Corporate Governance Report
Consolidated
Corporate
Governance
Report
UNIQA has been committed to compliance with the Austrian Code of Corporate Governance (ÖCGK) as currently amended since 2004 and publishes the declaration of conformity both in the Group report and on www.uniqagroup.com in the Investor Relations section. The Austrian Code of Corporate Governance is also publicly available at www.uniqagroup.com and www.corporate-governance.at.
The Corporate Governance Report and the Consolidated Corporate Governance Report of UNIQA Insurance Group AG are summarised in this report in accordance with Section 267b in conjunction with Section 251(3) of the Austrian Commercial Code.
Implementation and compliance with the individual rules in the Austrian Code of Corporate Governance, with the exception of Rules 77 to 83, are evaluated annually by PwC Wirtschaftsprüfung GmbH. Rules 77 to 83 of the Austrian Code of Corporate Governance are evaluated by the law firm Schönherr Rechtsanwälte GmbH. The evaluation is carried out based mainly on the questionnaire, published by the Austrian Working Group for Corporate Governance, for the evaluation of compliance with the Code. The reports on the external evaluation in accordance with Rule 62 of the Aus- trian Code of Corporate Governance can also be found at www.uniqagroup.com.
The Supervisory Board is supported by Vienna Strategy HUB GmbH with self-assessments of the Supervisory Board regarding the efficiency of its activities (Rule 36 of the Aus- trian Code of Corporate Governance).
UNIQA also declares its continued willingness to comply with the Austrian Code of Corporate Governance as currently amended.
Corporate Governance
5
Annual Financial Report 2022
Members of the Management Board
Supervisory Board appointments or | ||||
Name | Responsible for | comparable | functions in other domestic | |
and foreign companies not included in the | ||||
consolidated financial statements | ||||
Andreas Brandstetter, Chief Executive | • Strategy & Transformation | • Member of the Supervisory Board of | ||
Officer (CEO) | • UNIQA Ventures | STRABAG | SE, Villach | |
* 1969, appointed 1 January 2002 | • New Business Areas (Health/Mavie Holding) | • Member of the Supervisory Board of the | ||
until 30 June 2024 | - together with Peter Eichler | KHM Association of Museums, Vienna | ||
• Group General Secretary | ||||
• Auditing | ||||
• Customers & Markets Bancassurance | ||||
Austria (on an interim basis from 1 January | ||||
2023 until 31 March 2023) | ||||
• Product Service | ||||
• Sales Service | ||||
• Sales Management | ||||
Peter Eichler, Personal Insurance | • Product Development - Health, | |||
* 1961, appointed 1 July 2020 | Life & Casualty | |||
until 30 June 2024 | • Health Inpatient Benefits | |||
• Asset Management (UCM/UREM) |
• New Business Areas (Health/Mavie Holding)
- together with Andreas Brandstetter
Wolf-Christoph Gerlach, Operations | • Applications, Contracts & Customer Service | ||
* 1979, appointed 1 July 2020 | • Property-Motor Vehicle/Property/ | ||
until 30 June 2024 | Casualty Insurance | ||
• Life & Health Outpatient Benefits | |||
• Business Organisation (incl. OPEX & GPO) | |||
• Purchasing & Administration | |||
• Group Service Centre (Nitra) | |||
Peter Humer, Customers & Markets Austria | • Regional offices | • Member of the Supervisory Board of | |
* 1971, appointed 1 July 2020 | • Retail Austria | Salzburg | Wohnbau GmbH, Salzburg |
until 30 June 2024 | • Product Development & Pricing for Motor | • Member of the Supervisory Board | |
Vehicles and Standard Property Business | of "Wohnungseigentum", Tiroler | ||
• Sales Service | gemeinnützige Wohnbaugesellschaft | ||
• Sales Management | m.b.H., Innsbruck | ||
• Corporate Austria | • Member of the Supervisory Board of | ||
• Product Development & Risk Engineering | Österreichische Hagelversicherung- | ||
for Corporate Property Insurance | Versicherungsverein auf Gegenseitigkeit, | ||
• Affinity Business | Vienna (since 9 March 2022) | ||
• Art Insurance | |||
• Digitalisation | |||
Wolfgang Kindl, Customers & Markets | • Retail International | ||
International | • Product Development & Pricing for Motor | ||
* 1966, appointed 1 July 2020 | Vehicles and Standard Property Business | ||
until 30 June 2024 | • Sales Service | ||
• Sales Management |
• Corporate International
• Product Development & Risk Engineering
for Corporate Property Insurance
• Major/International Brokers
• Affinity Business
• Bank International
• Product Service
• Sales Service
• Sales Management
• New Insurance Solutions
• Mergers & Acquisitions
• Performance & Change Management
International
• General Secretariat International
6
Corporate Governance Report
Number of UNIQA | |
Management and monitoring functions in significant subsidiaries | shares held as at |
31 December 20222 | |
• Chairman of the Management Board of UNIQA Österreich Versicherungen AG, Vienna | 124,479 shares |
• Chairman of the Supervisory Board of SIGAL UNIQA Group AUSTRIA sh.a., Tirana | |
• Chairman of the Supervisory Board of SIGAL LIFE UNIQA Group AUSTRIA sh.a., Tirana | |
• Chairman of the Board of Directors of UNIQA Re AG, Zurich |
• Member of the Management Board of UNIQA Österreich Versicherungen AG, Vienna | 12,669 shares |
- Chairman of the Supervisory Board of PremiQaMed Holding GmbH, Vienna
- Member of the Supervisory Board of Valida Holding AG, Vienna
- Deputy President of the Board of Directors of UNIQA Versicherung AG, Vaduz
- Member of the Supervisory Board of UNIQA Towarzystwo Ubezpieczeń na Życie S.A., Warsaw
- Member of the Supervisory Board of UNIQA penzijní společnost a.s., Prague
- Member of the Supervisory Board of UNIQA investiční společnost a.s., Prague
- Member of the Supervisory Board of UNIQA d.d.s., a.s., Bratislava
- Member of the Supervisory Board of UNIQA d.s.s., a.s., Bratislava
- President of the Board of Directors of UNIQA GlobalCare SA, Geneva
• Member of the Management Board of UNIQA Österreich Versicherungen AG, Vienna | 10,370 shares |
- Member of the Supervisory Board of UNIQA Asigurari de Viata SA, Bucharest
- Member of the Supervisory Board of CherryHUB BSC Korlátolt Felelösségü Társaság, Budapest
- Member of the Supervisory Board of UNIQA Biztosító Zrt., Budapest
- Member of the Supervisory Board of UNIQA pojišťovna, a.s., Prague
- Member of the Supervisory Board of UNIQA Towarzystwo Ubezpieczeń S.A., Warsaw
- Chairman of the Supervisory Board of UNIQA Group Service Center Slovakia, spol. s r.o., Nitra
• Member of the Management Board of UNIQA Österreich Versicherungen AG, Vienna | 12,137 shares |
• Member of the Management Board of UNIQA Österreich Versicherungen AG, Vienna | 17,848 shares |
- Member of the Supervisory Board of SIGAL UNIQA Group AUSTRIA sh.a., Tirana
- Member of the Supervisory Board of SIGAL LIFE UNIQA Group AUSTRIA sh.a., Tirana
- Member of the Board of Directors of UNIQA GlobalCare SA, Geneva
- President of the Supervisory Board of CherryHUB BSC Korlátolt Felelösségü Társaság, Budapest
Corporate Governance
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Annual Financial Report 2022
Members of the Management Board
Supervisory Board appointments or | ||||
Name | Responsible for | comparable | functions in other domestic | |
and foreign companies not included in the | ||||
consolidated financial statements | ||||
René Knapp, HR & Brand | • Strategic Personnel Management | • Member of the Supervisory Board of | ||
* 1983, appointed 1 July 2020 | • Operating Personnel Management | Österreichische Förderungsgesellschaft | ||
until 30 June 2024 | • Brand & Communication | der Versicherungsmathematik GmbH | ||
• Ethics, Sustainability & Public Affairs | (ÖFdV GmbH), Vienna | |||
• Works Council | ||||
Erik Leyers, Data & IT | • Data Management | • Member of the Supervisory Board of | ||
* 1969, appointed 1 June 2016 | • UITS (UNIQA IT Services GmbH) | Raiffeisen | Informatik Geschäftsführungs | |
until 30 June 2024 | • UIP Project (UNIQA Insurance Platform) | GmbH, Vienna | ||
Klaus Pekarek, Customers & Markets | • Product Service | |||
Bancassurance Austria | • Sales Service | |||
* 1956, appointed 1 July 2020 | • Sales Management | |||
until 31 December 2022 | ||||
Sabine Pfeffer, Customers & Markets | • Product Service | |||
Bancassurance Austria | • Sales Service | |||
* 1972, appointed 1 April 2023 | • Sales Management | |||
until 31 December 2026 | ||||
Kurt Svoboda, Finance & Risk Management | • Legal & Compliance | • Member of the Supervisory Board of | ||
* 1967, appointed 1 July 2011 | • Investor Relations | Wiener Börse AG, Vienna | ||
until 30 June 2024 | • Controlling | |||
• Finance & Accounting | ||||
• Actuarial Services | ||||
• Risk Management |
• Regulatory Affairs
• Reinsurance
• Auditing
The work of the Management Board
The work of the members of the Management Board of UNIQA Insurance Group AG is regulated by the rules of procedure. The allocation of the responsibilities as decided by the Group Executive Board is approved by the Supervisory Board. The rules of procedure govern the obligations of the members of the Management Board to provide the Supervisory Board and each other with information and approve each other's activities. The rules of procedure also specify a list of activities that require consent from the Supervisory Board. The Management Board generally holds weekly meetings in which the members of the Management Board report on the current course of business, determine what steps should be taken and make strategic corporate decisions. In addition, there is a continuous exchange of information between the members of the Management Board regarding relevant activities and events.
The meetings of the Management Boards of UNIQA Insurance Group AG and UNIQA Österreich Versicherungen AG, which are composed of the same individuals, are usually held as joint sessions.
The Management Board informs the Supervisory Board at regular intervals, in a timely and comprehensive manner, about all relevant questions of business development, including the risk situation and the risk management of the Group. In addition, the Chairman of the Supervisory Board is in regular contact with the CEO to discuss the company's strategy, business performance and risk management.
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Corporate Governance Report
Number of UNIQA | |
Management and monitoring functions in significant subsidiaries | shares held as at |
31 December 20222 | |
• Member of the Management Board of UNIQA Österreich Versicherungen AG, Vienna | 10,000 shares |
• Member of the Management Board of UNIQA Österreich Versicherungen AG, Vienna | 11,643 shares |
- Member of the Supervisory Board of UNIQA Towarzystwo Ubezpieczeń S.A., Warsaw
- Member of the Supervisory Board of UNIQA pojišťovna, a.s., Prague
- Member of the Supervisory Board of UNIQA Group Service Center Slovakia, spol. s r.o., Nitra
- Chairman of the Supervisory Board of sTech d.o.o., Belgrade (until 6 December 2022)
• Member of the Management Board of UNIQA Österreich Versicherungen AG, Vienna | 13,603 shares |
- Vice Chairman of the Supervisory Board of Valida Holding AG, Vienna
- Member of the Management Board of UNIQA Österreich Versicherungen AG, Vienna (from 1 April 2023)
• Member of the Management Board of UNIQA Österreich Versicherungen AG, Vienna | 18,546 shares |
- Vice Chairman of the Board of Directors of UNIQA Re AG, Zurich
- Member of the Supervisory Board of UNIQA pojišťovna, a.s., Prague
- Member of the Supervisory Board of CherryHUB BSC Korlátolt Felelösségü Társaság, Budapest
- Member of the Supervisory Board of UNIQA Biztosító Zrt., Budapest
- Member of the Supervisory Board of UNIQA Towarzystwo Ubezpieczeń S.A., Warsaw
- Member of the Supervisory Board of UNIQA Towarzystwo Ubezpieczeń na Życie S.A., Warsaw
Corporate Governance
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UNIQA Insurance Group AG published this content on 13 April 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 13 April 2023 08:24:06 UTC.