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Wüstenrot & Württembergische : Solvency-II-Report W&W Group 2024

Wüstenrot & Württembergische : Solvency-II-Report W&W Group

Wuestenrot & Wuerttembergische AgSeptember 18, 20255
Wüstenrot & Württembergische : Solvency-II-Report W&W Group 2024

About this update from Wuestenrot & Wuerttembergische Ag

Solvency and Financial Condition Report (SFCR) 2024 Solvency II Group of Wüstenrot & Württembergische AG Contents Summary 2 A Business activities and results 5 A.1 Business activities 5 A.2 Underwriting result 12 A.5 Investment result 14 A.4 Development of other activities 16 A.5 Other disclosures 17 B Governance system 18 B.1 General information on the governance system 18 B.2 Requirements for professional qualifications and personal reliability B.5 Risk management system, including the 29 the company's own risk and solvency assessment 52 B.4 Internal control system 58 B.5 Function of the internal audit 40 B.6 Actuarial function 41 B.7 Outsourcing 42 B.8 Other disclosures 45 C Risk profile 44 C.1 Insurance risk 47 C.2 Market price risk 49 C.5 Counterparty risk 55 C.4 Liquidity risk 56 C.5 Operational risk 57 C.6 Other significant risks 60 C.7 Other disclosures 61 D Valuation for solvency purposes 65 D.1 Assets 66 D.2 Technical provisions 77 D.5 Other liabilities 82 D.4 Alternative valuation methods 85 D.5 Other disclosures 85 E Capital management 84 E.1 Own funds 84 E.2 Solvency capital requirement and minimum capital requirement E.5 Use of the duration-based sub-module for equity risk 92 in the calculation of the solvency capital requirement 94 E.4 Differences between the standard formula and any internal models used E.5 Non-compliance with the minimum capital requirement and 94 non-compliance with the solvency capital requirement 94 E.6 Other disclosures 94 Appendix 95 In the interests of readability, terms referring to individuals apply equally to all genders. Summary The insurance group Wüstenrot & Württembergische AG falls within the scope of Solvency II. In accordance with legal requirements, the Solvency II Group prepares and publishes an annual report on its solvency and financial condition. This report is intended to increase transparency regarding the economic situation of the Solvency II Group and to provide insight into the insurance group's net assets and solvency. Formed in 1999 from the merger of the two long-established companies Wüstenrot and Württembergische, the W&W Group now develops and brokers the four building blocks of modern provision: insurance, home ownership, risk protection, and asset accumulation. It combines the business areas of home and insurance, thereby offering customers individual provision solutions. The W&W Group relies on omnichannel distribution, which ranges from its own sales force to cooperation and partner sales channels and brokerage activities to digital initiatives. The W&W Group operates almost exclusively in Germany. The "W&W Besser!" initiative will be continued in 2025 in order to further align products, services, and processes throughout the W&W Group with customer benefits. Despite the weak economic environment in Germany and significant burdens from unusually high claims in our core business, the W&W Group remained fully on track in terms of operations in financial year 2024. Overall, the strengths we have built up in recent years in terms of substance, customer service, and flexibility and innovation in products and processes had a positive effect. As announced, high costs weighed on our company's performance last year. In particular, the severe storms in southwestern Germany in the second and third quarters thwarted our conservative loss and earnings planning. Such losses are unprecedented in terms of frequency and extent. In addition, ongoing loss inflation, especially in the motor insurance segment, drove up the cost per claim significantly. We responded quickly and successfully in the Insurance business segment. As a result, consolidated net income for 2024 in accordance with IFRS was €55,862 thousand, significantly below the previous year's figure of €140,557 thousand. In addition to providers of ancillary services, companies from other financial sectors and other companies, the Solvency II Group comprises the following insurance companies in particular: Wüstenrot & Württembergische AG (W&W AG), Württembergische Versicherung AG, Württembergische Lebensversicherung AG, Württembergische Nrankenversicherung AG. The listed company W&W AG, Nornwestheim, is the strategic management holding company of the W&W Group. There have been no significant changes to the shareholder structure of W&W AG. Since the end of the Annual General Meeting on May 14, 2024, the Supervisory Board has consisted of only twelve members. Jürgen Steffan retired from the Executive Board at the end of June 50, 2024. Since then, the Executive Board has consisted of only three members. The Executive Board's schedule of responsibilities has been adjusted accordingly. Within the Solvency II Group, there are four key functions: risk management, compliance, internal audit, and actuarial. These folks have to meet certain regulatory requirements for professional qualifications and personal reliability. The risk profile comprises the risk areas of market price risks, underwriting risks, counterparty risks, operational risks, business risks, and liquidity risks. According to the approach used for the company's own risk and solvency assessment, market price risks (48,2%), underwriting risks (26,6%) and counterparty risks (14,7%) account for the largest share of risk capital requirements. Risks were consistently in line with the risk strategy throughout the financial year and risk limits were adhered to at all times. The solvency overview forms the basis for the further calculation of own funds. The following table compares the consolidated solvency overview of the Solvency II Group (based on Solvency II regulations) with the corresponding figures in the IFRS consolidated balance sheet: Summary solvency overview value) in € thousand 51.12.2024 51.12.2024 Total assets 56,997,466 72,225,777 Total liabilities 50,165,075 67,295,985 E x c e s s o f a s s e t s o v e r l i a b i l i t i e s 6,854,591 4,951,792 Solvency II IFRS (book Differences between Solvency II and IFRS result in particular from the fact that the Solvency II consolidation scope and the consolidation methods applicable under Solvency II differ from the corresponding IFRS requirements. Various companies (in particular Wüstenrot Bausparkasse AG and Allgemeine Rentenanstalt Pensionskasse AG) and funds are fully consolidated in the IFRS consolidated financial statements but not in Solvency II. Further differences in measurement between Solvency II and IFRS arise primarily in the following areas: Assets are recognized at fair value under Solvency II. Under IFRS, they are also recognized at amortized cost in some cases. Under both Solvency II and IFRS 17, technical provisions are generally determined on the basis of market-consistent valuation. However, the two calculation models differ in their specific design; for example, unlike IFRS 17, Solvency II does not provide for a contractual service margin. When calculating technical provisions, Württembergische Lebensversicherung AG uses the volatility adjustment in accordance with Section 82 of the Insurance Supervision Act (VAG) and the transitional provision in accordance with Section 552 VAG (provision transitional) within the Solvency II Group. The recalculation of the provision transitional at Württembergische Lebensversicherung AG in accordance with the BaFin order in a letter dated June 6, 2024, resulted in a deduction of zero. The following table summarizes the eligible own funds, the solvency capital requirement, and the solvency ratios with and without taking into account volatility adjustments and provision transitional amounts in accordance with Solvency II regulations as of December 51,2024: Solvency ratios without taking into without taking into without taking into account transitional Solvency II account volatility adjustment account transitional provisions provisions and without volatility adjustment in € thousand 51.12.2024 51.12.2024 51.12.2024 51.12.2024 Eligible own funds 6,552,202 6,450,867 6,552,202 6,450,867 Solvency capital requirement (SCR) 5,510,890 5,686,476 5,510,890 5,686,476 S o l v e n c y r a t i o ( % ) 180.9 174.4 180.9 174.4 The Solvency II Group met both the minimum capital requirement and the solvency capital requirement in the reporting period. The Solvency II Group calculates the solvency capital requirement using the Solvency II standard formula. No internal model or partial internal model is used. The decline in the solvency ratio compared with the previous year is primarily due to the recalculation of the provision transition at Württembergische Lebensversicherung AG and the associated new deduction of zero. In the 2025 financial year, we expect a consolidated net income significantly above the previous year, particularly if the claims experience improves. Overall, high macroeconomic and geopolitical risks remain. In addition, the development of claims, particularly from natural events, represents a further risk factor. A deterioration in the general environment would also have an impact on the forecasts. Due to valuation effects from fair value measurement in accordance with IFRS 9 and 17, there is a risk of potentially volatile earnings. The Executive Board of W&W AG approved this report and its publication on May 15, 2025. A Business activities and operating results Business activities Overview Formed in 1999 from the merger of the two long-established companies Wüstenrot and Württembergische, the W&W Group now develops and brokers the four building blocks of modern provision: insurance, home ownership, risk protection, and asset accumulation. It combines the business areas of home and insurance, thereby offering customers individual provision solutions. The W&W Group relies on omnichannel distribution, which ranges from its own sales force to cooperation and partner sales channels and brokerage activities to digital initiatives. The W&W Group operates almost exclusively in Germany. The listed company W&W AG is the strategic management holding company of the group. It coordinates all activities, sets standards, and manages capital. As a single company, it operates almost exclusively in the reinsurance business for the group's insurance companies. It also provides services for the entire group. The Management Board is the central governing body of the W&W Group. Its responsibilities include group management and the definition and development of the business strategy. As of December 51, 2024, the Management Board comprised the members of the Executive Board of W&W AG as well as the business unit managers Bernd Hertweck (Home), Zeliha Hanning (Property and Casualty Insurance) and Jacques Wasserfall (Life and Health Insurance). Operational and company-specific issues relating to the individual companies are dealt with at the business unit level. In the Housing segment, the focus is on building society business and construction financing through Wüstenrot Bausparkasse AG. In addition, Wüstenrot Haus- und Städtebau GmbH is active in property development and Wüstenrot Immobilien GmbH in real estate brokerage. In the Insurance segment, the W&W Group offers its customers a broad range of products from the life, health, and property / casualty insurance lines. The main companies in this segment are Württembergische Versicherung AG, Württembergische Lebensversicherung AG, and Württembergische Nrankenversicherung AG. The shareholder structure of W&W AG remained stable during the year under review. The majority shareholder is the non-profit Wüstenrot Foundation, Gemeinschaft der Freunde Deutscher Eigenheimverein e.V., Ludwigsburg. Through two holding companies, it holds an indirect stake in W&W AG totaling 67.58%. Attributable to this, WS Holding AG, Stuttgart, holds 27.47% and Wüstenrot Holding AG, Ludwigsburg, 59.91%. Another major shareholder of W&W AG is FS BW Holding GmbH, Munich, with more than 10% of the shares. 6.9% (previous year: 7.9%) of the total shares issued by W&W AG are held by foreign shareholders. Information on the supervisory authority and the auditor of the Solvency II Group is provided below: Basis Solvency II Group Solvency II Group of Wüstenrot & Württembergische AG Ultimate parent company Wüstenrot & Württembergische AG Competent supervisory authority Address of the Federal Financial Supervisory Authority (BaFin): Graurheindorfer Str. 108 55117 Bonn Alternatively P.O. Box 1255 55002 Bonn Contact details for the Federal Financial Supervisory Authority: Tel: +49 228/4108-0 Fax Fax: +49 228/4108-1550 Email: [email protected] or DE-Mail: [email protected] Auditor EY GmbH & Co. NG Auditing Company Airport Road 61 70629 Stuttgart Significant transactions and other events At the end of June 50, 2024, Jürgen Steffan, W&W Chief Risk Officer and Director of Human Resources, stepped down from the Executive Board of W&W AG. This resulted in changes to the distribution of responsibilities within the Executive Board as of July 1, 2024. In addition to his previous responsibilities, W&W CEO Jürgen A. Junker took over responsibility for human resources from Jürgen Steffan and is now also Director of Labor Relations. W&W CFO Alexander Mayer took over the Risk, Compliance, Group Controlling/Cost Controlling and Group Board Risk units from Jürgen Steffan. Jens Wieland, Chief Operations/IT Officer, has been assigned responsibility for Financial Controlling/Asset Allocation and Reinsurance from Alexander Mayer's previous area of responsibility. Jürgen A. Junker has also been responsible for setting up the AI Competence Center since July 1, 2024. In addition to the weak economic development, the financial year was marked by the sometimes massive damage caused by storms in the W&W Group's regional core insurance area. In particular, the so-called "Orinoco" natural disaster and various regional storms led to a significant decline in the W&W Group's consolidated result under IFRS accounting. In addition, the inverted interest rate structure throughout 2024 weighed on earnings in the Housing segment. In 2025, Württembergische Versicherung AG, together with R+V Service Holding GmbH and Provinzial Beteiligungs-gesellschaft mbH, concluded a purchase agreement to acquire 25% of the shares in the claims service provider riparo GmbH. The transaction was completed in the first quarter of 2024. With this investment, Württembergische Versicherung AG secures claims management services in the motor vehicle repairs segment for the future. Wüstenrot Bausparkasse AG acquired start:bausparkasse AG from BAWAG P.S.N. with effect from July 1, 2024. In the course of the financial year, start:bausparkasse AG was merged into Wüstenrot Bausparkasse AG with retroactive effect from January 1, 2024. In connection with the acquisition, Wüstenrot Bausparkasse AG entered into a new sales partnership in the area of new building society and construction financing business with SÜDWESTBANN BAWAG AG Niederlassung Deutschland (Südwestbank). "W&W Better!" The core business of the W&W Group comprises building society and construction financing business as well as personal and property/casualty insurance. The W&W Group aims to achieve a sustainable increase in its enterprise value. To this end, it positions itself as a provisioning group that makes financial provisioning tangible from a single source. The W&W Group clusters its strategic goals into four strategic dimensions (finance, market & customers, processes & technology, and employees): With "W&W Besser!" (W&W Better!), strategic projects were continued in 2024 and further implementation successes were achieved in both the Housing and Insurance segments. The focus was on developing new customer groups, providing intensive support to our existing customers, digital transformation, and sustainability. In the finance department, a new structure and integrated finance and risk management at Group level were created. In future, the challenges in the financial sector, such as constantly changing supervisory and regulatory requirements, will be met even more efficiently. The digital transformation of the W&W Group is laying the foundation for its future and focusing in particular on the digitalization of products and processes. The focus is on renewing existing systems, which will enable us to create the conditions for largely automated product processing, flexible integration of cooperation partners, and further professionalization of product development. Since July 2024, the company has stepped up its commitment to artificial intelligence (AI) and established a new "Data, Processes, and AI" department. The W&W Group responded to the constantly growing and changing threat posed by viruses, hackers, and malware with the Cybershield program, which bundles important cyber protection measures. In 2024, optimized virus protection was introduced throughout the Group, which automatically isolates affected devices. The Housing segment, with its brand identity "Wohnen heißt Wüstenrot" (Living means Wüstenrot), represents building society savings, construction financing, residential construction, and real estate brokerage. It is therefore the point of contact for customers on all matters relating to housing. The major project bausparen@wüstenrot (b@w), the introduction of a modern SAP-based core banking system, is in its second and final phase. In addition to numerous business processes, the portfolios of Aachener Bausparkasse AG and start:Bausparkasse AG are also being transferred to b@w. The aim of the new building society platform is to respond more quickly and flexibly to changing market requirements. Wüstenrot Bausparkasse AG strengthened its position as a "cooperative building society". With the acquisition of the German start: Bausparkasse AG, which took effect on July 1, 2024, it gained a new regionally significant sales cooperation with SÜDWESTBANN - BAWAG AG Niederlassung Deutschland. In addition, a new strategic cooperation agreement was concluded with ING Germany. In the Housing segment, the range of services in the field of energy-efficient renovation was expanded with Wüstenrot Energieberatung GmbH, a subsidiary of Wüstenrot Haus- und Städtebau GmbH. With its expertise in energy assessment and development of real estate, it will make an important contribution to energy-efficient modernization and sustainable living. Further implementation successes were also achieved in the Insurance segment: The long-standing field sales workstation (AAP) is being replaced by the sales workstation (VAP). The new VAP offers a more flexible, powerful platform that is tailored to the needs of sales in the digital age. The further development of the customer portal enables more digital and sustainable customer communication. Since financial year 2024, an AI assistant has been helping Württembergische's customer service team filter calls - over 600,000 per year - and direct them to the right place. It recognizes whether customer service or another department is the best point of contact based on the customer's request and forwards the request accordingly. As part of its IT transformation, Württembergische Lebensversicherung AG is consolidating its two remaining portfolio management systems into the modern msg.Life Factory portfolio management system. In November 2024, around 500,000 insurance policies were successfully transferred from the old portfolio management system in a first step. The consolidation into a modern standard application, msg.Life Factory, will enable significantly leaner and more cost-effi-cient business operations in the future. The "W&W Besser!" initiative will continue in 2025 in order to further align products, services, and processes throughout the W&W Group with customer benefits. Transactions within the group W&W AG is the reinsurer for the Group's insurance companies. Various service agreements exist between the Group companies, including in the area of investment management. In 2015, Württembergische Lebensversicherung AG took out a subordinated loan with a nominal value of €250,000 thousand, of which €247,000 thousand is held within the Group. In 2025, Württembergische Versicherung AG issued a subordinated loan with a nominal value of €100,000 thousand, which is held entirely by W&W AG. The Executive Board of Württembergische Lebensversicherung AG terminated the subordinated bearer bond of €250,000 thousand placed in May 2014 with effect from July 15, 2024, of which €20,000 thousand was previously held within the Group. This means that, in accordance with Section 291 (2) of the German Commercial Code (HGB), there is no obligation to publish additional IFRS consolidated financial statements. Annual financial statements in accordance with HGB will continue to be prepared for Württembergische Lebensversicherung AG. Allgemeine Rentenanstalt Pensionskasse AG offers occupational pension schemes to other Group companies. In addition, various subsidiaries of W&W AG and Württembergische Lebensversicherung AG have reinsurance policies to cover the insolvency of the W&W Group's partial retirement agreements. List of affiliated companies The scope of consolidation of the W&W Group used to prepare the IFRS consolidated financial statements differs fundamentally from the scope of the Solvency II Group of W&W AG. In particular, the Solvency II consolidation scope, the consolidation methods to be applied under Solvency II and the associated determination of consolidated data differ from the corresponding IFRS requirements. Various companies (in particular Wüstenrot Bausparkasse AG and Allgemeine Rentenanstalt Pensionskasse AG) and funds are fully consolidated in the IFRS consolidated financial statements but not in Solvency II. The following significant changes in the scope of consolidation occurred in2024: Inclusion of Zweite Wohnimmobilien GmbH & Co. NG of Württembergische as a non-material provider of ancillary services, Inclusion of riparo gmbh, ri werkstattservice gmbh, and Mount Med Resort Betriebs GmbH as other companies Reclassification of BF.capital GmbH from other companies to companies from other financial sectors (OFS company) due to the BaFin license for investment advice and brokerage granted on December 19, 2024, Reclassification of W&W Investment Managers DAC from an OFS company to a non-material provider of ancillary services due to a change in business activities, The investment in V-Bank AG is no longer included as a result of the departure of Jürgen Steffan from the W&W Executive Board on June 50, 2024, which meant that the company no longer had a significant influence. The list of companies included in the consolidation of the Solvency II Group as of December 51, 2024 is presented below. The information refers to the last available annual financial statements as of the balance sheet date. Information on legal form, country, voting rights, and other characteristics can be found in the notes to this report in disclosure form S.52.01.22. Affiliated and associated companies are assigned to one of the following types of companies depending on their object or the purpose specified in their articles of association: (Re)insurance companies (hereinafter referred to as ICs), Providers of ancillary services (hereinafter referred to as ANDL) - material or non-material, Companies from other financial sectors (OFS), Other companies. The following associated companies are included in the scope of consolidation of the Solvency II Group: BF.capital GmbH and its subsidiaries, BWN GmbH Unternehmensbeteiligungsgesellschaft, BWN Holding GmbH Unternehmensbeteiligungsgesellschaft riparo gmbh and its subsidiaries. ver.di Service GmbH is a joint venture and also belongs to the consolidation scope of the Solvency II Group. Further information can be found in Chapter D. List of companies in the Solvency II consolidation group Name and registered office of the company Participation percentage calculated in % (from the perspective of W&W AG) Classification Equity Cur rency Balance sheet date 5B Boden-Bauten-Beteiligungs-GmbH, Ludwigsburg 100.00% Other 69,171,701 € 51.12.2025 Adam Riese GmbH, Stuttgart 1 100.00% ANDL (non-material) 25,000 € 51.12.2025 Allgemeine Rentenanstalt Pensionskasse AG, Stuttgart 94.89% OFS 92,890,555 € 51.12.2025 1,555,514 € 51.12.2025 240,575 1,780,000 € € 51.12.2025 51.12.2025 Altmark Versicherungsmakler GmbH, Stuttgart 100.00% ANDL (non-material) Altmark Versicherungsvermittlung GmbH, Stuttgart 100.00% ANDL (non-material) (non-material) Investment company of Württembergische, Stuttgart 94.89% Other 5,716,190 € 51.12.2025 BF.capital Debt GP SARL, Munsbach, Luxembourg 55.00% Other 55,954 € 50.09.2024 BF.capital Debt II GP SARL, Munsbach, Luxembourg 55.00% OFS (exempt from BaFin) 12,000 € 50.09.2024 BF.capital GmbH, Stuttgart 1 55.00% OFS 649,542 € 50.09.2025 BWN GmbH Unternehmensbeteiligungsgesellschaft, Stuttgart 54.11% OFS 205,852,267 € 51.12.2025 BWN Holding GmbH Corporate Investment Company, Stuttgart 54.11% OFS 14,905,805 € 51.12.2025 Feuersee Entwicklungsgesellschaft mbH & Co. NG, 100.00% ANDL 66,554,182 € 51.12.2025 Nornwestheim G6 Zeta Errichtungs- und VerwertungsGmbH & Co 99.90% ANDL 20,188,650 € 51.12.2025 Asendorfer Nippe ASN GmbH & Co. NG, Nornwestheim 94.89% ANDL Ganzer GmbH & Co. NG, Nornwestheim 94.89% ANDL (non-material) 2,000,000 € 51.12.2025 Gerber GmbH & Co. NG, Nornwestheim 94.89% ANDL 288,095,647 € 51.12.2025 GMA Gesellschaft für Markt- und Absatzforschung mbH, Ludwigsburg IVB - Institute for Pension Consulting, Risk and 100.00% 94.89% Other ANDL 1,517,490 150,425 € 51.12.2025 € 51.12.2025 Financing Analysis GmbH, Narlsruhe Nellerwirt Holding GmbH, Brixlegg, Austria Nellerwirt Mountain Health Resort GmbH, Brixlegg, (non-material) 100.00% OFS (exempted by BaFin) 100.00% ANDL Austria (non-material) NLV BANO Dienstleistungs-GmbH, Narlsruhe 90.90% ANDL (non-material) NLV BANO Vermittlungs-GmbH, Narlsruhe 75.72% ANDL OG, Vienna, Austria (non-material) 18,557,481 € 51.12.2025 16,984,825 € 51.12.2025 264,197 € 51.12.2025 276,428 € 51.12.2025 (non-material) Mount Med Resort Betriebs GmbH, Wildschönau, 80.05% Other - € 50.06.2025 Austria ri werkstattservice gmbh, Holzgerlingen 20.00% Other 598,525 € 51.12.2025 riparo gmbh, Holzgerlingen 25.00% Other 5,046,625 € 51.12.2025 SAMARIUM drei GmbH & Co OG, Vienna, Austria 99.95% ANDL 9,448,075 € 51.12.2025 (non-material) ver.di Service GmbH, Berlin 40.10% Other 105,880 € 51.12.2025 W&W Asset Management GmbH, Ludwigsburg 1 100.00% OFS 11,261,185 € 51.12.2025 W&W Asset Management Ireland DAC, Dublin, Ireland 100.00% OFS 20,918,298 € 51.12.2025 W&W brandpool GmbH, Stuttgart 1 100.00% OFS 5,275,000 € 51.12.2025 W&W Informatik GmbH, Ludwigsburg 1 100.00% ANDL 475,025 € 51.12.2025 List of companies in the Solvency II consolidation group Name and registered office of the company Participation percentage calculated in % (from the perspective of W&W AG) Classification Equity Cur rency Balance sheet date 1,492,050 € 51.12.2025 2,772,821 100,155 € 51.12.2025 € 51.12.2025 W&W Interaction Solutions GmbH, Munich 1 100.00% ANDL (non-material) W&W Investment Managers DAC, Dublin, Ireland 100.00% ANDL (non-material) (non-material) WHS Entwicklungs-GmbH, Nornwestheim 1 100.00% Other 25,000 € 51.12.2025 Windpark Golzow GmbH & Co. NG, Rheine 94.89% ANDL (non-material) - € 51.12.2025 WL Erneuerbare Energien Verwaltungs GmbH, Stuttgart 94.89% OFS 82,895 € 51.12.2025 WL Renewable Energy GmbH & Co. NG, Nornwestheim 94.89% OFS 100,028,267 € 51.12.2025 WL Sustainable Energy GmbH & Co. NG, Nornwestheim 94.89% OFS 95,480,622 € 51.12.2025 Württembergische Akademie GmbH, Stuttgart 100.00% Other 111,761 € 51.12.2025 Württembergische France Immobiliere SARL, 100.00% ANDL 55,221,628 € 50.09.2024 W&W Service GmbH, Stuttgart 1 100.00% ANDL Strasbourg, France (non-material) Württembergische France Strasbourg SARL, Strasbourg, France 100.00% ANDL (non-material) 55,974,202 € 50.09.2024 Württembergische Immobilien GmbH, Nornwestheim 100.00% OFS 121,412,846 € 51.12.2025 Württembergische NÖ 45 GmbH, Stuttgart 89.90% ANDL (non-material) 25,100,087 € 51.12.2025 Württembergische Nrankenversicherung AG, Nornwestheim 100.00% Insurance 59,948,122 € 51.12.2025 Württembergische Lebensversicherung AG, 94.89% VU 616,404,050 € 51.12.2025 Nornwestheim Württembergische Logistik I GmbH & Co. NG, 94.89% ANDL 18,554,755 € 51.12.2025 Nornwestheim (non-material) Württembergische Rechtsschutz Schaden-Service- GmbH, Stuttgart 100.00% ANDL (non-material) 75,660 € 51.12.2025 Württembergische Versicherung AG, Nornwestheim 1 100.00% Insurance 592,565,107 € 51.12.2025 Württembergische Vertriebspartner GmbH, Stuttgart 1 100.00% ANDL (non-material) 74,481 € 51.12.2025 Württembergische Verwaltungsgesellschaft mbH, Stuttgart 94.89% OFS 57,062 € 51.12.2025 Württfeuer Beteiligungs-GmbH, Stuttgart 100.00% OFS 61,486,809 € 51.12.2025 WürttLeben Alternative Investments GmbH, Stuttgart 1 94.89% OFS 266,025,000 € 51.12.2025 WürttVers Alternative Investments GmbH, Stuttgart 1 100.00% OFS 82,025,000 € 51.12.2025 Wüstenrot Bausparkasse AG, Nornwestheim 100.00% OFS 905,729,627 € 51.12.2025 Wüstenrot Energy Consulting GmbH, Nornwestheim 100.00% Other 1,725,295 € 51.12.2025 Wüstenrot Grundstücksverwertungs-GmbH, Ludwigsburg 100.00% Other 2,094,828 € 51.12.2025 Wüstenrot Haus- und Städtebau GmbH, Ludwigsburg 100.00% Other 106,254,870 € 51.12.2025 Wüstenrot Immobilien GmbH, Ludwigsburg 100.00% Other 5,165,455 € 51.12.2025 Zweite Wohnimmobilien GmbH & Co. NG der 100.00% ANDL - Württembergischen, Nornwestheim (non-material) 1 profit transfer agreement exists. The composition of the Executive Board is presented in section B.1. For the individual companies, this is done in section B.1 of the respective reports on the solvency and financial position of the individual companies as of the reporting date. Alexander Mayer and Jens Wieland are members of the Executive Board of W&W AG as well as Württembergische Lebensversicherung AG and Württembergische Versicherung AG. With regard to the governance system of the ultimate parent company, W&W AG, reference is made to Section B of the report on the solvency and financial position of W&W AG as of the reporting date, in particular Section B.4 with regard to the internal control system. Insurance-related business result The underwriting result (net and in accordance with IFRS) decreased to -€15,794 thousand (previous year: €121,758 thousand). In property/casualty insurance, high natural hazards and general claims inflation were the main factors leading to a sharp decline in earnings. In the life insurance segment, the underwriting result remained at the previous year's level. In life insurance, the underwriting result (net) remained at the previous year's level at €101,701 thousand (previous year: €101,725 thousand). Insurance revenue (underwriting income) increased to €1,502,972 thousand (previous year: €1,227,258 thousand). Underwriting expenses rose to €1,186,727 thousand (previous year: €1,108,920 thousand). In property and casualty insurance, the net underwriting result declined significantly to -€117,495 thousand (previous year: €19,282 thousand). Overall, new business, replacement business and premium adjustments led to encouraging growth in the insurance portfolio. As a result, insurance revenue (underwriting income) rose to €2,768,288 thousand (previous year: €2,580,797 thousand). Gross claims expense, on the other hand, increased due to inflation and the massive damage caused by storms in the summer months. The so-called natural disaster "Orinoco" and various regional storms in particular caused high cumulative losses. The reinsurance result fell to -€42,655 thousand (previous year: €1,622 thousand). In the previous year, higher relief for major losses was recorded, while the cumulative burdens in the current reporting period were not offset to the same extent by reinsurance. This led to a significant decline in the underwriting result overall. The combined ratio (net) according to IFRS 17 was 104.5% (previous year: 99.5%). The following overview shows the premium income and claims expenses of the Solvency II Group for the financial years 2024 and 2025 (net and in accordance with HGB). The breakdown into the various business segments is in accordance with Solvency II; the data presented is based on the requirements of reporting form S.05.01.02. Technical income and expenses Premium income recognized (net) Expenses for insurance claims (net) in € thousand 2024 2025 2024 2025 Health insurance - - - - Disability insurance 161,898 158,867 48,672 50,698 Work accident insurance - - - - Motor vehicle liability insurance 567,612 550,288 567,417 420,158 Other motor vehicle insurance 472,587 451,505 405,651 422,861 Marine, aviation, and transport insurance 56,912 55,995 15,582 18,891 Fire and other property insurance 886,465 797,021 557,608 489,725 General liability insurance 282,574 268,421 84,756 68,590 Credit and surety insurance 15,194 12,851 21,669 17,975 Legal expenses insurance 159,026 148,576 61,154 75,607 Assistance 26,507 25,659 5,884 4,214 Various financial losses 19,510 14,816 12,457 15,210 Non-proportional business assumed in reinsurance -67,652 -61,100 -21,555 -14,079 Health -281 -260 -185 154 Accident -4,157 -5,276 -2,827 -4,205 Maritime, aviation, and transportation -577 -495 -2,488 -1,589 Property -62,857 -57,069 -16,055 -8,659 Non-life insurance and reinsurance obligations 2,558,050 2,560,496 1,555,076 1,569,627 Health insurance 546,422 552,625 240,075 250,756 Insurance with profit sharing 1,010,525 1,062,425 1,954,805 1,907,516 Index-linked and unit-linked insurance 417,187 488,151 206,915 162,511 Other life insurance - - - - Pensions from non-life insurance contracts and in connection with health insurance obligations - - 9,542 8,617 Pensions from non-life insurance contracts and in connection with other insurance obligations (excluding health insurance obligations) - - 1,685 5,505 Health reinsurance - - - - Life reinsurance - - 4 - Life insurance obligations 1,975,955 2,085,180 2,592,826 2,512,505 T o t a l 4,551,965 4,445,676 5,947,902 5,882,152 The breakdown by line of business in accordance with HGB is more granular than the breakdown by business segment in accordance with Solvency II. The individual reserve valuation lines in accordance with HGB are each allocated to a specific Solvency II business segment. This ensures that the data required for the calculations is available and that the results of the calculations can be used consistently for risk management and reporting purposes. Further information on premiums, receivables and expenses by business segment can be found in the notes in reporting form S.05.01.02. The core market of the W&W Group is Germany. More than 90% of total gross premiums written in the reporting period were attributable to Germany, meaning that reporting form S.05.02.04, which provides a geographical breakdown of premiums, receivables and benefits by country, does not need to be prepared. A.5 Investment result Capital markets The economic environment for investments in 2024 was dominated by declining inflation rates, the resulting monetary policy expectations and geopolitical tensions. After interest rates stabilized at the end of the previous year, yields rose moderately at first. As the year progressed, falling inflation rates and disappointing economic data, which reinforced expectations of interest rate cuts, led to a predominantly downward trend in yields. Following an excellent year in 2025 for the leading global stock market indices, with double-digit price gains, 2024 was another strong year for equities. Overall, the Euro STOXX 50 rose by 8.5% during the reporting period, while the leading German index, the DAX, rose by as much as 18.9%. Financial result The following overview shows an allocation of the IFRS financial result, including property, plant, and equipment for own use, to the balance sheet items in accordance with the solvency overview for the financial years 2024 and 2025. Financial result including property, plant, and equipment for own use Financial result including property, plant, and equipment for own use Share of financial result including property, plant, and equipment for own use 2024 2025 2024 2025 in € thousand in € thousand in % in % Property, plant, and equipment for own use -45,049 -57,757 -9,9 -6,9 Fixed 1,214,599 1,172,716 280.4 215.4 Real estate (except for own use) 76,554 114,225 17.7 21.0 Shares in affiliated companies, including investments 121,722 75,776 28.1 15.9 Shares 569,011 226,145 85.2 41.5 Shares - listed 66,997 45,676 15.5 8.4 Shares - unlisted 502,014 180,469 69.7 55.2 Bonds 955,191 662,612 220.5 121.7 Government bonds 428,909 268,662 99.0 49.4 Corporate bonds 595,757 268,252 91.4 49.5 Structured debt instruments 117,858 115,915 27.2 20.9 Secured securities 12,687 11,805 2.9 2.2 Organisms for collective investment 49,568 21,867 11.4 4.0 Derivatives -406,261 51,710 -95.8 5.8 Deposits other than cash equivalents 48,614 40,585 11.2 7.4 Other investments - - - - Loans and mortgages 570,575 481,426 151.7 88.4 Policy loans - - - - Loans and mortgages to private individuals 570,592 481,661 151.7 88.5 Other loans and mortgages -219 -255 -0.1 -0.0 Deposits - - - - Cash and cash equivalents 55,176 54,292 12.5 6.5 Other income/expenses -1,561,781 -1,106,555 -514.4 -205.2 T o t a l 455,118 544,542 100.0 100.0 The IFRS financial result of the W&W Group declined from €582,079 thousand to €476,167 thousand in the financial year 2024. The rise in interest rates led to higher net interest income. Interest income from construction loans and bonds increased in particular. This was offset by an increase in interest expense on deposits. Shares, investment funds, and investments for unit-linked life insurance policies continued to perform well in . In addition, there was an increase in the currency result. The result from property, plant, and equipment for own use amounted to -€45 049 thousand (previous year:-€57 757 thousand). The financial result including tangible assets for own use thus amounts to €455 118 thousand (previous year: €544,545 thousand). The largest share of the financial result including property for own use is attributable to bonds (€995,191 thousand) and loans and mortgages (€570,575 thousand). The decline in other income and expenses by €255,426 thousand to €-1,561,781 thousand is mainly due to the negative technical financial result of €-1,526,541 thousand (previous year: €-1,094,186 thousand). The result from assets for index-linked and unit-linked contracts is included under other income/expenses. It comprises the current financial result of €28,585 thousand and the increase in the valuation result from €580,294 thousand to €410,728 thousand. Due to the decline in the financial result, the percentage shares of the individual balance sheet items in the financial result, including property, plant, and equipment for own use, have also changed significantly compared with the previous year. As the financial result for other income and expenses is negative, the share of positive income drivers (e.g. government and corporate bonds, loans, and mortgages) in the financial result is in the mid to high double-digit percentage range. Consolidated statement of comprehensive income Consolidated total comprehensive income amounted to €22,585 thousand as of December 51, 2024 (previous year: €155,555 thousand). It comprises consolidated net income plus other comprehensive income (OCI). OCI amounted to -€15,279 thousand in the financial year 2024 (previous year: -€5,004 thousand). Due to largely constant interest rates, there were only minor changes in the market value of fixed-income securities and registered securities. The unrealized gain on these securities with an impact on OCI amounted to €-85,615 thousand (previous year: €915,959 thousand). This was offset by the decline in interest rates in the measurement of technical liabilities/provisions under IFRS 17. The unrealized gain from this amounted to €65,051 thousand (previous year: - €847,725 thousand). The actuarial gain from defined benefit plans for retirement benefits amounted to €6,558 thousand (previous year: €-75,055 thousand). In the same period of the previous year, interest rates had declined slightly, resulting in gains on investments and losses on provisions. Securitizations The solvency overview as of December 51, 2024, did not include any securitizations in the direct portfolio of the insurance companies belonging to the Solvency II Group. Development of other activities Administrative expenses (gross) rose by around 1% to €1,162,888 thousand (previous year: €1,149,795 thousand). Personnel expenses remained at the previous year's level. Expenses for materials were reduced. Among other things, consulting and advertising expenses declined. Our IT investments, on the other hand, increased. This resulted in an impairment loss, which led to higher depreciation / amortization in the current financial year. As a result, administrative expenses (net) amounted to €506,055 thousand (previous year: €519,705 thousand). Other operating income amounted to €85,255 thousand (previous year: €59,925 thousand). The increase in the current year is mainly due to the recognition of the negative difference (badwill) from the acquisition of start:bauspar-kasse AG in income. The previous year's figure included higher gains on the sale of real estate. Tax income amounted to €8,511 thousand, following a tax expense of -€60,678 thousand in the previous year. The negative tax rate was mainly due to the first-time recognition of start:bausparkasse AG. Significant lease agreements W&W Group as lessee The W&W Group leases real estate, motor vehicles, and IT equipment for its own use and as investment property. Most of the real estate used for own purposes has indefinite terms. Some renewal options exist. Price adjustment clauses are also agreed on the basis of the consumer price index. Purchase options do not generally exist. The IT systems and motor vehicles have fixed terms of up to three years. The real estate held as financial investments has terms of up to 99 years. The owner-occupied real estate includes, in particular, the property at Friedrich-Scholl-Platz 1 in Narlsruhe and the building of the former Aachener Bausparkasse, which were sold with transfer of ownership in financial year 2011 and financial year 2022, respectively, and subsequently leased back for further owner-occupied use (sale and leaseback transactions). The non-cancellable basic lease term for the property at Friedrich-Scholl-Platz 1 in Narlsruhe is 15 years. The property was terminated as of January 5, 2026. The agreement also contains a general prospective price adjustment clause dependent on changes in the consumer price index. Beyond that, no repurchase option, contingent rent payments, or restrictions were agreed upon. The majority of the property is used within the Group. Part of the property has been sublet outside the Group. Future minimum payments of €1,052 thousand (previous year: €2,064 thousand) are expected from this sublease agreement. The basic lease term for the building of the former Aachener Bausparkasse AG, which began on January 1, 2022, is five years. Unless terminated at least six months before expiry, the lease is extended by one year at a time. No repurchase option, contingent rent payments or restrictions have been agreed. The property is used within the Group. The W&W Group has recognized a cash outflow from leases in the amount of €19,020 thousand (previous year: €18,220 thousand). W&W Group as lessor Operating leases as lessor exist for investment properties. The lease agreements have mostly indefinite terms. In some cases, however, specific terms with a fixed base lease term are agreed. For commercial properties, price adjustment clauses based on the consumer price index are regularly agreed. For residential properties, such agreements exist for residential properties newly acquired since 2012 and for high-quality renovated residential properties. Rental income in the W&W Group amounts to €156 585 thousand (previous year: €150,658 thousand). Finance leases as lessor exist for the part of the Friedrich-Scholl-Platz 1 property in Narlsruhe that has been sublet outside the Group. Other disclosures The forecasts for the W&W Group are based on estimates that are supported by relevant analyses and publications, as well as on the Group-wide planning process. We anticipate subdued overall economic development and inflation that will remain largely constant compared with 2024. For 2025, we expect minor changes in interest rates, particularly in the long-term segment. At the same time, we anticipate limited gains on the European stock markets and a better claims experience compared with 2024, although it will remain under pressure. It will not yet return to the level of previous years. The inverse interest rate structure of recent years continues to weigh on the results of operations of Wüstenrot Bausparkasse AG. Overall, high economic and geopolitical risks remain. In addition, the development of claims, particularly from natural events, represents a further risk factor. A deterioration in the economic environment would also affect the forecasts. Due to valuation effects from fair value measurement in accordance with IFRS 9 and 17, there is a risk of potentially volatile earnings. Taking into account our estimates, we expect consolidated net income for the 2025 financial year to be significantly higher than in the previous year, particularly if the claims experience improves. Apart from the facts presented in the preceding sections, there is no other material information. B Governance system General information on the governance system Governance system Executive Board The Executive Board of W&W AG, the parent company of the W&W Group, is responsible for managing the W&W Group. As of December 51, 2019, the Executive Board consists of three members. This number of Executive Board members was determined by the Supervisory Board. The minimum number of Executive Board members is met. In addition, the age limit of 65 years stipulated as a target provision in the rules of procedure for the Executive Board must be observed. The age limit is observed. As of December 51, 2024, the responsibilities within the Executive Board are distributed as follows: Composition of the Executive Board Name Function Responsibilities Representation Jürgen A. Junker (Chairman of the Executive Board) Chief Executive Officer (CEO) / Labor Director Group Legal Affairs, Group Audit, Communications, Group Development (Strategy, M&A, Strategic Brand Management & Corporate Identity, Customer Data) and Business Organization, Group Human Resources, Data Processes and AI, Group Board Sales, Group Board Human Resources Alexander Mayer, Except for Data, Processes and AI: Jens Wieland Alexander Mayer Chief Finance Officer (CFO) / Chief Risk Officer (CRO) Group Accounting, Financial Services, Risk, Compliance (Money Laundering / Securities Compliance), Group Controlling / Cost Controlling, Retained Organization, Group Board Risk Jürgen A. Junker Jens Wieland Chief Information Officer (CIO) Financial Management / Asset Allocation Enterprise IT management, customer data protection and operational security, production and services, reinsurance* Alexander Mayer, exception Financial Controlling / Asset Allocation: Jürgen A. Junker * Including investment management reinsurance; the reinsurance business is outsourced to Württembergische Versicherung AG. The Executive Board is responsible for managing the company with the aim of creating sustainable value in the interests of W&W AG and the W&W Group. It also defines the corporate policy and the principles of the business policy of W&W AG and the W&W Group. Its main tasks are the strategic orientation and management of the W&W Group and the Group, including compliance with and monitoring of an efficient risk management system. The Executive Board also ensures that an appropriate and effective internal audit and control system is in place. It defines the business strategy and a consistent and appropriate risk strategy at Group level and ensures that the W&W Group has a suitable and transparent organizational and operational structure. The Executive Board of W&W AG represents the company in transactions with third parties. The Executive Board is accountable as a whole. A resolution of the Executive Board is required in all matters in which a resolution by the Executive Board is required by law, the Articles of Association, or the rules of procedure for the Executive Board adopted by the Supervisory Board for the Executive Board for determining and, if necessary, adjusting the business and risk strategy and other fundamental issues of Group planning, as well as the annual and multi-year planning of the W&W Group, in matters that are not assigned to a specific member of the Executive Board by the schedule of responsibilities, in all other matters submitted to the Executive Board for resolution by the Chairman of the Executive Board or a member of the Executive Board. The Executive Board is part of the W&W Group's management system. The central management bodies of the W&W Group are the Management Board, the Insurance Division Board, the BSW Division Board, and the Group Boards. The Executive Board of W&W AG, together with the heads of the Housing and Insurance segments, forms the Management Board. The Management Board is the central management body of the W&W Group. Among other things, the Management Board is responsible for group management and for defining and developing the business strategy for the W&W Group. It also serves as a forum for professional exchange between the Executive Board and the heads of the business segments in the integration of the business segments into the group strategy. Cross-group and strategic issues are brought before the Management Board. Decision-making processes are consolidated and accelerated. The Management Board meets at least once a month. These meetings also serve as Executive Board meetings of W&W AG. Business area-specific issues are coordinated and decided at the BSW Executive Board meeting and the Insurance Division Board meeting. These meetings take place at least once a month and also count as Executive Board meetings of the individual companies. The Group Boards coordinate cross-business area initiatives in the areas of sales, risk, and capital investments. The CEO is responsible for coordinating cooperation between the Executive Board and the Supervisory Board. He maintains contact with the Chairman of the Supervisory Board and consults with him on the strategy, business development, and risk management of W&W AG and the W&W Group. He informs the Chairman of the Supervisory Board without delay of any important events that are of significant importance for the assessment of the situation and development of the W&W Group and for its management. The Executive Board coordinates the strategic orientation of W&W AG and the W&W Group with the Supervisory Board. In addition, the Executive Board reports to the Supervisory Board on a regular basis and comprehensively - and ad hoc if necessary - on all issues relevant to W&W AG and the W&W Group in relation to strategy, planning, business development, the risk situation, risk management, and compliance. Further details are set out in the rules of procedure for the Executive Board. Supervisory Board The Supervisory Board of W&W AG, the parent company of the W&W Group, advises the Executive Board on the management of W&W AG and the W&W Group and monitors its management. This also applies with regard to compliance with the relevant insurance and banking supervisory regulations. The Supervisory Board performs its duties in accordance with the law, the Articles of Association, the rules of procedure of the Supervisory Board, and any resolutions of the Supervisory Board. It devotes sufficient time to discussing strategies, risks, and remuneration systems for the Executive Board and employees. In accordance with the Articles of Association, the Supervisory Board of W&W AG consists of 12 members, six of whom are shareholder representatives and six employee representatives. W&W AG is subject to a statutory minimum quota of 50% women on the Supervisory Board. The Supervisory Board currently consists of seven men and five women. Women make up 42% of the total board. With regard to the business areas of housing and insurance and the joint Group perspective, the candidates proposed by the Supervisory Board for election to the Board are selected on the basis of their expertise, experience, and specialist knowledge, particularly in the insurance, banking, and building society sectors, as well as their individual qualities. Further criteria for the Supervisory Board's nominations to the Annual General Meeting are independence and availability, as well as compliance with the target age limit of 70 at the time of election. In the opinion of the Supervisory Board, all shareholder representatives on the Supervisory Board are independent. The Supervisory Board will continue to have an appropriate number of independent members in the future. The Supervisory Board considers a minimum of four independent Supervisory Board members to be appropriate for the shareholder representatives. Due to the company-specific situation, the Supervisory Board does not consider it necessary to aim for a specific minimum number of Supervisory Board members who represent the characteristic of "internationality" in particular, as the main focus of the W&W Group's business activities lies in the national insurance and building society sector. However, beyond the characteristic of "internationality", the inclusion of and cooperation between Supervisory Board members with different backgrounds and ways of thinking enriches the board as a whole and promotes a culture of discussion. This ultimately leads to more efficient and effective control and advisory activities. In addition to measures requiring approval by law or the Articles of Association, the Executive Board requires the approval of the Supervisory Board for measures defined in the Rules of Procedure. The Supervisory Board has adopted rules of procedure for itself, which regulate the details of the Supervisory Board's organization necessary for the conduct of its business. Appropriate interaction between the Supervisory Board and committees, executives, and key functions is ensured by existing reporting requirements, so that there is a regular and sufficient exchange of information. If a conflict arises with supervisory, corporate, or group law requirements, compliance with the governance requirements at group level is ensured and enforced by the Supervisory Board of W&W AG. At the end of the reporting period, the Supervisory Board of W&W AG had established the following four permanent committees: Risk and Audit Committee, Nomination Committee, Human Resources Committee, Mediation Committee. Risk and Audit Committee Composition Ney responsibilities 6 members Chair: Dr. Frank Ellenbürger (financial expert for the annual audit). Two additional shareholder representatives: Prof. Dr. Nadine Gatzert, Dr. Wolfgang Salzberger (financial expert in accounting). Three additional employee representatives: Hartmut Bader, Jutta Eberle, Bernd Mader. Preliminary review of the annual and consolidated financial statements, the management reports and the proposal for the appropriation of profits, the corporate governance statement with the corporate governance report, including the remuneration report and the separate non-financial group report. Accounting issues and monitoring of the accounting process, the effectiveness of the internal control system, the risk management system, and the internal audit system, as well as compliance issues. Issues relating to current and future overall risk appetite and business and risk strategies at company and group level, and support in monitoring their implementation. Recommendations on the election of the auditor by the Annual General Meeting. Resolving on the agreement with the auditor (in particular the audit mandate, the determination of audit priorities, and the fee agreement) as well as on the termination and continuation of the audit mandate. Taking appropriate measures to determine and monitor the independence of the auditor and the additional services provided by the auditor for W&W AG. Supporting the Supervisory Board in monitoring the Executive Board's prompt rectification of any deficiencies identified by the auditor. Nomination Committee Composition Ney responsibilities 5 members Chair: Chairman of the Supervisory Board (Dr. Michael Gutjahr). Two additional shareholder representatives: Dr. Wolfgang Salzberger, Jutta Stöcker. Supporting the Supervisory Board in preparing nominations to the Annual General Meeting for the election of members of the Supervisory Board (support in preparing nominations to the Annual General Meeting for the election of members of the Supervisory Board is the sole responsibility of the shareholder representatives). Supporting the Supervisory Board in setting targets for the underrepresented gender on the Executive Board and Supervisory Board and deadlines for achieving these targets. Supporting the Supervisory Board in the annual review in accordance with the internal "fit & proper" guideline for executives and members of the supervisory bodies in its currently valid version. Personnel Committee Composition Ney responsibilities 4 members Chair: Chair of the Supervisory Board (Dr. Michael Gutjahr). Another shareholder representative: Dr. Frank Ellenbürger. Two additional employee representatives: Andreas Rothbauer, Deputy Chair of the Supervisory Board (Frank Weber). Preparing personnel decisions of the Supervisory Board, in particular the appointment and dismissal of members of the Executive Board and the appointment of the Chairman of the Management Board. Preparing the determination of the remuneration of the members of the Executive Board, the decisions pursuant to Section 87 (2) sentences 1 and 2 of the German Stock Corporation Act (AktG) and the remuneration report pursuant to Section 162 of the German Stock Corporation Act (AktG) for resolution by the Supervisory Board. Resolving on the conclusion, amendment, and termination of the employment and pension agreements of the members of the Executive Board, insofar as required by law. Regular consultation on long-term succession planning for the Executive Board, taking into account the company's management planning. Mediation Committee Composition Ney responsibilities 4 members Chair: Chair of the Supervisory Board (Dr. Michael Gutjahr). Another shareholder representative: Edith Weymayr. Two additional employee representatives: Petra Sadowski, Deputy Chairwoman of the Supervisory Board (Frank Weber). Submission of personnel proposals to the Supervisory Board if the majority required for the appointment and dismissal of members of the Executive Board has not been reached. Ney functions The Solvency II Group has established the following four key functions: Risk management function, Compliance function, Internal audit, Actuarial function. The individual members of the Executive Board ensure regular communication with the key function holders. The necessary powers, resources, and operational independence of the key function holders, as well as the manner in which they report to and advise the administrative, management, or supervisory body of the insurance or reinsurance company (hereinafter referred to as "AMSB"), are described below. Detailed descriptions of how the functions have been implemented within the group can be found in sections B.5 to B.6. Risk management function The Risk Management department at W&W AG is responsible for risk management at group level and at the level of W&W AG. A division manager in the Risk Management department acts as the responsible key function holder in accordance with § 26 of the Insurance Supervision Act (VAG). The holder of the risk management function has full and unrestricted access to information and a reporting line to the responsible member of the Executive Board in order to perform his duties. The Risk Management department has adequate working capacity. The Executive Board ensures that the risk management function is adequately equipped with personnel and material resources in terms of the nature and scope of its tasks. To avoid conflicts of interest, the risk management function is strictly separated from risk-taking units. The risk management function is involved in decision-making both at the organizational level, through its inclusion in the committee structure, and at the procedural level, within the framework of the operational implementation of the risk management system, risk reporting, and the implementation and further development of the risk management system. The Executive Board of W&W AG is advised by the Group Board Risk on decision-making on risk-related issues. The key function holder is a member of the Group Board Risk and is therefore structurally involved in decision-making on risk-related issues. The regular flow of information on the risk situation is ensured in particular by the annual update of the risk strategy and further guidelines, the setting of limits, internal risk reporting, risk-bearing capacity calculations, the report on the company's own risk and solvency assessment, and the results of the risk inventory. The Supervisory Board and the Risk and Audit Committee are informed by the Executive Board, in particular through the presentation of the risk strategy, the internal risk report, the report on the company's own risk and solvency assessment, and ad hoc reports on the risk situation. The risk management function has the following main tasks: Developing the risk strategy and guidelines for risk management, Participating in strategic asset allocation, Implementing risk limit planning, Carrying out risk inventory, Calculating solvency, including further developing the risk-bearing capacity model, Carrying out and documenting the Own Risk and Solvency Assessment (ORSA), Preparation of internal and external risk reports (regular and ad hoc), Implementing measures to promote risk culture, and Carrying out special projects on risk topics. Compliance function The compliance function of the W&W Group, which is part of the Compliance and Money Laundering department (until July 2024: Risk and Compliance), is an essential component of its compliance management system. It is part of the internal control system (ICS). The W&W Group follows the three lines of defense concept. The first line consists of the business units responsible for decentralized risk management. The second line comprises the risk management function, the compliance function, and the actuarial function. The internal audit function forms the third line. The key compliance function holders of the individual companies concerned are supported in the implementation of their tasks by the compliance function of W&W AG, to which the key function is outsourced. Its main tasks include monitoring the relevant requirements, advising the Executive Boards and management on compliance with the requirements, monitoring the relevant requirements, and identifying and assessing compliance risks. In order to perform its tasks objectively, fairly, and independently, the compliance function has an unrestricted right to information. It must also be granted access to all premises and IT systems. In the event of significant violations of internal and external regulations and rules, in particular in cases of fraud, it must be informed immediately and without being asked of all information and findings by the decentralized compliance contact persons, sales compliance officers or, if necessary, other compliance interfaces. This takes place regularly within the framework of the central Group Compliance Committee or on an ad hoc basis. The Executive Boards and management ensure that the central compliance function is adequately equipped in terms of personnel and material resources, taking into account the nature, complexity, and scope of its tasks. The central compliance function has its own work capacity with the necessary professional qualifications to perform its Group-wide compliance tasks as of the reporting date. Additional work capacities are assigned to decentralized units with compliance tasks. If the matter to be investigated by the compliance function requires the involvement of external third parties, it may commission them on behalf of the company concerned. The employees of the central compliance function are exclusively responsible for compliance. The person responsible for the key function is directly employed by W&W AG and reports directly to the Executive Board. He or she has no authority to issue instructions to the units monitored, but is equally free from instructions in relation to these units. If the person responsible for the key function or the compliance function is prevented from performing a task properly, they shall inform the members of the Executive Board or Supervisory Board of the W&W Group responsible for compliance. The person responsible for the key function also reports annually and ad hoc to the responsible management boards of the W&W Group as part of regular meetings, as well as (annually and ad hoc) to the supervisory boards through corresponding compliance reports. In addition, they report on compliance incidents and developments within the framework of the Group Board Risk. Furthermore, the person responsible for the key function or the compliance function also performs a training and advisory function for management boards, executive boards, and supervisory boards, particularly in relation to significant issues. Further details on the independent compliance function are provided in section B.4 "Compliance" Internal audit Internal auditing for W&W AG is performed by the Group Audit department. The Group Audit department provides auditing services for W&W AG and the companies of the W&W Group in Germany. The head of the department is the holder of the audit function. He reports directly to the CEO of W&W AG. As the "third line" and central function of internal corporate monitoring, the audit department is responsible for reviewing and assessing the effectiveness and appropriateness of risk management, the internal control system (ICS), and the regularity of all activities and processes of the company in a risk-oriented and process-independent manner. Security and economic efficiency aspects must also be taken into account. As the Group's internal audit department, it also ensures compliance with audit requirements. To this end, it has the necessary audit and information rights as well as the right to issue technical instructions. The powers of the Internal Audit department are governed by the Internal Audit Rules of Procedure, which have been adopted by all management boards throughout the Group. In particular, these rules establish an unrestricted right to information and audit all companies within the Group. Accordingly, all organizational units must immediately notify Internal Audit of any significant deficiencies, significant financial losses, or concrete suspicions of irregularities. The rules of procedure also stipulate that audit staff may only be assigned audit tasks. The audit department has no authority to issue instructions to the audited units, except for any immediate measures that may be necessary in the interests of the W&W Group companies. As of the reporting date, the Group Audit department has adequate working capacity and the necessary professional qualifications. In addition, the Group Audit department can also call on external expertise if necessary, while maintaining the independence requirements. At least once a year, the internal audit department determines the training needs of individual employees in order to ensure that their knowledge is up to date. The Internal Audit department prepares a written report on each audit in a timely manner, which is addressed to the responsible member of management. The audit reports list all deficiencies identified, along with the measures to be taken and the deadlines for completion. In addition, the Internal Audit department informs the relevant member of the W&W AG Executive Board on a monthly basis of any audit measures that may be due within their area of responsibility. Overdue measures are also reported monthly to the CEO of the W&W Group. In addition, the Audit Department reports quarterly on its audit activities, compliance with the audit plan, and any postponements or new audits to be scheduled for the entire W&W Group and thus also for W&W AG. In addition, an annual report is prepared on the audit activities in the past year, any significant or serious deficiencies identified, the status of implementation of measures to remedy these deficiencies, and compliance with and changes to the audit plan. In addition, Internal Audit comments on whether the quantitative and qualitative resources allocated to Internal Audit in terms of personnel and material are appropriate for the nature and scope of its tasks. Both the quarterly and annual reports are also submitted to the Supervisory Board of the parent company. In addition, the head of Internal Audit reports at the meetings of the Supervisory Board's Audit Committee. Furthermore, the chair of the supervisory body or the Audit Committee is entitled to obtain information directly from the head of Internal Audit, with the involvement of the management. Actuarial function The actuarial function for the W&W Group is located in the Actuarial Function department of W&W AG. The key function holder is supported in her tasks by the holders of the actuarial functions of the individual companies and the employees reporting to them. The responsible owner of the actuarial functions at W&W AG and Württembergische Versicherung AG heads the Actuarial & Reinsurance Composite department at Württembergische Versicherung AG and the Actuarial Function division at W&W AG. The responsible holder of the actuarial function at Württembergische Lebensversicherung AG and the W&W Group reports directly to the company's Executive Board. She heads the "Actuarial Function" division at Württembergische Lebensversicherung AG. The responsible holder of the actuarial function at Württembergische Nrankenversicherung AG reports directly to the company's Executive Board. The actuarial function depends on being provided with the information it needs to perform its tasks. Accordingly, all necessary information and documents must be made available to the actuarial function upon request. The Executive Board ensures that the actuarial function is provided with personnel and material resources appropriate to the nature and scope of its tasks. The actuarial function of the W&W Group is supported by the actuarial functions of the individual companies. This applies in particular to the key function holders of the life insurance companies of the W&W Group and their subordinate employees. In order to ensure the independence of the actuarial function, the Group takes care to allocate tasks with potential for conflicts of interest to different persons and to keep them separate. The actuarial function prepares an annual report for the Executive Board, which contains important information on the calculation of technical provisions as well as statements on the underwriting and acceptance policy and the adequacy of reinsurance arrangements. The actuarial functions of the Group and of all individual companies in the Group meet at least once a year in a committee to exchange information and compare the status of their work. This ensures that a consistent approach is taken across the Group when designing the actuarial function. Significant changes to the governance system The Annual General Meeting of W&W AG on May 25, 2025, resolved to amend the Articles of Association to reduce the number of members of the Supervisory Board from sixteen to twelve for the period beginning with the end of the Annual General Meeting that approves the actions of the Supervisory Board for the 2025 financial year. This took place on May 14, 2024. Since its expiry, the Supervisory Board has consisted of only twelve members. There was a change in the composition of the Executive Board during the 2024 financial year. Jürgen Steffan left the Executive Board at the end of June 50, 2024. Since then, the Executive Board has consisted of only three members. The associated changes to the Executive Board's allocation of responsibilities are presented in section B.1. The declaration of conformity with the German Corporate Governance Code was updated with effect from December 2024 and is published in the 2024 Annual Report of W&W AG. Significant transactions in the reporting period There were no significant changes in the shareholder structure of W&W AG. Furthermore, there were no significant transactions with shareholders, persons exercising significant influence over the company, or members of the Executive Board or Supervisory Board during the reporting period. Remuneration guidelines and practice Remuneration guidelines The remuneration guidelines for insurance companies subject to Solvency II are in line with the business and risk strategy of the W&W Group. The Group business strategy is the central document governing the strategic orientation of the W&W Group. It contains the objectives and plans for the main business activities and forms the framework for the Group risk strategy. The strategy process pays particular attention to consistency between the Group business strategy and the business strategies of the individual companies within the W&W Group. Consistency between the business strategy of the Group and that of the individual companies is ensured by a strategy process that is coordinated in terms of timing and content. The remuneration guidelines and remuneration practices pursue the same objectives as the business and risk strategies and are also geared toward the sustainable development of the respective companies. The remuneration guidelines of the W&W Group are based on the following principles: The remuneration systems comply with the respective legal requirements, in particular Article 275 of Delegated Regulation (EU) 2015/55 (DVO) and the English Corporate Governance Code. In accordance with the W&W Group's risk strategy, the remuneration systems are consistent with the business strategy, the risk strategy, and the Group Risk Policy. They are designed to prioritize the safeguarding of the existence, long-term success, and prosperity of the W&W Group. These must be designed in such a way that they promote a group-wide risk culture and avoid negative incentives that conflict with the risk strategy and the risk appetite adopted therein. In the spirit of a risk culture that is put into practice, harmful incentives and rewards for misconduct must be avoided. The remuneration systems support the achievement of the strategic goals and are aligned with them. This means that target agreements are derived from the strategic goals. The target cascade Supervisory Board Executive Board Employees should ensure this at all times. The total remuneration of the members of the Executive Board and the employees is competitive, i.e., it is designed in such a way as to attract, retain, and motivate the members of the Executive Board and the employees in the best possible way. The remuneration systems are modern, up-to-date, fair, non-discriminatory, and gender-neutral. The structure of the total remuneration of the members of the Executive Board and the employees ensures appropriate incentive structures in line with a group-wide risk culture. The ratio between fixed and variable remuneration is set in such a way that the variable component represents a human resources incentive on the one hand and does not encourage the members of the Executive Board and the employees to take disproportionately high risks on the other. The remuneration systems support the strategic goals of the W&W Group's business and risk strategies by taking into account sustainable aspects in the areas of the environment, social affairs, and governance. The remuneration systems and the respective corporate goals are known within the W&W Group, documented, and available for viewing in the personnel portal. The appropriateness of the remuneration systems is reviewed annually by the Remuneration Committee as part of a defined process and adjusted if necessary. Remuneration practice The members of the Supervisory Board receive only fixed remuneration for their work on the Supervisory Board and its committees, as well as attendance fees. The amount is determined by the Annual General Meeting. The remuneration of the Executive Board consists of a non-performance-related component (80%) and a performance-related component (20%). The conservative structure of the total remuneration of the members of the Executive Board, with a ratio of 4:1 between fixed and variable remuneration components, was chosen in order to avoid incentives for individuals to take disproportionate risks. The proportion of fixed remuneration is high enough to allow the company to pursue a flexible remuneration policy when determining variable remuneration, up to and including the complete elimination of variable remuneration in the event of negative contributions to earnings. Due to the remaining fixed remuneration, those affected are always able to maintain an appropriate standard of living. The non-performance-related component is fixed remuneration consisting of a fixed salary (pensionable) and an allowance. The performance-related component is granted in the form of a target bonus. The performance-related remuneration is paid out in installments as follows: 40% is paid immediately in the year following the determination of the degree to which the targets have been achieved, while the remaining 60% of the performance-related remuneration component is retained for a period of three years and subject to forfeiture clauses (sustainability criterion). The retained amount is only paid out if the W&W Group reports average IFRS earnings after taxes of at least €140 million in the three years in question and does not report a loss in any of the three years. If the average consolidated net income falls below the threshold of €140 million or if the Group reports a loss in one or more years, the amount retained for the relevant financial year shall be forfeited in full and permanently. When determining the remuneration of members of the Executive Board, the Supervisory Board ensures that the total remuneration is appropriate to the situation of the W&W Group and to the tasks and expected performance of a member of the Executive Board. Remuneration comparisons are carried out to determine the appropriate remuneration for a member of the Executive Board. A comparison with domestic companies in the same industry and of similar size and complexity shows that the total remuneration is in line with market conditions. The remuneration of senior executives in the first management level in internal services below the Executive Board is composed of a fixed salary and a performance-related target bonus in a ratio of 82.5% fixed to 17.5% variable. The remuneration of senior employees below the first management level in internal sales generally consists of a fixed salary and a performance-related target bonus in a ratio of 87.5% fixed to 12.5% variable. For salaried employees in the field, remuneration is generally divided in a ratio of 2/5 fixed to 1/5 variable or 70% fixed to 50% variable. The structure of the total remuneration between fixed and variable components was chosen to avoid incentives to take disproportionate risks. At the same time, the ratio ensures that employees are not significantly dependent on variable remuneration. The proportion of variable remuneration increases with increasing responsibility, rising to 17.5% for office staff and 55% for field staff. Fixed remuneration is determined taking into account the position, tasks and performance of the individual, as well as market comparisons and the situation of the company. The total remuneration is therefore competitive and offers sufficient incentive in terms of human resources management. The remuneration of employees of insurance companies is based on the collective agreement for the private insurance industry. The vast majority of employees covered by the collective agreement do not receive any individual variable remuneration. However, in addition to the fixed remuneration regulated by collective agreements, employees are generally entitled to a variable company-specific component amounting to 50% of their gross monthly salary in accordance with a Group works agreement, provided they belong to the group of eligible persons. The variable component for employees without individual contractual agreements results exclusively from this Group works agreement. The bonus is calculated based on the degree to which the Group's target results are achieved. This applies uniformly to all employees of the Group companies. The target value for the Group's results as derived from the medium-term planning is therefore also the target value for the employee bonus, thus harmonizing the goals of the employees with the company's planning. The entitlement to payment is excluded if and to the extent that there are mandatory regulatory reasons at Wüstenrot & Württembergische AG, Württembergische Versicherung AG, Württembergische Lebensversicherung AG or Wüstenrot Bausparkasse AG that prevent payment in a financial year. Some of the employees in internal and external sales who are not covered by collective agreements receive additional individual variable remuneration based on target agreements in addition to the aforementioned collective remuneration components. This is regulated by the works agreement on the "Introduction and structuring of variable remuneration based on target agreements", the total proportion of variable remuneration is generally less than 20%. For employees in field service, the proportion of variable remuneration is generally between 50% and 55%. Variable remuneration below the Executive Board level is paid in full once the degree of target achievement has been determined in the second quarter of the following year. The remuneration practice for key function holders does not differ from the remuneration practice described above. Individual and collective performance criteria The performance-related bonus for members of the Executive Board is linked to a target agreement system. The amount of the bonus allocated to a member of the Executive Board for a past financial year depends on the achievement of the relevant corporate and individual targets. The corporate targets correspond to the annual plan approved by the Supervisory Board of W&W AG. They consist of key figures such as consolidated and individual company results, administrative expenses, consolidated customers, and employee satisfaction. The individual targets, which are derived in particular from strategic programs, relate to the organizational unit and to individual contributions to success and are agreed between the individual member of the Executive Board and the Supervisory Board. The targets are increasingly focused on sustainability. On the one hand, the targets are based on sustainable business indicators, and on the other hand, they relate to the areas of environment, social affairs, and governance. The corporate goals derived from the business strategy, such as achieving a sustainable return (annual result for the Group under IFRS, annual result for the company under HGB), a competitive cost level and cost ratios (cost efficiency / administrative expenses), and increasing employee satisfaction and customer loyalty (market performance), ensure the continuation of the company. Profitable growth combined with the creation of leaner and more efficient structures and processes enable us to secure sustainable earnings power. By setting a target for the annual result "per company/busi-ness segment" after taxes (HGB), the current and future equity requirements from profits (internal financing) are to be generated on a sustainable basis. The entitlement to payment of the portion of variable remuneration dependent on the company's performance (company targets) is excluded if and to the extent that mandatory regulatory reasons at W&W AG, Württembergische Versicherung AG, Württembergische Lebensversicherung AG or Wüstenrot Bausparkasse AG prevent payment in a financial year. The overall concept allows for performance-related measurement of the variable remuneration component based on operational and sustainable targets, thereby ensuring that remuneration is appropriately performance-related. The variable remuneration of senior executives is also linked to a target agreement system. At least 50% of the total variable remuneration is determined on the basis of sustainable criteria. These criteria are derived from the targets of the respective Executive Board members, taking into account their tasks and functions, and include both economic and environmental criteria. For senior executives, 40% of the variable remuneration is determined on the basis of the achievement of annually specified corporate targets. With regard to the corporate targets, the comments on the Executive Board members apply. 60% of variable remuneration is dependent on the achievement of annually agreed quantitative and qualitative individual or organizational unit targets. Care is taken to ensure that individual targets are set that support sustainable success, taking into account the tasks and functions of the individual. At the same time, no exclusively volume-ba-sed targets are agreed in sales. In contrast to the remuneration of the members of the Executive Board/managing directors, there is currently no deferred payment. This also applies to the remuneration of key function holders. This takes into account the interpretation decision of the Federal Financial Supervisory Authority (BaFin) of December 20, 2016, on "Aspects of remuneration" within the framework of the requirements of Art. 275 DVO (EU) 2015/55. No shares or share options are issued as variable remuneration for the Executive Board or for senior executives. The structure of the individual and collective performance-related remuneration of key function holders does not deviate from the model described above. Supplementary pension or early retirement arrangements No supplementary pension or early retirement arrangements have been agreed with the members of the Executive Board or the members of the Supervisory Board. The pension plan for members of the Executive Board consists of a defined-contribution pension plan in the form of retirement and survivor's pensions and a defined-benefit plan in the event of disability. The defined-contribution pension plan is linked to a reinsurance policy. The annual contribution amounts to 25% of the pensionable fixed salary. Due to a change in the reinsurance system, the pension benefits for members of the Executive Board in office on December 51, 2019, differ from those for members of the Executive Board appointed to office on January 1, 2020: Occupational pension plan until December 51, 2019 Occupational pension plan from January 1, 2020 Retirement benefits from age 65 Lifetime pension Lump-sum payment with option to choose a pension Survivor's provision In the event of death after retirement: 60% of the retirement pension as a widow's pension, 15% or 20% of the retirement pension as an orphan's pension. In the event of death during active service: 60% of the old-age pension as a widow's pension received based on the notional old-age pension at age 60, 15 or 20% of the old-age pension as an orphan's pension on the notional old-age pension at age 60. In the event of death after retirement: Continued payment of the old-age pension for 20 years (calculated from the date on which the old-age pension was first received). Alternatively: Upon transfer of the pension, it is possible to include a survivor's pension at the expense of the old-age pension. In the event of death during active service: As a rule, 500% of the pensionable fixed salary as a minimum death benefit in the form of a lump-sum payment. This benefit can also be converted into a pension at the request of the surviving dependents. Disability benefit Lifetime pension equal to the notional old-age pension at age 60. Pension until age 65 amounting to 50% of the fixed salary. Benefit from age 65: retirement capital based on the reinsurance policy financed up to the date of occupational disability or corresponding retirement pension No additional pension or early retirement arrangements have been agreed with key function holders. Employees receive a company pension plan if they accept the offer to join the plan. The employer-financed company pension plan consists of defined contribution plans, with contributions calculated as a percentage of the current pensionable income. Survivors' benefits and disability pensions differ historically due to different insurance rates and different commitments regarding benefits in the event of disability. Old-age pensions are generally granted upon retirement at the age of 65 or 67, or earlier if the statutory pension is claimed at the same time. For reasons of grand-fathering, there are also benefit commitments for old-age, survivors' and disability benefits. Old-age pensions are granted upon retirement at the age of 65 or earlier if the statutory pension is drawn at the same time. Survivors' benefits generally comprise a widow's / widower's pension of 60% of the retirement pension and orphans' pensions ranging from 15% to 50% of the retirement pension. Additional information at group level The uniform implementation of risk management and internal control systems as well as reporting within the Group is ensured by appropriate organizational and procedural regulations: The Group Board Risk is the central body responsible for coordinating risk management across the Group. Further details are provided in section B.5. The group-wide internal control system is coordinated by the Group Customer Data Protection and Operational Security department. Further details are provided in section B.4. Intra-group transactions are eliminated during consolidation. Further information can be found in section D. With regard to the legal structure and the governance and organizational structure at Group level, reference is made to the previous sections, in particular A.1 and B.1. For a description of the subsidiaries and significant associated companies belonging to the Group, reference is also made to the presentation in section A.1. The organizational and operational structure established in accordance with the principle of proportionality enables the requirements for risk management and internal control systems as well as reporting to be implemented in a manner appropriate to the Group's needs.

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