectorAnne Mulcahy

218750 USDNon Executive BoardDirectorMichael E. O'Neill

275000 USDNon Executive BoardDirectorLawrence R. Ricciardi

240000 USDNon Executive BoardDirectorJudith Rodin

275000 USDNon Executive BoardDirectorRobert L. Ryan

205000 USDNon Executive BoardDirectorAnthony M. Santomero

112500 USDNon Executive BoardDirectorDiana L. Taylor

168750 USDNon Executive BoardDirectorWilliam S. Thompson

Senior ManagementChief Executive Officer, CentralAmerica and the Caribbean

Raul Anaya

Senior ManagementChief Executive Officer, Central andEastern Europe

Shirish Apte

Senior ManagementChief Compliance Officer, CitiCindy Armine

Senior ManagementChief Executive Officer, ConsumerFinance for Citi Holdings

George Awad

Senior ManagementChief Risk Officer, Global ConsumerGroup and Citibank N.A

Suneel Bakhshi

Senior ManagementChief Innovation OfficerDeborah Hopkins

Senior ManagementChairman, Institutional ClientsGroup

Michael Klein

Senior ManagementChief Executive Officer, Mexico andLatin America

Manuel Medina Mora


Citigroup Inc.Key Employees

CompensationBoardJob TitleName

Senior ManagementGlobal Head of Consumer Strategyand Chief Executive Officer ofConsumer Banking in North America

Teresa A. Dial

Senior ManagementChief Executive Officer, InstitutionalClients Group

John Havens


Citigroup Inc.Key Employees

KEY EMPLOYEE BIOGRAPHIES

Vikram Pandit

Board: Executive BoardJob Title: Chief Executive OfficerSince: 2007Age: 52

Mr. Pandit has been the Chief Executive Officer of Citigroup since 2007. Previously he was theChairman and Chief Executive Officer of Citi Institutional Clients Group. He was formerly a foundingMember and Chairman of the Members Committee of Old Lane, a multi-strategy hedge fund andprivate equity fund manager that was acquired by Citigroup in 2007. Prior to forming Old Lane, Mr.Pandit was President and Chief Operating Officer of Morgan Stanley's institutional securities andinvestment banking business and was a member of the firm's Management Committee. Mr. Panditserves on the Boards of Columbia University, Columbia Business School, the Indian School ofBusiness, and Trinity School. He is a former Board Member of NASDAQ, the New York CityInvestment Fund, and the American India Foundation.

Richard D. Parsons

Board: Executive BoardJob Title: Chairman of the Executive CommitteeSince: 2010Age: 61

Mr. Parsons has been the Chairman of the Executive Committee of Citigroup since 2010. He hasserved as Chairman of Time Warner Inc. from 2003 to present, Chief Executive Officer from 2002to present, Co-Chief Operating Officer from 2001 to 2002, Director of Time Warner Inc. (orpredecessor) from 1991 to present.

C Michael Armstrong

Board: Non Executive BoardJob Title: DirectorSince: 1989Age: 70

Mr. Armstrong has been a Director of Citigroup since 1989. He has been the Chairman of JohnsHopkins Medicine, Health Systems and Hospital since July 2005. Prior to that, he was the Chairmanof Comcast Corporation from 2002 to 2004. He was Chairman and Chief Executive Officer of AT&T


Citigroup Inc.Key Employee Biographies

during 1997 to 2002, preceded by Chairman and Chief Executive Officer, Hughes ElectronicCorporation.

Alain J P Belda


Mr. Belda has been a Director of Citigroup since 1997. He has been the Chairman and Chief ExecutiveOfficer of Alcoa since 2001. He also held the role of President during 1997 to 2001. From 1997 to1999 he was Chief Operating Officer of Alcoa and prior to that he was Vice Chairman from 1995 to1997. Having joined Alcoa in 1969, he held various other senior management roles including ExecutiveVice President; President, Alcoa Latin America; Vice President; and President, Alcoa Aluminio.

John M Deutch


Mr. Deutch has been a Director of Citigroup and its predecessor since 1996. He has been a Professorat Massachusetts Institute of Technology since 1990. Prior to his current position he held variousdefense and academic positions including Director of Central Intelligence; Deputy Secretary, U.S.Department of Defense; Under Secretary, U.S. Department of Defense; Professor of Chemistry,MIT; Dean of Science, MIT; Under Secretary, U.S. Department of Energy; and Director, EnergyResearch of the U.S. Department of Energy.

Jerry A. Grundhofer


Mr. Grundhofer has been a Director at Citigroup since 2009. He is director of Ecolab Inc. PreviousDirectorships within the last five years: The Midland Company, Inc. and Lehman Brothers Inc.

Timothy C. Collins

Board: Non Executive Board



Job Title: DirectorSince: 2009Age: 53

Mr. Collins has been a Director at Citigroup and its predecessor since 2009. Previously, Mr. Collinsheld executive positions with Onex Corporation, Lazard Freres & Company, Booz Allen & Hamiltonand Cummins Engine Company.

Robert L. Joss


Mr. Joss has been a Director at Citigroup since 2009. He is Dean and Professor of the GraduateSchool of Business at Stanford University. His other directorships include Bechtel Group, Inc.,Makena Capital Management, and Macquarie DDR Management Ltd.

Andrew N Liveris


Mr. Liveris has been a Director of Citigroup since 2005. He has been the Chairman, Chief ExecutiveOfficer and President of Dow Chemical Company since 2006. He joined The Dow Chemical Companyin 1976.

Anne Mulcahy


Ms. Mulcahy has been a Director of Citigroup since 2004. She has been the Chairman and ChiefExecutive Officer of Xerox Corporation since 2002. After joining the Xerox in 1976, she went on tohold senior management positions in the company including President and Chief Operating Officer,and President of General Markets Operations. Her other Directorships include Fuji Xerox Companyand Target Corporation.



Michael E. O'Neill


Mr. O'Neill has been a Director at Citigroup since 2009. He has been Chairman, Chief ExecutiveOfficer and Director of Bank of Hawaii Corporation. Mr. O'Neill is also a Director at FT Ventures.

Lawrence R. Ricciardi


Mr. Ricciardi has been a Director of Citigroup since 2008. Prior to this served in numerous seniorpositions at IBM from 1995 to 2002, including Chief Financial Officer. Mr. Ricciardi is a member ofthe board of directors of Royal Dutch Shell, PLC and is a member, and has served as Chair, of theAudit Committee.

Judith Rodin


Ms. Rodin has been a Director of Citigroup since 2004. She has been the President of RockefellerFoundation since 2005. She is also President Emerita of University of Pennsylvania. Prior to that,she was President of University of Pennsylvania from 1994 to 2004 and Provost at Yale Universityfrom 1992 to 1994.

Robert L. Ryan


Mr. Ryan has been a Director of Citigroup since 2007. He is retired Chief Financial Officer ofMedtronic. Prior to that, he was Vice President, Finance and Chief Financial Officer of Union Texas



Petroleum Corporation from 1984 to 1993. He was also a Vice President, Citibank, during 1975 to1982.

Anthony M. Santomero


Mr. Santomero has been a Director at Citigroup since 2009. He is the former President of FederalReserve Bank of Philadelphia, Senior Advisor, McKinsey & Company from 2006 to 2008.

Diana L.Taylor


Ms. Taylor has been a Director at Citigroup since 2009. She is the former Superintendent of Banksfor the New York State Banking Department, and currently serves as Managing Director of WolfensohnCapital Partners.

William S.Thompson


Mr. Thompson has been a Director at Citigroup since 2009. He was the Chief Executive Officer ofPacific Investment Management Company (PIMCO), and Salomon Brothers Inc. Currently, he isalso a Director of Pacific Life Corporation.

Raul Anaya

Board: Senior ManagementJob Title: Chief Executive Officer, Central America and the CaribbeanSince: 2008

Mr. Anaya has been the Chief Executive Officer at Citigroup’s Central America and the Caribbeanoperations since 2008. Previous to this, he was the Chief Executive Officer of Latin America, Citigroup



Global Consumer Group. Earlier, Mr. Anaya was Executive Director in Charge of Consumer Assetsat Banamex in Mexico

Shirish Apte

Board: Senior ManagementJob Title: Chief Executive Officer, Central and Eastern EuropeSince: 2008

Mr. Apte has been the Chief Executive Officer of Citigroup’s Central and Eastern Europe operationssince 2008. Previously he was the Chief Executive Officer of Central and Eastern Europe, MiddleEast and Africa (CEEMEA) Citi Markets and Banking since 2003. Previously he was Country BusinessManager for Citi Markets and Banking Business in Citibank Handlowy in Poland. He has more than25 years experience with Citigroup. He started as a Relationship Manager with Citibank India wherehe covered the pharmaceutical industry among other industry relationships. He also held variousassignments in corporate banking, risk management, and corporate finance investment bankingbefore becoming markets and banking head in India.

Cindy Armine

Board: Senior ManagementJob Title: Chief Compliance Officer, Citi

Ms. Armine is the Chief Compliance Officer of Citigroup. With more than 28 years at Citi and itspredecessor firms, Cindy has been a leader in the Compliance organization for more than 14 years.During the span of her career, she has overseen the Compliance functions of Citi Private Bank,Smith Barney, Citi Investment Research, and the U.S. Corporate & Investment Bank.

George Awad

Board: Senior ManagementJob Title: Chief Executive Officer, Consumer Finance for Citi Holdings

Mr. Awad is the Chief Executive Officer of Consumer Finance for Citi Holdings. He previously heldthe positions of Chief Executive Officer, North America Cards and Chief Executive Officer of Citi'sGlobal Consumer Group in Europe, Middle East and Africa (EMEA).

Suneel Bakhshi

Board: Senior ManagementJob Title: Chief Risk Officer, Global Consumer Group and Citibank N.A



Mr. Bakhshi is the Chief Risk Officer of Global Consumer Group and Citibank N.A. In the five yearsbefore being appointed to Risk in 2008, he has held several senior banking roles, heading Citi'sGlobal Commercial Bank, the Emerging Markets Corporate Bank, as well as Emerging MarketsLocal Finance for Citigroup International.

Deborah Hopkins

Board: Senior ManagementJob Title: Chief Innovation OfficerSince: 2008Age: 53

Ms. Hopkins has been the Chief Innovation Officer of Citigroup since 2008. She is also ManagingDirector and Senior Advisor of the group’s institutional clients group. From 2003 to 2005, she wasChief Operations & Technology Officer and Chief Information Security Officer. Prior to that, she wasHead of corporate strategy, mergers and acquisitions. Ms. Hopkins also has held senior level positionsat several global companies, including Chief Financial Officer for The Boeing Company and LucentTechnologies. Prior to that, Ms. Hopkins was Vice President of Finance for General Motors Europeand a member of GM's European Strategy Board. Between 2000 and 2005, she was a member ofthe Board of Directors for DuPont.

Michael Klein

Board: Senior ManagementJob Title: Chairman, Institutional Clients GroupSince: 2008

Mr. Klein has been Chairman of Institutional Clients Group of Citigroup since 2008. Mr. Klein wasmost recently Chairman and Co-Chief Executive Officer of CMB, with primary responsibilities forcorporate client coverage and Global Transaction Services across Citigroup. He was previouslyChief Executive Officer of global banking, a position he held since the group's inception in February2004. Prior to this, he was Chief Executive Officer of CMB for Europe, Middle East and Africa. Inearly 1999, he was given responsibility for the expansion of the firm's European investment bankingbusiness. Since 1987, and prior to becoming Co-Head of the global investment bank, he has beenresponsible for the firm's global financial entrepreneurs and private equity groups.

Teresa A. Dial

Board: Senior ManagementJob Title: Global Head of Consumer Strategy and Chief Executive Officer of Consumer Banking inNorth AmericaSince: 2008Age: 58



Ms. Dial has been Global Head of Consumer Strategy and Chief Executive Officer of ConsumerBanking in North America of Citigroup since 2008. Previously, she has led two very successfulconsumer banking operations Wells Fargo Bank in the US and Lloyds TSB UK Retail Banking.

John Havens

Board: Senior ManagementJob Title: Chief Executive Officer, Institutional Clients GroupSince: 2008

Mr. Havens has been the Chief Executive Officer of Institutional Clients Group of Citigroup since2008. He was formerly the Chief Executive Officer of CAI. Prior to joining CAI, Mr. Havens was afounder and Partner of Old Lane, a multi-strategy hedge fund and private equity fund manager thatwas acquired by Citigroup in 2007. Before forming Old Lane in 2005, Mr. Havens was Head ofInstitutional Equity at Morgan Stanley and a member of the firm's Management Committee.



MAJOR PRODUCTS AND SERVICES

Citigroup is one of the most diversified financial services company in the world. The company's key products and services include the following:

Global consumer group:

Auto loansChecking servicesCredit cardsReal estate loansExpatriate bankingLeasingOff-shore investments and bankingOnline bankingPersonal loansPrivate bankingRetirement solutionsSavings

Corporate and investment banking services:

Cash management, trade and treasuryCommercial cardsCurrency paymentsGlobal fixed incomeGlobal foreign exchangeGlobal futuresGlobal investment bankingGlobal transaction servicesPrivate label credit card programsTrade service and financeTreasury solutions

Global wealth management:

Securities servicesDepositary receiptsFund administrationFund and portfolio accountingGlobal custodyMutual fundsRetirement planningTransfer agency and shareholder services


Citigroup Inc.Major Products and Services


Citigroup Inc.Major Products and Services

REVENUE ANALYSIS

The group recorded revenues of $80,285 million in the financial year (FY) ended December FY2009,an increase of 55.67% over FY2008.

The group generates revenues through its four business divisions: ICG (41.2% of total revenue inFY2009), Citi Holdings (33.7%), regional consumer banking (25.1%), and corporate*.

Revenues by Division

In FY2009, the ICG division recorded revenues of $37,435 million, an increase of 7.3% over FY2008.

The Citi Holdings division recorded revenues of $30,635 million in FY2009, compared to net revenueexpense of $6,698 million in FY2008.

The regional consumer banking division recorded revenue of $22,771 million in FY2009, a decreaseof 11.3% over FY2008.

The corporate/other division recorded net revenue expenses of $10,556 million in FY2009, ascompared with net revenue expenses of $2,258 million in FY2008.


Citigroup Inc.Revenue Analysis

SWOT ANALYSIS

Citigroup (or ‘the group’) is one of the most diversified financial services company in the world. Thegroup’s product portfolio includes retail banking, corporate banking, investment banking and assetmanagement. The group has operations in 140 countries spanning North America, Latin America,Asia, Europe, the Middle East and Africa. Strong franchise and a suit of sub-brands provide thegroup with a competitive advantage and enable it to tap opportunities across various geographicmarkets. However, increasing FDIC insurance premiums and likely regulatory changes could hurtCitigroup’s profitability.

WeaknessesStrengths

Significant risk positions held in CitiHoldings

Global franchise model with a strong brandsuite yielding larger mandates

Termination of loss sharing agreement withthe government substantially increasing therisk profile

Deep cost focus bringing technological andoperational restructuring initiativesImproved financial strength

ThreatsOpportunities

Regulatory changes regarding ‘activefinancing exception’ could increase taxexpenses

Restructuring efforts likely to help in tappingopportunities betterJoint venture with Morgan Stanley likely tohelp benefitting from growth in global wealthmanagement

Increases in FDIC insurance premiums andother proposed fees likely to affect margins

Launch of innovative products and servicescould increase client loyalty and businessvolumes

Limitations imposed by deferred tax assets(DTA) regulations

Strengths

Global franchise model with a strong brand suite yielding larger mandates

The group’s competitive advantage is its strong franchise across the globe.The group has a presencein about 140 countries. Citigroup has the world's largest financial services network, and it is theworld's largest bank by revenues as of 2008. The group’s strong franchise value is evident frombrand ranking. The group’s brand was ranked seventh largest accounting for 27% of its market cap($36,498 million in 2009). Apart from its primary brand i.e., Citi, the group owns significant sub brandssuch as Banamex, Citi Smith Barney, and Egg. The group’s strong franchise value and sub-brandshelp it win large mandates, especially by its Institutional Clients Group (ICG), and Global WealthManagement businesses.


Citigroup Inc.SWOT Analysis

Deep cost focus bringing technological and operational restructuring initiatives

The group continued the cost cutting plans in 2009 which were initiated in 2009. In 2008, Citigroupundertook several cost reduction initiatives. For instance, in the fourth quarter of 2008, the grouprecorded restructuring charges of $1.797 billion pretax related to the implementation of are-engineering plan. In addition, during 2008, several businesses initiated their own re-engineeringprojects to reduce expenses. In addition to these measures, the group sold some of its non-corebusinesses like German retail banking operations, CitiCapital, Upromise Cards Portfolio, and CitiStreetamong others. In 2009, the group reduced annual expenses by $11 billion. Throughout the group,there were stringent new cost controls in place, and the size of the enterprise was steadily reducedby the divestiture of non-core assets in Citi Holdings. In addition, it also lowered headcount by nearly110,000 since the peak in 2007. Moreover, efforts to centralize operations and technology, as wellas other functions, contributed to new efficiencies and clearer accountability for performance. As aresult, Citi’s ongoing operating expenses declined in the fourth quarter of 2009 to $12.3 billion,compared to $15.1 billion (excluding the goodwill impairment charge) in the fourth quarter of 2008and $15.7 billion in the fourth quarter of 2007.

Improved financial strength

Citi substantially improved its financial strength over the last few months. While Citi started the year2009 as a Troubled Asset Relief Program (TARP) institution receiving ‘exceptional financialassistance,’ by the end of the year its capital and liquidity positions were among the strongest in thebanking world. The group repaid TARP and exited the loss-sharing agreement with the USgovernment.Tier 1 Common rose by nearly $82 billion to more than $104 billion, with a ratio of 9.6%,and it had a Tier 1 Capital Ratio of 11.7% at the end of 2009 – one of the highest in the industry.Structural liquidity, at 73%, was in excellent shape. The allowance for loan loss reserves stood at$36 billion or 6.1% of loans. Worldwide, deposits grew by 8% to $836 billion. The other essentialcomponent of Citi’s revived financial strength has been a large reduction in its risk exposure. By end2009, the group had reduced assets on its balance sheet by half a trillion dollars, or 21%, from peaklevels in the third quarter of 2007.This includes a substantial decline in its riskiest assets over thoseyears. Improved financial strength could enable the group to withstand market volatility in the comingyears.

Weaknesses

Significant risk positions held in Citi Holdings

Citi Holdings contains businesses and portfolios of assets that Citigroup has determined are notcentral to its core Citicorp business.These noncore businesses tend to be more asset-intensive andreliant on wholesale funding and also may be product-driven rather than client-driven. Citi intendsto exit these businesses as quickly as practicable yet in an economically rational manner throughbusiness divestitures, portfolio run-off and asset sales. In 2009, Citi Holdings division recorded netloss of $8,266 million. The group reduced the assets held in Citi Holdings from $715 billion at the



end of 2008 to $547 billion at the end of 2009. Still, this division holds substantial risky assets whichcould affect the overall group’s performance as was seen in the year 2009.

Termination of loss sharing agreement with the government substantially increasing the risk profile

Citi terminated its loss sharing agreement with the government in December 2009. The agreementcovered a specified pool of assets, with the US Treasury, FDIC and the Federal Reserve Bank ofNew York. The termination of loss sharing agreement increases profitability by limiting preferreddividend outgo. However, the termination substantially increases risk held by the group which couldaffect the group’s financial performance and health in the coming periods.

Opportunities

Restructuring efforts likely to help in tapping opportunities better

Citigroup has realigned its structure into two operating units—Citicorp and Citi Holdings.This structurehighlights the value of its core franchise and reflects the rapid and dramatic changes in fundingmarkets, operating models, and client needs. In the new structure, Citicorp is the global bank forbusinesses and consumers. Citicorp consists of the Global Institutional Bank, which includes GlobalTransaction Services, Corporate and Investment Bank, Citi Private Bank, and the Retail Bank. TheRetail Bank includes regional consumer and commercial banking and card franchises around theworld. Approximately two thirds of Citicorp’s balance sheet is deposit-funded. It has relatively low-risk,high-return assets and it operates in the fastest-growing areas of the world. Citi Holdings includessome businesses that have strong market positions but are not central to the group’s core operatingstrategy. Citi Holdings is made up of brokerage and asset management; consumer finance, mortgageloans, and private label credit cards; and a special asset pool. Approximately one third of the group’sheadcount supports Citi Holdings and it includes the $301 billion of assets covered by its loss-sharingagreement with the US government. The clear demarcation of business operations is expected tohelp the group identify which businesses generate excess returns and which do not. Moreover, thisdemarcation makes middle and top management accountable to the performance of their businessunits.

Joint venture with Morgan Stanley likely to help benefitting from growth in global wealth management

On January 13, 2009, Citigroup reached a definitive agreement to sell its Smith Barney business,which includes Smith Barney in the US, Smith Barney in Australia and Quilter in the U.K., to a jointventure to be formed with Morgan Stanley in exchange for a 49% stake in the joint venture and anupfront cash payment of $2.7 billion from Morgan Stanley. The joint venture, to be called MorganStanley Smith Barney, will combine the sold businesses with Morgan Stanley’s Global WealthManagement Group. It will not include Citi Private Bank, Nikko Cordial Securities or Citigroup’s bankbranch-based financial advisors. The joint venture’s combined businesses have more than 20,000financial advisors, 1,000 offices, $1.7 trillion in client assets at December 31, 2008, $14.9 billion in2008 pro forma combined revenues, and $2.8 billion in 2008 pro forma combined pretax profit. Upon



closing, and following the cash payment of $2.7 billion from Morgan Stanley to Citigroup, MorganStanley will own 51% and Citi will own 49% of the joint venture. Morgan Stanley and Citi will havevarious purchase and sale rights for the joint venture, but Citi is expected to retain the full amountof its stake at least through year three and to continue to own a significant stake in the joint ventureat least through year five. The transaction, which is subject to and contingent upon regulatoryapprovals and other customary closing conditions, is expected to close in the third quarter of 2009.At closing, and based on current estimates of the fair value of the joint venture, Citigroup couldrecognize a pretax gain of approximately $9.5 billion (approximately $5.8 billion after tax) and alsogenerate approximately $6.5 billion of tangible common equity.

Launch of innovative products and services could increase client loyalty and business volumes

Citi is known for many initiatives that showcase its lead role in banking innovation. For example, inJapan, its new ‘Ubiquity’ bank branches offer a fascinating model of the high-tech innovations thatclients everywhere are starting to expect from state-of-the-art banking services. Worldwide, thegroup intends to deploy an integrated banking and cards platform that gives the group a 360-degreeview of its clients’ needs and relationships with it. In addition, Citi is developing mobile consumerbanking in most markets. The strength and scope of its global network enable the group to scale upinnovations quickly around the world. It can take a new product, service or technology in one countryand readily integrate it into others. The launch of such new products and services is expected tohelp the group retain client interest in the group and also contribute to revenue and profit expansion.

Threats

Regulatory changes regarding ‘active financing exception’ could increase tax expenses

Regulatory changes regarding ‘active financing exception’ are anticipated in 2010. Tax expensesof financial institutions such as Citigroup tax expenses could increase in 2010. The group’s taxprovision has historically been reduced because active financing income earned and indefinitelyreinvested outside the US is taxed at the lower local tax rate rather than at the higher US tax rate.Such reduction has been dependent upon a provision of the US tax law that defers the impositionof US taxes on certain active financial services income until that income is repatriated to the US asa dividend. This ‘active financing exception’ expired on December 31, 2009, and while it has beenscheduled to expire on five prior occasions and has been extended each time, there can be noassurance that the exception will continue to be extended.The Obama Administration’s 2011 budgetproposal includes a two-year extension of the active financing exception. In addition, the U.S. Houseof Representatives has passed a one-year extension of the exception that is now pending a vote inthe US Senate. In the event this exception is not extended beyond 2009, the US tax imposed onCiti’s active financing income earned outside the US would increase, which could further result inCiti’s tax expense increasing significantly.

Increases in FDIC insurance premiums and other proposed fees likely to affect margins



Federal Deposit Insurance Corporation (FDIC) insurance premiums increased in the last twelve toeighteen months as higher levels of bank failures in 2008 and 2009 have dramatically increasedresolution costs of the FDIC and depleted the deposit insurance fund. In order to maintain a strongfunding position and restore reserve ratios of the deposit insurance fund, the FDIC has increased,and may further increase in the future, assessment rates of insured institutions. In November 2009,the FDIC adopted a rule requiring banks to prepay three years of estimated premiums to replenishthe depleted insurance fund, which Citigroup paid in the fourth quarter of 2009. There have alsobeen proposals to change the basis on which these assessment rates are determined. Moreover,the Obama Administration has suggested the imposition of other fees on banking institutions. If thereare additional bank or financial institution failures, Citigroup may be required to pay even higherFDIC premiums than the recently increased levels. These announced increases and prepayments,and any future increases or other required fees, could adversely impact Citigroup’s earnings.

Limitations imposed by deferred tax assets (DTA) regulations

Citigroup’s ability to utilize its DTAs to offset future taxable income may be significantly limited ifCitigroup experiences an 'ownership change' as defined in Section 382 of the Internal RevenueCode of 1986, as amended (the Code). In general, an ownership change will occur if there is acumulative change in Citigroup’s ownership by '5-percent shareholders' (as defined in the Code)that exceeds 50 percentage points over a rolling three-year period. The common stock issuedpursuant to the exchange offers in July 2009, and the common stock and tangible equity units issuedin December 2009 as part of Citigroup’s TARP repayment, did not result in an ownership changeunder the Code. However, these common stock issuances have materially increased the risk thatCitigroup will experience an ownership change in the future. On June 9, 2009, the Board of Directorsof Citigroup adopted a Tax Benefits Preservation Plan.This Plan is subject to shareholders’ approvalat the 2010 Annual Meeting. The purpose of the Plan is to minimize the likelihood of an ownershipchange occurring for Section 382 purposes. Despite adoption of the Plan, future transactions inCitigroup stock that may not be in its control may cause Citigroup to experience an ownership changeand thus limit its ability to utilize its DTAs, as well as cause a reduction in Citigroup’s tangible commonequity and stockholders’ equity. As of December 31, 2009, Citigroup had recognized net DTAs ofapproximately $46.1 billion, which are included in its tangible common equity (TCE). Non-compliancewith the ownership change code could lead to downward revaluation in DTA assets and thus couldaffect the group’s TCE.



TOP COMPETITORS

The following companies are the major competitors of Citigroup Inc.

Bank of America CorporationCredit Suisse GroupDeutsche Bank AGJP Morgan Chase & CoUBS AGFortisGoldman Sachs GroupHSBC Holdings plcING Groep N.V.U.S. BancorpWells Fargo & CompanyBNP Paribas GroupGE Money


Citigroup Inc.Top Competitors

COMPANY VIEW

A statement by Vikram Pandit, Chief Executive Officer of Citigroup is given below. The statementhas been taken from the group's 2009 annual report.

Dear Fellow Shareholders,

For Citigroup, 2009 was a watershed year, financially, strategically and operationally. Over the courseof those 12 months, your Company made much progress. By year end, the distinctive outlines of astrong “New Citi” had emerged from an extraordinarily difficult period in the history of the Companyand the world financial system. Through the hard work, perseverance and sacrifice by peopleeverywhere in Citi, I believe we have largely succeeded in addressing the fundamental challengesthe Company faced when I became Chief Executive Officer a little more than two years ago. Moreover,despite all the turbulence in the economy, our people have steadfastly maintained solid revenueperformance. In fact, we generated $91 billion in managed revenue against $48 billion in expensesin 2009, while also bringing our balance sheet leverage down to 12 to 1 from the peak of 19 to 1 inthe fourth quarter of 2007.

Citi today rests on a solid foundation, poised to achieve our goal of sustained profitability. To reachthat goal, what we now need is a positive turn in the economy, with a new cycle of job and creditcreation. Longer-term, though, Citi’s potential is not limited just to sustained profitability. I believethe possibilities are much more dynamic for our unique institution with operations spanning over 140countries and a 198-year history of client service. THE BOTTOM LINE Citigroup reported a net lossfor 2009 of $1.6 billion. Diluted earnings per share was a loss of $0.80.This figure is sharply smallerthan the loss in 2008 for various reasons, primarily lower revenue marks and a gain on the transactionthat created our Smith Barney joint venture.Within this overall picture, our core businesses, togetherknown as Citicorp, were profitable with $14.8 billion in net income, versus $6.2 billion in 2008. Ibelieve this performance demonstrates the strength of the businesses we have identified as thefuture of Citigroup. Citi Holdings, where we have placed non-core businesses and assets fordivestiture, had a 2009 loss of $8.2 billion, versus $36 billion in 2008.

The 2009 results underscored the importance of Citi’s strong global position, as approximately 50%of our revenues came from markets outside North America. Our businesses in these markets generallyperformed very well and overall, Citi’s results show the impact of improved risk management anddisciplined focus on clients’ interests. Of course, we are not at all satisfied with the Company’sbottom-line performance in 2009. We know that we have much more to accomplish and prove forshareholders.

Commitment to Responsible Finance Perhaps the most obvious evidence of our positive momentumis that we entered 2009 heavily in debt to the U.S. taxpayer under the Troubled Asset Relief Program(TARP), but we exited the year by paying back TARP, with a significant dividend for taxpayers.However, we still owe the nation’s taxpayers a debt of gratitude that goes beyond repayment ofTARP dollars. While we know that many banks as well as companies in other industries received


Citigroup Inc.Company View

U.S. government funds, we at Citi took the need for assistance very hard and very personally. Wefelt a sense of obligation not only to repay the government as quickly as was prudent, but also to beengaged in financial reform and recovery. We committed ourselves to what we call “responsiblefinance.” That means, first, we will serve the true interests of our customers above anyone else. Ifwe do that successfully, we will be generating real, sustainable value for shareholders. Second, wewill be a significant contributor to economic recovery.

To us, these are the best, most meaningful ways to repay taxpayers fully for the support we received.The strategic heart of the commitment to responsible finance is that Citi will be a bank first andforemost. Our core mission is not to be a financial supermarket or a “shadow bank.” Everything wedo and represent will emanate from the basic functions of a true bank – to accept deposits, commitcapital to clients, lend to individuals, transact for customers and live up to the highest standards oftrust and integrity. A Strong Foundation for Growth and Profitability In 2009, Citi’s progress coveredthe prerequisites for consistently strong profitability: financial strength, operating efficiency, strategicclarity, and the world-class talent to create and maintain all these fundamentals. Each is also essentialto the practice of responsible finance. Financial Strength While Citi started the year as a TARPinstitution receiving “exceptional financial assistance,” by the end of the year our capital and liquiditypositions were among the strongest in the banking world.We repaid TARP and exited the loss-sharingagreement with the U.S. government. Tier 1 Common rose by nearly $82 billion to more than $104billion, with a ratio of 9.6%, and we had a Tier 1 Capital Ratio of 11.7% – one of the highest in theindustry. Structural liquidity, at 73%, was in excellent shape. The allowance for loan loss reservesstood at $36 billion or 6.1% of loans. Worldwide, deposits grew by 8% to $836 billion. The otheressential component of Citi’s revived financial strength has been a large reduction in our risk exposure.By year end, we had reduced assets on our balance sheet by half a trillion dollars, or 21%, frompeak levels in the third quarter of 2007.This includes a substantial decline in our riskiest assets overthose years.

The actions we took restored Citi’s financial strength and therefore were essential. I deeply regretthat they also resulted in significant dilution for our shareholders. Citi remains committed to preservingour considerable financial strength and remaining one of the strongest banks in the world. OperatingEfficiency We already have reduced the size of the Company by 21%, as measured by assets.Efforts to centralize operations and technology, as well as other functions, contributed to newefficiencies and clearer accountability for performance. We are improving and creating technologyto support our clients in a fast-changing, innovative world. In 2009, we also cut annual expenses by$11 billion (excluding the goodwill impairment recorded in 2008). Throughout the Company, thereare stringent new cost controls in place, and the size of our enterprise is being steadily reduced bythe divestiture of non-core assets in Citi Holdings. In addition, we have lowered headcount by nearly110,000 since the peak in 2007. For me, the reductions were some of the most difficult and personallypainful of the actions we took, yet they were absolutely necessary, given the state of both the economyand the Company. Strategic Clarity As we wrestled with Citi’s challenges in 2008, we determinedthat no meaningful improvement in our performance or culture could be made unless we sharpenedthe strategic focus of our businesses. Our business priorities were not well-defined largely becausewe were in too many diverse operations. Consequently, we undertook a wide-ranging, dispassionateanalysis of Citi’s businesses. Nothing was sacred. Everything was weighed against a careful studyof the trends driving future economic growth, including globalization, emerging markets, consumerdemographics, the dynamics of funding and risk transfer, as well as many others.



The outcome of this examination was that we realigned the Company’s many and diverse businessesinto two primary operating segments: Citicorp and Citi Holdings.This action clarified for our employeesand all other stakeholders our strategic priorities for the future of Citigroup in the United States andaround the world. Into Citicorp, we placed the businesses that are core to our strategy and that offershareholders the greatest earnings potential within appropriate risk parameters.

These businesses are: • Global Transaction Services - Treasury and Trade Solutions - Securitiesand Fund Services • Securities and Banking - Global Banking - Global Markets - Citi Private Bank- Citi Capital Advisors • Regional Consumer Banking - Four Regional Consumer Banks in NorthAmerica, EMEA (Europe, Middle East, and Africa), Latin America and Asia that each include retailbanking, local commercial banking and Citi-branded cards. These businesses position us squarelyagainst the world’s high-growth markets and products. Our core mission is to be the global bank forinstitutions and individuals, and to serve our clients with distinction. We bring them unique valuethrough our global reach and innovative solutions. In Citi Holdings, we assembled assets andbusinesses that are not central to our strategy. Some have significant value in their own right. Somehave iconic brand names. Many are economically sensitive. Citi Holdings encompasses: • Brokerageand Asset Management, which includes the Morgan Stanley Smith Barney joint venture • LocalConsumer Lending - North America, which includes residential and commercial real estate loans;auto, student and personal loans; and retail partner cards - International, which includes WesternEurope consumer banking and other consumer finance franchises around the world • Special AssetPool, which includes non-core assets, many of which are illiquid in current markets We are managingthe Citi Holdings businesses with an eye toward tightly controlling their risks and divesting them asquickly as market conditions and other factors enable us to maximize their value. Since the end of2007, we have completed more than 35 divestitures. Our riskiest assets, which are pooled in CitiHoldings, already have been substantially reduced, as I have noted, and they will continue to shrink.Overall, Citi Holdings assets have declined by $351 billion, or almost 40%, over the past two years.Financial resources gained from our ongoing divestitures are being reallocated to Citicorp. Ourrestructuring of the Company for strategic clarity, I should add, has been an important means ofachieving further operating effectiveness and efficiency because we have expedited sounddecision-making on asset and liability management, capital allocation and other priorities.World-ClassTalent Of course, all of our accomplishments would mean very little for the future of Citi without theright people and management in place to execute our plans. Talent is the bedrock of our strategy.In the slightly more than two years since I became CEO, we have extensively revamped the leadershipof Citi and its businesses, not only at the very top but also throughout our organization. We havebeen successful in recruiting more than our share of the very best people in our industry. In riskmanagement, for instance, the leadership team was thoroughly overhauled with an impressive arrayof veteran talent from outside, as well as inside, Citi. In our operating businesses, we have emphasizedthe recruitment of individuals with the experience and expertise to carry out a strategy distinctivelygeared to our sharp client focus, vast global network and constant innovation. Our leaders also meetanother essential criterion: they embrace a team-oriented, collegial approach to their work. That isan essential aspect of the new Citi culture.

At the Board of Directors level, there also have been impressive additions of talent important to ourpositioning for the future. During 2009, seven new non-management directors joined the Board.They bring to Citi distinguished backgrounds of success in banking or financial services as well asother closely related experiences that help support the execution of our strategy. In sum, 2009 was



a year when we laid a strong foundation for Citi, with financial soundness, new operating efficiency,strategic clarity and world-class talent. Fundamentals of Citi’s Strategy As we build shareholdervalue on the strength of that base, the essential elements of our strategy are client focus, globalstrength and constant innovation. All three are tightly woven together in the fabric of our strategy,but client focus is the dominant thread throughout.

Client Focus

Everything we do must serve the customers’ interests first. This is our uncompromising mandate,and our managers around the Company will be held accountable for meeting it. Obviously, thefinancial system as a whole strayed from this customer-centric focus, and the consequences aroundthe world have been stark.We are concentrating our operations and our people directly on customersin many different ways. At the broadest level, we reorganized the Company so that our products,services and investments will be readily responsive to local clients’ needs. For example, rather thanhave the CEOs of our businesses run operations across regions globally, we installed regional CEOsin most areas. We also have emphasized investment in local markets and have customized tailoringof products to those areas. In our hiring practices, we have prioritized more than ever the recruitmentof local residents. For instance, in our Institutional Clients Group today, 99% of our employeesoutside the United States are local or regional hires.

Global Strength

We are determined to capitalize fully on Citi’s most immediately distinctive trait that our competitorscannot match: the strength of our global positioning and network. For nearly 200 years, Citi has beencreating an international network. Today, it includes an on-site presence in nearly 100 countries andoperations in more than 140. This is one reason why 95% of the Fortune 500 companies and 85%of the global Fortune 1000 are our clients. Citi is integrated into the economic life and communitieswe serve in developed and emerging markets around the world. No competitor has a global presenceapproaching ours, so we have a clear advantage, particularly in view of major trends that areincreasingly driving economic growth in the world: • We are seeing a rising wave of middle-classconsumers in emerging markets. In the past, the U.S. consumer was by far the main source of creditcreation and spending in the world. Now there is a seismic shift toward consumers elsewhere, andthey will be a major factor, along with those of us in the United States, in generating the next creditand spending cycle that will revive world economic growth. Of course, the millions who are risinginto the middle class also will require increasingly sophisticated and convenient banking services. •The United States, and almost all other significant economies, must have healthy export marketsmore than ever. No developed or emerging nation can rely on internal demand for strong growthnearly as much as in the past. • To compete, companies are becoming more and more multinationalin their operations and marketing. This requires first-rate international banking capabilities. • All ofus as individuals are in a very real sense becoming citizens of the world — in our travel, education,communication, investment and spending. Social, political and economic forces are being compressedinto a smaller and smaller globe in ways that are at once both powerfully creative and dangerouslyfragile. We all are profoundly affected by the complexity and intensity of this phenomenon.



Citi, among all banking institutions, is uniquely qualified to meet the challenges of globalization forclients. Our Global Transaction Services (GTS) business, for example, provides unparalleled resourcesin trade finance, cash management, securities and fund services, and other specialties. Its globalpayment flows are as high as $9 trillion per day. Within GTS, Citi continues to invest in technologyfor its global network and develop innovative solutions, including pre-paid, commercial cards andnew online banking technology beyond traditional transaction management and reporting. GTS isalso building out its Investor Services suite of solutions for the large, under-penetrated market formiddle and back office outsourcing among a full range of investors. Our Securities and Bankingbusinesses serve clients with the combination of global reach, local experience, product scope andexpertise that defines Citi. Our comprehensive trading and distribution platform operates via localtrading desks in 75 countries, complemented by superior market-making capabilities and best-in-classorigination. Our investment bank advised on many of the largest deals in 2009, ranking #3 in globalcompleted M&A volume. Our focus on our clients’ needs earned us Best Global Corporate andInstitutional Bank honors from Global Finance magazine and our commitment to providing clientswith intellectual capital and independent, insightful research earned us a top-four ranking in eachmajor geography in Institutional Investor’s highly regarded research poll.

Our Citi Capital Advisors business was restructured and streamlined into three asset classes andsubstantially all funds have outperformed their respective benchmarks. Our personalized wealthmanagement platform, Citi Private Bank, advised more than one third of the world’s billionairesthrough 60 offices located in 31 countries. Our aspiration is to deliver on the promise that “a clientof Citi anywhere is a client of Citi everywhere.” Through our advantageous geographic positioningand our capabilities in virtual technology, we are not far from that goal. Constant Innovation To beclient-centric and globally competitive requires obsessive attention to innovation. Even at the heightof the financial crisis, we knew we could not afford to abandon this priority, and we did not. Now,with strong fundamentals in place, we are able to expand our investment in this vital dimension ofour businesses. There are many initiatives that showcase Citi’s lead role in banking innovation. Forexample, in Japan, our new “Ubiquity” bank branches offer a fascinating model of the high-techinnovations that clients everywhere are starting to expect from state-of-the-art banking services.Worldwide, we intend to deploy an integrated banking and cards platform that gives us a 360-degreeview of our clients’ needs and relationships with us. In addition, we are successfully developingmobile consumer banking in most markets. And the high-tech GTS platform, which spans the globe,points to one of the most important goals of innovation for us: to be the “digital bank of the future.”In a world of constant change, our dedication to the practice of responsible finance and client centricitydemands relentless innovation. It is a business imperative and a basic dynamic of the culture of theNew Citi. The strength and scope of our global network enable us to scale up innovations quicklyaround the world. We can take a new product, service or technology in one country and readilyintegrate it into others. Successful innovation plus our genuine client focus and unique global strength– together with the exceptional talent we have recruited or retained across our organization – areclear indicators of a bright future for Citi. The Future The enormous long-term promise of Citigroupshould be clear because we have made much progress with all the fundamentals, and because ouroperating businesses in Citicorp have maintained good revenue momentum.The key issues affectingshort-term earnings are not internal but environmental: the cost of credit and job creation. They willdetermine when we can achieve sustained profitability. Meanwhile, we are confident we can navigatewhatever challenges we confront and still keep Citi in a position to capitalize on a turnaround in theeconomy. We believe we can do so by concentrating on these priorities in 2010: • Preserving our



high levels of capital, liquidity and reserves • Mitigating credit costs • Sustaining the momentum ofour Citicorp operating businesses from their strong 2009 performances • Continuing the reductionsof assets in Citi Holdings • Investing strategically in innovation and the Citicorp businesses that driveCiti’s earnings potential • Developing further our already leading global position, especially in emergingmarkets • Maintaining and expanding our role as a constructive force in the world, shaping publicpolicy debates and meeting economic and social challenges. All of this is important to our businessinterests but also is intrinsically the right thing to do.

Citi: A True Global Citizen

The Debate on Financial Reform

In playing a constructive role in public policy debates, the natural focus of Citi at this time is financialreform. We have spoken out on the need for change that will promote systemic safety in the UnitedStates and globally.We will continue to do so. I believe reform must encompass changes in regulatoryarchitecture that create a level competitive field for both banks and “shadow banks”; much moretransparency in market transactions, especially over-the-counter derivatives; higher capital standardsfor systemically important institutions; effective controls over the risk profiles of financial firms; clearauthority for the resolution of troubled institutions; and greater global coordination. In pursuing theseobjectives, naturally, we must be careful to preserve the absolutely essential role of the bankingsystem in capital formation and global trade flows.

Our strategic and operating changes at Citi in 2008 and 2009 have been consistent with the directionin which such reforms would take the financial world. Not only have we overhauled risk management,reduced the size of Citi and focused our businesses squarely on client interests, but we also haveexited much of our proprietary trading business, which today amounts to less than 2% of our revenue.Meeting Economic and Social Challenges In January of this year, I traveled to Haiti in the wake ofthe horribly tragic earthquake there. I wanted to visit the families of the five Citi colleagues who losttheir lives, spend time with our people whose lives had been devastated and deliver medical supplies.Like everyone else who has witnessed the effects of this disaster, I was deeply moved by the humansuffering everywhere I went. At the same time, I was inspired by the courage and resolve of ourcolleagues, who reopened our operations in Haiti only 11 days after the quake. Our facilities hadbeen almost totally destroyed, but our colleagues made it clear that they felt they had an obligationto provide services essential to the recovery effort and to the everyday lives of the people of Haiti.As a result, they overcame every obstacle, and Citi reopened more quickly than had seemed possible.In the end, my trip was a poignant reminder of how important it is for us to understand the specialresponsibilities Citi has by virtue of our presence in numerous countries, large and small, rich andpoor.We strive to demonstrate that sense of responsibility in various ways. One of the most importantpriorities we had last year was to contribute to economic recovery in the United States. Citi has beenone of the most active institutions in helping people avoid foreclosures on their mortgages. In fact,since the start of the housing crisis in 2007, we have helped 824,000 homeowners in their efforts toavoid foreclosure on mortgages totaling nearly $98 billion. In addition, Citi has been one of the banksserving the largest number of borrowers under the federal Home Affordable Modification Program.Currently, we are helping over 1.6 million credit card members manage their card debt through avariety of forbearance programs.



Citi also is committed to providing small and mid-sized companies access to the credit they need toexpand and hire. We furnished more than $4.5 billion of new and renewed credit to small andmid-sized businesses in 2009. Citi is now working with the U.S. Department of the Treasury and theSmall Business Administration on several initiatives expected to be launched in 2010. During 2009,Citi provided $439 billion in new credit in the United States. When we were in TARP, we deployedfunds to help expand the flow of credit to U.S. consumers, communities and businesses throughvarious initiatives that were supported by TARP capital. We also were the only bank to issue regular,detailed reports on how TARP capital was being deployed. Further, Citi applies its business andphilanthropic skills to some of the world’s most pressing problems. Citi Microfinance, for example,works across our businesses, product groups and geographies to serve more than 100 microfinanceinstitutions networks and investors in more than 40 countries. One is Bangladesh, where Citi Dhakahelped arrange a syndicated loan for $21.7 million for BURO, a not-for-profit that is one of thefastest-growing microfinance institutions in Bangladesh. BURO serves more than 700,000 customers,99% of whom are women. The Citi-arranged local currency loan will support the expansion ofmicro-lending to small farmers and marks the first time that a syndicated loan has been structuredfor a microfinance institution solely in support of the agricultural sector in Bangladesh. The CitiFoundation invests in non-governmental organizations committed to the economic empowermentof low-income households and looks for ways its grants can foster innovative solutions and producesustainable and measurable impact. Key results it seeks from its grant making include increasingthe number of microentrepreneurs, growth of small businesses that create jobs, helping consumersaccumulate and preserve assets through savings and homeownership, and increasing the numberof college graduates.

The Citi Foundation was selected to receive the 2010 Community Reinvestment Award for its supportof the Self Employment Tax Initiative, a national demonstration sponsored by the Corporation forEconomic Development to test the delivery of no-cost, high-value, financial counseling and businessdevelopment services to low-income entrepreneurs as part of the U.S. annual income tax filingprocess.This award honors the work of financial institutions advancing innovation in financial servicesand financial education.

2009 in Summary

Toward the end of last year, members of our senior leadership team and I traveled separately to 17cities in 14 states where Citi has operations. We met with representatives of more than 200not-for-profit groups with whom Citi is associated, including our partners in foreclosure preventionand other community-service activities. The work our colleagues and these groups do together atthe grassroots of America truly is impressive. It offered me a vivid and deeper perspective on whythe people of Citi should feel good about what the Company has accomplished over the past yearand about our collective ability to handle all the challenges still before us. Citi has overcome problemsthat many critics said we could not surmount. We are emerging from a very bleak financialenvironment. Throughout this time, however, we have never stopped playing a constructive role inthe communities of this nation by helping to alleviate the economic pressures on individuals andtheir families. We also have opened our lending capacity to a wide range of business and otherorganizations. At the same time, we have aggressively and effectively attacked the problems thatthreatened to undermine the Company. Appropriately, then, I return to where I started this letter: byexpressing gratitude to the people of Citi, whatever their roles and wherever they work in the global



expanse of the Company. And again, all of us at Citi are deeply appreciative of the assistance wereceived from the people of the United States. Naturally, I am profoundly grateful to our customersas well. They have shown us incredible loyalty and support through even the worst days. They havereinforced our determination that, in operating our businesses, the needs of our clients will comefirst. Experience clearly has shown that where this principle is not followed, there can be no genuine,lasting business success. For all my fellow shareholders, I emphasize how far we have come andmy keen awareness of both the cost incurred in doing so and our obligation to achieve the profitabilityand growth that will convincingly demonstrate the promise of Citi. We believe our progress in 2009has positioned us to deliver new and substantial value to shareholders. That is our ultimate purposeand most immediate objective.



LOCATIONS AND SUBSIDIARIESHead Office

Citigroup Inc.Citigroup Inc.399 Park AvenueNew YorkNew York 10043USAP:1 212 559 1000http://www.citigroup.com

Other Locations and Subsidiaries

Citigroup Global Markets LimitedCiti1-5 rue Paul CezanneKaerntner Ring 11-1375008 ParisA-1015 ViennaFRAAUT

The Citigroup Private BankCitigroup Centre36 Maker Chambers VI2 Park StreetNariman PointSydneyMumbari 400 021New South Wales 2000INDAUS

Nikko Citigroup LimitedCitibank, N.A.Akasaka Park BuildingCitibank Centre2-20, Akasaka 5-chomeLevel 11Minato-ku23 Customs Street EastTokyo 107-6122Auckland 1JPNNZL

The Citigroup Private BankCitibank Costa Rica S.A.123 Front Street WestOficentro Plaza Roble19/ FloorEdificio El Patio 4 pisoTorontoGuachipelín de EscazuOntario M5J 2M3CRICAN


Citigroup Inc.Locations and Subsidiaries

Citi Financial

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