VIG's corporate governance

The Austrian Code of Corporate Governance was introduced in 2002 and is amended regularly updated according to legislation and current trends. It is the standard for proper corporate governance and control in Austria. Provisions of the Code contribute to strengthening the trust in the Austrian capital market. The report that companies are required to publish on compliance with these provisions requires a high level of transparency.

Vienna Insurance Group is committed to the application of and compliance with the January 2018 version of the Austrian Code of Corporate Governance. § 267b UGB (Consolidated Corporate Governance Report) was also applied when preparing this report.

The Austrian Code of Corporate Governance is available to the public both on the VIG website at www.vig.com/ir and the website of the Austrian Working Group for Corporate Governance at www.corporate-governance.at.

Vienna Insurance Group sees corporate governance as a continuously changing process that responds to new conditions and current trends for the benefit of the Group as well as for its stakeholders. The goal of all corporate governance measures is to ensure responsible corporate management aimed at long-term growth while maintaining effective corporate control at the same time.

VIG’s Managing Board, Supervisory Board and employees consider observance of and compliance with the rules of the Austrian Code of Corporate Governance to be highly important for the practical implementation of corporate governance.

Vienna Insurance Group’s declaration of adherence to the Code and information on the members, procedures and remuneration of the Managing Board and Supervisory Board are clearly organised and presented below.

The rules of the Austrian Code of Corporate Governance are divided into the following three categories:

• Rules based on mandatory legal requirements (“Legal Requirement”)
• Rules based on standard international requirements. Non-compliance with these rules must be declared and explained in order to comply with the Code (“Comply or Explain”)
• Non-compliance with rules which are merely recommendations do not need to be disclosed or explained (“Recommendation”)

Vienna Insurance Group complies with all of the rules of the Austrian Code of Corporate Governance.

Vienna Insurance Group’s scope of consolidation also includes capital market-oriented subsidiaries that are required by the legal systems applicable to them to prepare and publish corporate governance reports. These include: Ray Sigorta (Turkey), Bulstrad Non-Life (Bulgaria) and Makedonija (Macedonia). The corporate governance reports are included in the annual reports of these companies and can be accessed through their respective websites: www.raysigorta.com.tr, www.bulstrad.bg/en/, www.insumak.mk. Any areas of deviation - and the explanation(s) - are indicated in the corporate governance reports of these companies. Bulstrad Non-Life has not been listed on the Bulgarian Stock Exchange since 22 December 2017.

VIG’s shareholder structure is available at www.vig.com/ir