BAWAG Group AG (BG) Earnings Call Transcript & Summary

October 30, 2020

Vienna Stock Exchange AT Financials Banks shareholder_meeting 28 min

Earnings Call Speaker Segments

Egbert Fleischer

executive
#1

[Interpreted] Ladies and gentlemen, as Chairman of the Supervisory Board, I take the chair pursuant to section 116 Para 1 of the Stock Corporation Act, and I open today's Annual General Meeting of the BAWAG Group AG. To protect the shareholders and all other participants, the Management Board has decided to use the new statutory regulation and host this meeting virtually. Therefore, this meeting today is held virtually according to the provisions of the COVID-19 law and the COVID-19 regulation and due consideration of the interest of the company and the participants, and this meeting is fully broadcast on internet. I welcome ladies and gentlemen, shareholders of our company, who are listening in on Internet. As we are hosting this meeting today as a virtual meeting in accordance with the COVID-19 regulations, some changes and modifications in how we conduct this meeting have become necessary. And also in the way, shareholders can exercise their rights. This was all explained in the convocation and will be explained in greater detail by the notary [ Dr. Bricks ]. First of all, you'll be presented the reports and the proposed resolutions on all agenda items [indiscernible]. After that, the special proxy representatives will be given the floor to read out any proposed resolutions they might have received from shareholders. After that, we will hold a general debate. That means your questions will be read out and then answered by the members of the Management Board. After the questions on all agenda items have been answered, we'll proceed to the vote on all proposed resolutions as set out in the agenda. I note that: one, the convocation for today's AGM was published in due time in accordance with the provisions of Section 106 Stock Corporation Act, in the official journal [indiscernible] on October 1, 2020; and that second, the convocation was published in accordance with Section 107 Para 3 Stock Corporation Act Europe-wide through press text on the very same day. The documents to be disclosed in accordance with section 108 Para 3 of the Stock Corporation Act were made available in a timely fashion before October 9, 2020 on the website of the company. I ask the notary [ Dr. Bricks ] to notarize today's resolutions, to monitor the voting process and to take the minutes in according with Section 120 Stock Corporation Act. Could I now ask the notary [ Dr. Bricks ], to explain the modalities, how we are going to exercise shareholder rights today at this virtual AGM, and how we are going to conduct today's AGM. I give the floor to the notary [ Dr. Bricks ].

Unknown Executive

executive
#2

[Interpreted] Thank you very much, shareholders. In the convocation of the AGM of October 1, 2020, it was announced that today's AGM will be hosted as a virtual meeting without the physical presence and attendance of shareholders. In addition, on the 1st of October 2020, the requirements for the organization and technical arrangements for participating at today's virtual AGM in accordance with Section 2 Para 4 COVID-19 regulation were published on the website of the company. Today's AGM, thus, is attended physically by the Chairman of the Supervisory Board, Egbert Fleischer; the CEO -- CFO, Mr. Enver Sirucic; the 4 special proxy representatives, [ Michael Knap ], [ Christian Tale ], [ Gernot Willink ] and [ Christoph Mousa ] as well as by myself as the notarizing notary. We have, as the representatives of the statutory auditor, KPMG Austria Gmbh. [indiscernible]. We have Mr. [indiscernible], who's available by telephone and by e-mail. Should any questions arrive, he is listening in via the [ live ] stream. How are shareholder rights being exercised today? The exercise of the voting right, the right to file motions for proposed resolutions, to file motions and challenges can only be done via and through special proxy representatives proposed by the company in accordance with Section 3, Para 4 of the COVID-19 Regulation. The right to obtain information at today's virtual AGM can be exercised by shareholders themselves through electronic communication. For instance, by sending their questions by e-mail to the following address: [indiscernible]. If the shareholder has registered for today's AGM in accordance with Point 4 and/or has given powers of attorney to a special proxy. A few words on today's AGM in detail. In accordance with Section 3, Para 4 COVID-19 regulation, this AGM is fully transmitted audio-visually in real-time on Internet. BAWAG Group AG is offering 2 alternative channels to the internet transmission with pictures and video and sound in German. If there is any disruption in the broadcast, please switch to the other provider. Today's AGM is held in German. The entire AGM will be interpreted from German into English. English listeners are kindly requested to switch on to the English live stream on internet. The report by the CEO will be presented by Mr. Abuzaakouk and Mr. Sirucic in English. If you have chosen the German live stream, you will there be receiving a German translation of those 2 reports. As this virtual AGM is broadcast on internet, all shareholders have a possibility to listening in through this audio-visual one-way connection. And to follow what is happening today and to listen in particular to the presentations by the Management Board, the replies to questions asked by shareholders and also the voting process. Please note that the live broadcast, as a virtual AGM, is not a remote participation in accordance with Section 102, Para 3, sub Para 2 of the Stock Corporation Act and not of remote voting according to Section 102 Para 3, sub Para 3 of the Stock Corporation Act and 126 Stock Corporation Act and that the internet broadcast is not a 2-way link. Shareholders can only follow and listen in to the AGM. In order to facilitate preparation organization and hosting of today's virtual AGM, shareholders were asked not to give any specific instructions to ask questions to read out any contributions to the special proxy representatives. Rather shareholders can exercise their right to obtain information themselves through electronic communication by sending in questions by e-mail to the following address [indiscernible]. At today's AGM, these questions will be read out aloud by the Chairman of the Supervisory Board and then answered by the Management Board and/or the Chairman of the Supervisory Board. Now how is the right to obtain information exercised specifically? I'd like to specifically point out that the right to obtain information at today's virtual AGM can be exercised by shareholders in that they send an e-mail to the address [indiscernible]. Please send your e-mail from the same e-mail address which you indicated on your proxy form so that the company can allow -- can be allowed to identify you as shareholder. [Operator Instructions] If you do not use that question form, the person has to indicate its name, company name, data first or company registration number of the shareholders in the e-mail. And in addition, you should also indicate the password you have in your proxy form. So that the company, in case of doubt, can identify and verify the identity of the shareholders and conformity with the custody certificate. Questions which we receive will be read out and answered in accordance with Section 118 Stock Corporation Act by the Chairman. So shareholders have the right to respond to any developments during the AGM, in particular, by asking a follow-up question or additional question. The Chairman will structure the course of the AGM, similar to a meeting with attendance of shareholders, and he will indicate a time limit, a cutoff time until which questions can be asked. I now move on to the special proxy representatives. Shareholders have a possibility to give their instructions to the special proxy representatives, in particular, if they wish to file new applications, cast a vote or change their instruction they have given on voting on one or several agenda items, but also to file a protest on one or several agenda items vis-à-vis the special proxy representative also during today's virtual AGM up to given moment in time. Please send your e-mails to the e-mail address of your special proxy representative to which you gave your power of attorney so that the company can identify the shareholder. You will see the e-mail addresses on the screen, and they are as follows: [indiscernible]. In that simple e-mail, you need to specify your name, company name, date of birth, company registration number of the shareholder. And you have to sign that at the end in accordance with Section 13 Para 2 of the Stock Corporation Act so that the special proxy representative can verify your identity and conformity and compliance with the proxy. Please note that during today's virtual AGM, it is only possible to communicate electronically with your special proxy representative, that in particular, it cannot be guaranteed that you could reach them by telephone. The moment in time up to which instructions can be given on requiring motions, giving votes and filing protests will be determined and set by the Chairman of today's meeting. That moment in time will be close to the end of the general debate. It might be necessary to briefly interrupt today's virtual AGM so that all the instructions received from shareholders can be duly processed by the special proxy representatives. So much, ladies and gentlemen, a summary of how we're going to conduct today's virtual AGM as disclosed on the website of the company, the convocation, which contains an agenda item for the organization and technical requirements for participation in today's virtual AGM in accordance with Section 2 Para 4 COVID-19 Regulation. And I'll return the floor to our Chairman.

Egbert Fleischer

executive
#3

[Interpreted] Thank you very much, [ Mr. Bricks ], for your explanations. As Chairman, I instruct that today's AGM be conducted in the way and manner which was presented in the convocation and on the website of the company and explained at greater detail by notary, [ Dr. Bricks ]. The list of participants will be read and finalized before the first vote. I will then sign it, and I'll inform you of the presence today. The list of participants will be made available electronically to the special proxy representatives who are present here today in this room. It is not intended to publish this list of participants on the website of the company for reasons of data privacy. Let us now move on and start our agenda. Agenda Item 1, presentation of the approved annual financial statements, together with the management report to consolidated governance -- corporate governance report, the consolidated financial statements, together with the consolidated management report, the proposal for resolution of the preparation of profit and the report of the Supervisory Board for the financial year 2019. The Management Board informed the Supervisory Board inviting and orally in due course and comprehensively on all relevant issues. In addition to the periodic meetings, the Chairmans of the Supervisory Board of the Audit and Compliance Committee and of the Risk and Credit Committee discussed with the members of the Board current business. Further details on the composition of the Supervisory Board and its committees, their way of work are disclosed in the consolidated Corporate Governance Report 2019. The activities of the Management Board will [Audio Gap] monitored on an ongoing basis, and we provided regular advice to the Management Board. I, myself, met with the CEO and other members of the Management Board on a regular base outside of the formal meetings. The Supervisory Board focused, in particular, on the financial statements and the group financial statements 2019 and discussed the selection of an auditor for the year 2021. Other major issues with which the Supervisor Board dealt was the strategy of the BAWAG Group, regular updates on digital transformation, on mergers and acquisitions and integration. In particular, I'd like to mention here Südwestbank. We discussed the budget for 2020 with its mid-term planning, and we discussed the takeover and integration of the Deutscher Ring Bausparkasse. Moreover, the Supervisory Board was regularly informed on the progress of the new headquarters icon, the new branch concept. The name here is Concept 21 and various initiatives in the retail area. The Audit and Compliance Committee discussed the quarterly reports of internal audit and of the compliance office and the audit plans 2020 of internal audit and compliance. Also, the audit for 2019 was presented to the Board. Moreover, we received regular updates on legal matters, compliance and AML issues. The bank auditor and the Head of Internal Audit were present at all meetings. The Risk and Credit Committee discussed the group risk report, which [indiscernible] contained the risk-bearing capacity, calculation and reports on corporate retail and market risk. In addition, the committee presented to the Credit Validation Report 2019, updates on the regulatory issues and the guidance of risk planning of the BAWAG Group. The Nomination and Remuneration Committee authorized the remuneration policy and took account of the terms of office of the Board members outside of the BAWAG Group. The committee for Board matters discussed and authorized amendments to the remuneration policy of the BAWAG Group. Moreover, it dealt with succession planning. The Special Audit Committee for business transactions with related parties -- the related parties committee acknowledged the overview of transactions-related partners. All committees reported to the entire Supervisory Board on their debates and resolutions taken. KPMG Austria GmbH [indiscernible] having its seat in Vienna, audited the financial statements and the group financial statements for 2019. The audit did not give rise to any complaints. The statutory provisions were fully complied with, and the financial statements were given an unqualified audit opinion. After index debate, the Supervisory Board adopted the financial statements, which is thus considered to be formally approved in accordance with Section 96, Para 4 of the Stock Corporation Act. The Supervisory Board also reviewed the special consolidated nonfinancial report. The group financial statements were taken note of by the Supervisory Board, and I ask the Chairman of the Management Board, Mr. Anas Abuzaakouk; and FCO (sic) [CFO], Mr. Enver Sirucic, for their reports. As mentioned earlier, Mr. Abuzaakouk and Mr. Sirucic will deliver their reports in English. If you are listening in in the live stream in the German version, these reports will be interpreted for you into German.

Anas Abuzaakouk

executive
#4

Good afternoon. I hope everyone's keeping well and safe. Suffice it to say, 2020 has been a year like no other. Almost [ 8 ] months ago, we were presenting our year-end 2019 results, which was our best on record, and within 30 days, the world that fundamentally changed with the onset of COVID-19, and all the help, social and economic strife that has ensued. However, despite the challenges we've endured this year, we are fortunate to be hosting our first virtual AGM today. We've learned a great deal over the past 8 months, and we'll continue learning. We've adopted to a changing environment and will fundamentally change our operating model going forward. I'll share some insights and perspectives living through the COVID-19 pandemic. However, I first want to recap our 2019 results. Moving to Slide 1, although it might seem like ages ago, 2019 was a record year for BAWAG Group and one that reflects the capabilities of our franchise when we eventually returned to a more normalized environment. 2019 was also our second full year as a public company. We delivered profit before tax of EUR 604 million, net profit of EUR 459 million, a pro forma earnings per share of EUR 5.22, which adjusts for share buyback that was completed in November of last year and a return on tangible common equity of 16.1%. Most importantly, we met all of our 2019 group targets and continue to deliver on all of our commitments. In addition to delivering on financial targets, we continue to execute on our strategy and transform our business. We reached a significant milestone in the completion of Concept 21, leading to the full separation from the Austrian Post after executing on a 2-year separation plan, which, by the way, in hindsight and given the transforming nature of our business this past year, was a strategic pivot that was executed successfully and will prepare us well for the future. Today, we have a centrally managed branch network in Austria of 88 branches. More importantly, we've redesigned our processes and workflow across our entire network. We've also continued to make significant progress across Germany, integrating multiple acquisitions in 2019. We're working towards establishing a Retail & SME business, driving a multibrand and multichannel strategy across the various markets we operate in, focusing on delivering simple, easy to use and easy to understand products and services. Across the group, we also continue to develop towards a more Retail & SME-focused franchise as we see multiple organic and inorganic opportunities to drive growth. In 2019, the profit contribution of the Retail & SME business stood at approximately 70%, though we see this migrating to greater than 80% in the coming years. Our strategy has been consistent throughout the years, one defined by strong execution, focusing on the things that we can control, being disciplined on M&A and delivering shareholder value. This is more true today than has ever been. Besides having delivered on our targets and continuing to execute on our strategy, we delivered on our promise of being good stewards of capital. We distributed EUR 615 million of capital back to shareholders over the course of 2019 in the form of a EUR 215 million dividend paid in May of last year, relating to the 2018 profits and a EUR 400 million share buyback completed last November, accounting for 140% payout ratio during the course of 2019. At year-end 2019, our fully loaded CET1 ratio was 13.3%, after deducting the earmark 2019 dividend of EUR 230 million. We generated 260 basis points of gross capital over the course of the year, reflecting our highly capital accretive business model and in line with our average gross capital generation over the past few years. Given the recommended dividend band communicated by the ECB earlier this year, which will last until January 1, 2021, in both the Management Board and Supervisory Board's adherence to this recommendation, we are unable to propose a dividend payment of EUR 2.61 per share during this particular AGM session, which is equal to the EUR 230 million I mentioned earlier. However, we propose to carry forward the 2019 profit and distribute the EUR 230 million dividend independent of any potential dividend for the financial year 2020, once the ECB recommended dividend ban has been lifted and assuming no further restrictions are put in place. Our intent will be to distribute this dividend in the next ordinary or extraordinary General Meeting in 2021, in line with BAWAG Group's dividend policy and taking into consideration any further formal guidance or recommendations from the ECB or other governmental bodies. On Slide 2, a recap of our share price development in 2019 as well as our year-to-date share price performance in 2020. In 2019, we delivered a 19% share price return when adjusting for the 2018 dividend paid in 2019, outperforming both the euro stock banks and Stock 600 bank indexes by 8 and 10 points, respectively. In 2020, this outperformance has continued. Unfortunately, we are down 22% year-to-date. Although, again, we are outperforming the euro stocks banks and stock 600 banks indexes by 24 points and 21 points, respectively. The reality is, we take no comfort in outperforming bank indexes or any other indexes for that matter as our goal is to deliver consistent long-term value for our shareholders year in and year out. I'm personally disappointed with our stock performance. But I also recognize that banks, and in particular, European banks, are living through an extraordinarily difficult period with macroeconomic uncertainty stemming from the pandemic. In underperforming sector overall, new challenges arising from lack of capital distributions and persistently low profitability and high cost of equity over the past decade. Our hope is shareholders remain patient and recognize our consistent operational performance, execution on our strategy and delivering on our financial and operational targets. We cannot control the share price, however, we'll do our best delivering results and building a great franchise that consistently delivers for our customers, our shareholders, our employees and our local communities. On Slide 3, given the environment we're living through, I thought it would be important to recap our strategy. This is the same strategy that we implemented in 2012 and that has remained consistent throughout the years. Underpinning our strategy is consistent execution year in and year out. Our 4 pillars are the following: number one, growing in our core markets. Austria is our core and our foundation, but we've expanded into Germany, Switzerland and other parts of Western Europe. We have a bias for mature and developed markets with stable governments, stable legal systems and low volatility. Number two, focusing on customer centricity. This means applying a cross-border, multibrand and multichannel strategy. The focus is on simple, easy to use and easy to understand products and services. The key is leveraging technology to simplify processes, reduce complexity and enhance our analytical capabilities to improve the customer experience as well as continue to grow our franchise through partnerships and platforms. Number three, driving efficiency through operational excellence. Our DNA is to focus on the things that we can control. We are firm believers in self-help. Our goal is to simplify, standardize and optimize our processes, optimize our footprint in our technology infrastructure as we believe that our highly efficient business model is a competitive advantage in the marketplace. Number four, maintaining a safe and secure risk profile. This means always maintaining a strong capital position, stable retail deposits and a low-risk profile. We do this by focusing our strategy on mature, developed and sustainable markets while always applying conservative and disciplined underwriting standards across all of our products. It goes without saying, our 4 strategic pillars are also underpinned by a firm commitment to responsible and profitable growth. We have a resilient business that's allowed us to target generating a 10% return on tangible common equity this year, despite a severe economic downturn. Given our strategy, execution and strength of our business, we are reiterating our medium-term targets, generating a return on tangible common equity greater than 15% and a cost-income ratio under 40% in a normalized environment. On Slide 4, we highlight the transformation of our franchise over the last decade. It is important to note, we entered into this crisis from a position of strength, having transformed the business over the years to be able to withstand economic downturns. We have strong capital levels with the year-end 2019 CET1 ratio of 13.3% or 14.4% before deducting the full year 2019 dividend. We have a solid funding profile with 2/3 of our funding coming from customer deposits. Our liquidity coverage ratio is 190%, and we have short-term liquidity buffers of EUR 8.8 billion that we can draw upon as of the end of the third quarter. And most importantly, we have a highly efficient business with a cost-income ratio in the low 40s, generating mid-teen type returns pre-COVID-19 and high levels of pre-provision profits. This has given us the flexibility to proactively and prudently address potential risks arising from a severe economic downturn, which we have chosen to do, applying a very conservative and prudent approach to provisioning with the adoption of the ECB's adverse economic scenario to our overall provisioning. Additionally, our asset quality is defined by a conservative risk appetite and disciplined underwriting since 2012, which is best reflected in a low NPL ratio under 2% and low-risk costs throughout the years, albeit having benefited from a benign credit environment. While it's too early to tell how the prices will unfold, it would be premature to declare victory. I'm confident our team will be able to navigate these uncharted waters given the transformation we executed since 2012, the resiliency of our business and the capabilities of our team. On Slide 5, we wanted to highlight the key developments we've witnessed across our home market, Austria, and more broadly, across the DACH region. During the months of March and April, the COVID-19 crisis triggered unprecedented market volatility, central bank support and fiscal stimulus across the countries and regions we operate in. The countries in the DACH region, in particular, Austria and Germany, which account for over 70% of our customer business, have gone to great lengths to support their economies and have put in place extensive stimulus packages and support measures, demonstrating their fiscal strength and commitment to tackle the adverse economic impacts resulting from this health crisis. The stimulus package in Austria amounted to over EUR 50 billion or approximately 13% of GDP. In Germany, the fiscal stimulus package amounted to over EUR 1 trillion or approximately 30% of GDP. Whether tracking consumer confidence indicators, the unemployment roles or retail trade development, all indications are for a gradual recovery. Albeit, we remain very cautious as we head into the second wave of COVID-19 infections. Given the uncertainties in both scope and length of the pandemic, this may result in an overall challenged and volatile market environment over the coming months as we deal with the second wave of infections and any adverse economic impacts. Although the full year forecasts have improved across the ECB euro area as well as specifically for Austria and Germany. We do not plan to make updates to our model assumptions this year, which applied to ECB's most adverse economics scenario across the entire euro area of minus 12.6% GDP in 2020 and a modest recovery of 3.3% in 2021. The reality is, this pandemic will ultimately be fixed by science, not by monetary or fiscal actions, which have served as a tremendous buffer to soften the impact of this health crisis. This crisis will also serve as a catalyst for long-term changes. We are now looking to the future as the changes we've experienced over the course of this year will serve as a catalyst for accelerated changes across the group. We are going to do our best in continuing to navigate these uncertain times, ensuring that we protect our employees, support our customers and local communities and protect as well as grow our franchise. On Slide 6, I wanted to read changes to the Management Board that were announced in September of this year. The Supervisory Board of BAWAG Group decided to reduce the number of Management Board members from 6 to 5 members. This is a reflection of the ongoing simplification drive across the business with the Management Board reflecting the changing contours of the broader group. We have consolidated the domestic and international Retail & SME Board roles with Sat Shah leading the newly consolidated Retail & SME business. David O'Leary was appointed Chief Risk Officer, replacing Stephan Barth, who has accepted a new position at another bank at the beginning of the new year. Additionally, the Supervisory Board appointed Enver Sirucic, our Chief Financial Officer; as well as Sat Shah, Management Board Member, responsible for the newly combined Retail & SME business, as Deputy CEOs. As well as extending the contracts for all of 5 Management Board members for a 5-year term through the end of March 2026. These changes reflect the long-term commitment to the ongoing profitable growth and success of the group from both the Supervisory Board and the Management Board members. I want to thank the Supervisory Board for securing the long-term commitment of the Management Board. The team is excited about the many opportunities ahead of us and what the future holds. We've worked closely together for the better part of the past decade and have driven the transformation of the group, continuously embracing change and never growing complacent while pursuing profitable growth. We will always focus on the things that we can control, be proactive and decisive and not be deterred by the changes ahead. Moving on to Slide 8. This is a recap of the capital generation in 2019 and the year-to-date capital generation for 2020. At year-end 2019, our fully loaded CET1 ratio was 13.3% after deducting the 2019 dividend of EUR 230 million or 14.4% prior to the deducted dividend. We generated 260 basis points of gross capital over the course of the year, reflecting our highly capital accretive business model and in line with our average gross capital generation over the past few years. We've also continued to accrete capital in 2020, generating 90 basis points of gross capital through earnings over the first 9 months of the year, in addition to another 30 basis points through an increasing OCI. Assuming we're able to make dividend payments for both the full year 2019 dividends of EUR 230 million as well as the first 9 months of dividend accrual per our dividend policy of EUR 101 million, our pro forma CET1 ratio would be 14%. Additionally, our CET1 ratio target was reduced from 13% to 12.25%, reflecting changes in our P2R composition, having issued a combined EUR 375 million of additional Tier 1 and Tier 2 capital this year. With our new CET1 target of 12.25%, we now have an implicit buffer of more than 300 basis points or over EUR 600 million between our new target ratio and our regulatory requirements. This translates to over 500 basis points or approximately EUR 1 billion of capital when you compare this to our actual CET1 pro forma ratio at the end of the third quarter 2020 of 14%. On Slide 9, we wanted to reiterate our past capital distributions and planned future distributions, which are, of course, subject to regulatory approval. Besides having delivered on our targets and continuing to execute on our strategy, we also delivered on our promise of being good stewards of capital. We distributed EUR 615 million of capital back to shareholders over the course of 2019 in the form of the EUR 215 million dividend paid in May of last year, again relating to the 2018 profits and a EUR 400 million share buyback completed last November, accounting for 140% payout ratio during the course of 2019. To recap, the European Central Bank has recommended that until January 1, 2021, no dividends are paid out and no irrevocable commitment to pay out dividends is undertaken by banks for the financial years 2019 and 2020. And the Management Board as well as the Supervisory Board of BAWAG will follow this ECB recommendation and thus, propose to carry forward the entire profit of 2019, which would have been available for distribution at a later point. Given the recommended dividend ban from the ECB, which is currently in place until January 1, 2021, and the Management Board and Supervisory Board adherence that this recommendation, we're unable to propose a dividend payment of EUR 230 million during this AGM session or EUR 2.61 per share. However, we proposed to carry forward the 2019 profit and distribute the EUR 230 million dividend independent of any potential dividend for the financial year 2020. Once the ECB recommended dividend ban has been lifted and assuming no further restrictions are put in place, our intent will be to distribute this dividend in the next ordinary or extraordinary General meeting in 2021, in line with BAWAG Group's dividend policy and taking into consideration any further formal guidance or recommendations from the ECB or governmental bodies. With that, I'll hand over to Enver Sirucic, our CFO.

Enver Sirucic

executive
#5

Thank you, Anas. 2019 was a record year for BAWAG Group, and we wanted to reiterate on Slide 11 some of the key balance sheet and P&L items and their development in 2019. We delivered a profit before tax of EUR 604 million, which was 6% better than in 2018. This result was a combination of better core revenues, which were up 3% on high operating income and disciplined cost and risk management. Overall, our balance sheet remained largely stable with 2% growth in total assets, while customer deposits went up by 1%. Our customer loans remained stable at EUR 30 billion. Besides a strong financial performance in 2019, we delivered on our promise of being good stewards of capital. We distributed in total EUR 615 million of capital back to our shareholders. In May 2019, we paid EUR 215 million dividends relating to 2018 profits, and we executed a EUR 400 million share buyback in November. Which is the reason why our common equity went down 6% year-over-year. In this case, this is actually a good development. Moving on to Slide 12. We achieved all of our 2019 financial targets, delivering profit before tax of EUR 604 million, which is equivalent to a 6% growth. Our cost-income ratio came in at 42.7%, down 1.5 percentage points from the prior year and below our target of being below 43%. Our reported return on tangible common equity came in at 16.1%, in line with our target of being between 15% and 20%. We also ended the year with a strong CET1 ratio of 13.3%, above our target range of 12% to 13%, and after having deducted completely the earmarked dividend of EUR 2.61 per share for the year 2019. The net profit income came in at EUR 459 million, up 5%, driven as I said before, by growth in our operating income, which was up 6% and disciplined cost management, which was only up 2%. And as mentioned earlier, we were also quite active on the capital front. [indiscernible] issued EUR 400 million of Tier 2 capital in March 2019. We distributed EUR 215 million of dividend in May, and lastly, completed our share buyback of almost 11 million shares or EUR 400 million late in the year. We subsequently canceled these shares and reduced the share count from 100 million to 89 million shares, delivering on our promise to be good stewards of capital. On Slide 13, a summary of the third quarter results of 2020, with a net income of EUR 79 million, earnings per share of EUR 0.90 and a return on tangible common equity of [ 11.1% ]. We delivered solid operating results with pre-provision profits of EUR 165 million and a cost-income ratio of 43.2% for the third quarter. We continue to remain cautious on the overall environment, booking risk costs of EUR 50 million for the quarter, of which EUR 14 million were related to general reserves. We have not updated our economic forecast or released any prior ECL reserves, and we continue to adopt the ECB's euro area adverse economic scenario, published in June, which assumes a 12.6% GDP decline for 2020 and only a modest recovery of 3.3% in '21. We are fortunate that we entered into this crisis on a very strong footing, having transformed the franchise over the past decade, which allows us to navigate the challenges ahead. Unfortunately, we had to book a charge of approximately EUR 12 million related to increased contribution to the Austrian Deposit Guarantee Scheme, which is related to the fraud that has taken place at [ Comercial Bank ]. Apart from being a member of the Austrian Deposit Guarantee Scheme, BAWAG group has 0 ties or exposure to [ Comercial Bank ]. The bank's capital position remained strong with a fully loaded CET1 ratio now at 14%, up 60 basis points from the second quarter after deducting the third quarter dividend accrual. The bank continues to deduct the full year 2019 dividend of EUR 230 million, and the first 9 months accrual for 2020 of EUR 101 million from the capital, and we'll wait for further guidance from our regulators regarding the distributions during the fourth quarter. As Anas mentioned, we are fully committed to distributing our earmarked dividends and -- but we also completely understand the regulator's position on capital distributions in light of the COVID-19 crisis, acting out of caution and prudence. We will remain patient and wait for further guidance at the end of the year. With another quarter under our belt and a better feel for customer behavior and overall business development, we are confident in delivering a return on tangible common equity of approximately 10% for this year. With that, moving on to Slide 14. A solid third quarter and year-to-date result in light of the current conditions and the conservative and prudent approach to provisioning] we continue to take. On a year-to-date basis, we delivered net income of EUR 201 million and the return on tangible common equity of 9.6%. Over the first 9 months of the year, the underlying operating performance of the business remains solid with pre-provision profits of EUR 495 million, down 7% versus prior year. Core revenues were actually up versus prior year by 2%, and the operating expenses came down 5%, which is offset by lower ad income. With our ongoing cost discipline and proactive efficiency measures, the cost/income ratio was at 43%. We have also booked EUR 179 million of risk cost on a year-to-date basis, of which approximately 50% is related to reserves tied to macro model assumptions, payment deferrals and other general reserves. In terms of overall balance sheet and customer growth, we have been able to grow interest-bearing assets and customer loans, up 9% and 4%, respectively, versus year-end. We will look to use our capital liquidity to support our customers and communities in the months ahead, while also being prudent and protecting and growing our franchise. Tangible book value per share was a EUR 32.78, up 3% versus the prior quarter. This assumes the deduction of the full year 2019 dividend as well as the dividend accrual for the first 9 months of 2020. With that, moving on to Slide 15. We wanted to provide an update of our 2020 outlook. We expect net interest income to improve by up to 4% compared to 2019, while net commission income will be down around 10% for the full year. We assume other income to be 0 for the full year, and the outlook on underlying operating expenses is basically unchanged, which means that we still expect to be 5% better than in 2019. However, we are planning to take up to EUR 25 million of restructuring costs in Q4 to accelerate future efficiency measures. Risk costs will remain cautious, but we think that risk costs will be lower in the second half compared to the first half of 2020. And with all these updated numbers, we should land in terms of ROTC at approximately 10% for this year, which is a solid result given the current environment. And given our strategic focus, strength of the franchise and the transformation that has taken place over the years that will continue to take place, we are reiterating our medium-term targets which is generating a return on tangible common equity of greater than 15% and a cost-income ratio of below 40% in a normalized environment. Lastly, as you already know, we plan to update in our investors in our inaugural Capital Markets Day and lay out a new set of targets for the coming years, which was originally planned for September 21 of this year, but -- which we have to postpone to September '21, given the current environment. And with that, I would hand over back to our Chairman. Thank you.

Egbert Fleischer

executive
#6

[Interpreted] I'd like to thank the Management Board for their report, and I take this opportunity to thank the members of the Board and all staff members of the company on my own behalf and also on behalf of the Supervisory Board and express my appreciation for the dedication and commitment, specifically in the past few months in view of all the challenges which BAWAG Group AG and its staff members were facing. I'd also like to thank the representatives of the Works Council for their excellent cooperation on the Supervisory Board and for their constructive role within the company. We'll now have the notary, [ Dr. Bricks ], presenting the proposed resolutions on all agenda items. You have the floor, sir.

Unknown Executive

executive
#7

[Interpreted] I will now present the proposals for resolutions, agenda Item 2, resolution on the [indiscernible] of profit. The Management Board and the Supervisory Board are proposing that the general meeting adopt the following resolution: The entire profit available for distribution recognized in the annual financial statements of BAWAG Group AG as of December 31, 2019, in the amount of [ EUR 3,923,382.12 ] shall be carried forward to new account. Explanation. European Central Bank recommended that until January 1, 2021, no dividends should be paid out and no irrevocable commitment to pay out dividends shall be undertaken by credit institutions for the financial years 2019 and 2020. That is a recommendation of the European Central Bank of 27 July 2020 on dividend payments during the COVID-19 pandemic ECB 2020-35, Communication, 2020C 25101. The Management Board and the Supervisory Board of BAWAG will follow this ECB recommendation, unless proposed to carry forward the entire profit, which would have been available for distribution. As communicated, a profit in the amount of approximately EUR 230 million for the financial year 2019 has been earmarked for future distribution. This amount will be distributed independent of any potential dividend for the financial year 2020 and will be presented to be resolved upon the next General Meeting in 2021, in line with BAWAG Group AG's dividend policy and taking into consideration any further formal guidance or recommendations from the ECB or governmental bodies. Agenda Item 3. Resolution on granting discharge to the members of the Management Board with regard to the financial year 2019. The Management Board and the Supervisory Board are proposing that the AGM adopt the following resolution: All members of the Management Board of BAWAG Group AG incumbent in the financial year 2019 shall be granted discharge for their activity in the financial year 2019. Agenda Item 4. Resolution on granting discharged to the members of the Supervisory Board in respect of the financial year 2019. The Management Board and the Supervisory Board are proposing that the AGM adopt the following resolution: All members of the Supervisory Board of BAWAG Group AG incumbent in the financial year 2019 are granted discharge for their activities in the financial year 2019. Agenda Item 5. The appointment of the auditor and the group auditor for the audit of annual financial statements and the consolidated financial statements for the financial year 2021. The Supervisor Board proposes that the AGM adopt the following resolution: KPMG Austria Gmbh [indiscernible] shall be appointed auditor for the financial statements, the group financial statements, the management report for the financial year 2021. Explanation. The auditor for the current financial year 2020, which is also KPMG Austria GmbH, was appointed at the ordinary General Meeting on April 30, 2019. Agenda Item 6. Amendment of the company's Articles of Association, Article 9. The Management Board and the Supervisory Board propose that the general meeting adopt the following resolution: The company's auditor [indiscernible] should be amended in Section 9, Para 1 and shall read as follows: the Supervisory Board shall consist of at least 3 and the maximum of 5 members elected by the General Meeting and/or delegated by shareholders according to Section 88 Stock Corporation Act, owner representatives as well as the staff representative delegated by the Works Council in accordance with the Works Constitution Act as amended. The shareholder, Golden Tree [indiscernible] SARL registered with the Luxembourg trade and companies register [Foreign Language] and the number B176469 shall have the right to delegate one of the members of the Supervisory Board as long as Golden Tree [indiscernible] to SARL holds direct participation in the company of at least one share. The total number of members delegated pursuant to Section 88 Stock Corporation Act shall not exceed 1/3 of the total number of the members selected by the General Meeting and/or delegated by shareholders according to Section 88 Stock Corporation Act, the stockowner representatives [indiscernible]. Following sell-down of the [ service ] shareholder, the right of one [ service ] shareholder to delegate one member to the supervisor throughout the company shall be eliminated. Thus, the company's Articles of Association will be amended accordingly. Agenda Item 7. Approval on the remuneration policy concerning Management Board members. The Supervisory Board is proposing that the General Meeting adopt the following resolution: The remuneration policy concerning the Management Board shall be approved. Explanation. Remuneration policy concerning the Management Board member has been drawn up and resolved on by the Supervisory Board at its meeting on September 8, 2020. Agenda Item 8. Approval of the remuneration policy concerning Supervisory Board members. The Supervisory Board is proposing that the AGM adopt the following resolution: Remuneration policy concerning Supervisory Board members shall be approved. Explanation. The remuneration policy concerning supervisor members has been drawn up, unresolved on by the Supervisory Board on its meeting of September 8, 2020. Agenda Item 9. Resolution to authorize the Management Board: A, to acquire the company's own share pursuant to Section 65, Para 1, #1 and Para 1a and 1b Austrian Stock Corporation Act via the Stock Exchange public offer or over the county, also with the exclusion of the pro rata shareholder rights of free purchase, the reverse exclusion of subscription rights. And B, to decide on any other mode of transferring the company's own shares pursuant to Section 65 Para 1b Stock Corporation Act, which is [indiscernible] Stock Exchange or a public offer while applying [indiscernible] rules and exclusion of the shareholder subscription rights. C, to reduce the share capital by canceling these treasury shares with no further resolution of the general meeting. D, all that of the above, A through C, was revoking just corresponding authorization in accordance with the resolution on agenda Item 6 of the agenda adopted by the general meeting on April 30, 2019. The Management Board and Supervisory Board proposed that the AGM adopt the following resolution: A, the Management Board shall be authorized for a period of 13 months from the date of today's resolution in accordance with Section 65 Para 1 [ #8 ] and Para 1a, 1b Stock Corporation Act to acquire own shares of the company. The consideration to be paid per share when acquiring shares must not be lower than EUR 1, that is the calculated proportion of the share capital, and must not be more than 30% above the volume weighted average price of the last 20 trading days preceding the respective purchase. In the event of a public offer, the reference date for the end of the [ stated choice of a day ] in which the intention to launch a public offer has been announced. And here, references made to Section 5, Para 2 and 3 Austrian Takeover Act. The management board is authorized to determine the repurchase of conditions. The management board may exercise this authorization within the statutory limits on the maximum number of own shares, either once or on several occasions, provided the percentage amount of the share capital of the company relating to shares held by the company on account of this authorization or otherwise does not exceed 10% of the share capital at any time. Repeated exercise of this authorization is permissible. Also it may be exercised for one of set of purposes by the company, by a subsidiary. Section 189 #7 of the Austrian Commercial Code or by third parties on acting on behalf of the company. The acquisition may take place at the discretion of the management via the stock exchange or a public offer or with the conservative supervisory board in any other legally permissible appropriate manner, in particular, also on the exclusion of the shares' pro rata rights of repurchase, reverse exclusion of subscription rights and also by using equity capital derivatives. Trading in our own shares is excluded as a purpose for purchase. B, the management board shall also be authorized to transfer the acquired shares without an additional resolution by the general meeting via the stock exchange or a public offer to determine the terms of transfer. Further, the management board should be authorized for the period of 5 years from the date of today's resolution in according with Section 65 [indiscernible] operation act to determine for the sale of own shares and with the authorization of the management, what any other form of public offer or exclusion of preemption rights of shareholders, and to determine the terms and conditions of the transfer of shares. This authorization includes, in particular, but is not limited to, the transfer of own shares by using a different legally permitted method of transferring then via the stock exchange or public offer for the following purposes. To the extent necessary to service debt instruments, include participation. Right, Section 189 a, #7 commercial code. With conversion or option rights or a conversion obligation issued by the company or its subsidiaries or yet to be issued. Second, to transfer shares to employees, senior executives [ as well as members of ] the management board of the company or its subsidiaries, Section 189 a, #7 commercial code, for remuneration purposes. Three, in order to be able to transfer the shares in exchange for noncash contributions provided. This is done for the purpose of also indirectly acquiring companies, parts of companies or participations in companies or other assets related to an acquisition project. Four, to carry out a so-called scrip dividend in the course of which the shareholders of the company are offered to contribute their dividend claim in whole or in part as a contribution in kind against the transfer phone shares. Five, in order to be able to transfer shares in any other way than via the stock exchange or a public offer to all shareholders, provided the exercise to present authorization is objectively justified on the exercise state in accordance with respect to applicable legal requirements. And C, in addition, the management board is authorized to cancel the own shares acquired in whole or in part with an additional resolution by the General Meeting, with the consent of the Supervisory Board. The cancellation causes a capital reduction by the portion of the share capital that is attributable to the canceled shares. All authorizations, and that is points A to C, may be used once or in several occasions, in whole or in part, individual or jointly. The authorizations also include the use of treasury shares held by the company as well as shares in the company acquired by subsidiaries or third parties for the account of the company or a subsidiary pursuant to Section 66, Stock Corporation Act. In addition, the authorization set forth in sections B and C shall apply both to treasury shares already held by the company on the day of this resolution and to treasury shares to be acquired in the future. And then D, the corresponding authorizations granted by the General Meeting held on June April 1, 2019, agenda Item 6, shall be revoked. References made to the Management Board's report on the acquisition of the transfer of treasury shares of the company pursuant to Section 65, Para 1b in conjunction with Section 170, Para 2 in conjunction with Section 157, Para 4 of the Stock Corporation Act. So much for the proposed resolutions, as they were made available on the website and -- of the company, and I pass back the floor to our Chairman.

Egbert Fleischer

executive
#8

Thank you very much, Dr. [ Brix ]. This concludes the presentation of the reports and the proposed resolutions of the Management Board and the Supervisory Board on all agenda items. I now give the floor to all of the special proxy representatives and I kindly ask them to tell us whether they have received any proposed resolutions on the part of the shareholders giving them their proxy. If so, could I kindly ask you to read them out? If no, please confirm that you have not received any proposed resolutions. I first give the floor to Dr. Michel Knap.

Michael Knap

shareholder
#9

Mr. Chairman, thank you very much for giving me the floor. I'd like to report that I represent 717 shareholders, 42.6 million votes or 47.8% of the capital. And of these, 717, only 10 are private ballot shareholders. The remainder are institutional investors, depositor banks funds, et cetera. Proposed resolutions have not been received by me up to this moment.

Egbert Fleischer

executive
#10

Thank you very much. Thank you very much, Dr. Knap. I now give the floor to Mr. Christian Tala.

Unknown Attendee

attendee
#11

Thank you. Mr. Chairman, I have not received any proposed resolutions.

Egbert Fleischer

executive
#12

Thank you. I give the floor to [ Garemont Wiefling ].

Unknown Attendee

attendee
#13

Thank you, Mr. Chairman. I have not received any proposed resolutions. However, Mr. [ Bula ], shareholder, has asked -- given me an instruction. He's filing a protest, and I will read out his instruction verbatim. Protest on the current agenda items 2 to 9, and any further agenda items of the General Meeting 2020. What's my justification? This year's AGM should have been held a lot earlier, given the old-fashioned technology you are using today, as we are facing many risks. Response time has been increased. And we believe and I believe that the capital interest has been suffering, given this late scheduling of the AGM. This live stream and the e-mail are not modern innovative technologies. And I'm sure this would have been available many months ahead. That is the verbatim statement by the shareholder.

Egbert Fleischer

executive
#14

Thank you very much, Mr. [ Wiefling ]. The notary will take that up in the minutes. I now ask Dr. [ Mauser ].

Unknown Attendee

attendee
#15

Mr. Chairman, thank you very much. I represent 10 shareholders, and I have not received any proposed resolutions.

Unknown Executive

executive
#16

Thank you very much. Here is now the presence for today's AGM. I note that according to Section [ 717 ] Austrian Stock Operation Act and the list of participants, we have 736 shareholders taking part today and being represented by the [indiscernible] special proxy representatives. And they are entitled to cast 64,547,476 votes. So the AGM has a quorum on the announced agenda items. This list of participants is made available electronically to the 4 special proxy representatives who are present here today. For data privacy reasons, we will not publish the list of participants on Internet. Let us now start with the general debate, meaning that the questions received will be read out and answered. I will read out the questions by the shareholders and members of the Management Board. Mr. Sirucic, or if necessary, myself, will be giving an answer. I start with the questions of Dr. Knap. Pages 3 and 96 and 97. The net earnings per share have been increased from EUR 4.38 in 2018 by 7.1% to for EUR 4.69, a delta of 0.31%. If, however, I understand the annual report correctly, EUR 0.17 are due of the increase, by 0.30%, are due to a change in the valuation of our investment properties. And therefore, the value gain would only be EUR 0.14, that is plus 3.2%, which looks far less good. Do I understand it correctly that earnings per share 2019 have increased by EUR 0.14 organically and by EUR 0.17 through valuation effects. Why hasn't this been disclosed? It would have been much more transparent. Enver Sirucic will answer the question.

Enver Sirucic

executive
#17

Basically, the calculation logic is correct. I confirm what Mr. Knap said. But the reason why we decided not to present it this way is that we do not single out one-off effect. And there is no IRS or AFRAC rule requiring that.

Unknown Executive

executive
#18

Thank you very much. Next question, also from Mr. Knap, it refers to the change in the shareholder structure, pages 10 and 21 of the annual report. Our former core shareholders Cerberus step-by-step and then completely left the company, withdrew from the company. So what are the effects of this withdrawal of Cerberus on our operating business? What effects are you expecting to see in the future? Does the withdrawal of Cerberus have any impact on our 2.5% participation in Hamburg Commercial Bank AG, which was acquired in a consortium with Cerberus and Golden Tree. What's the fate of this mini participation?

Unknown Executive

executive
#19

Enver, can you answer the question?

Enver Sirucic

executive
#20

I can be very brief. The withdrawal of Cerberus has had no impact on the current or future business strategy, and it has no impact on the minority participation in Hamburg Commercial Bank.

Unknown Executive

executive
#21

Thank you, Enver. Next question by Mr. Knap. It refers to changes in the structure of the group. First item, mergers and transformation. As of the first of January 2019, you changed not only the segmentation of BAWAG Group as mentioned in the annual report on Page 151, which makes comparability with previous years more difficult. Moreover, internal mergers were performed and further such measures were announced. easybank AG was merged onto BAWAG P.S.K. Südwestbank AG Stuttgart is to be merged and 8 properties to be sold, properties worth a value of EUR 200 million. I'm referring to an article in [indiscernible]. In the annual report 2019 on Page 48, mention is made of the transformation of [indiscernible] Ag Hamburg. Moreover, [ Imobank ] AG Vienna was merged onto BAWAG P.S.K. Wohnbaubank AG Vienna. Again, I'm referring to an article in [indiscernible]. As I said, this is more than pure housekeeping. There is a system behind it. Could you tell us, first, where do we stand in this transformation process? How is this transformation process to be continued in the future? When will it be completed? And what expenditure and synergies do you finally expect? Yes, there is a system behind these mergers. This is part of our DNA and part of our management approach. We are focused on cost efficiency. You referred to the merger of easybank and the intention to merge a Südwestbank onto BAWAG P.S.K. The main reason is the expiry of the banking license, which means that certain activities are no longer necessary. Things can be standardized. Basically, there is no target date for the transformation process, which has been going on for a couple of years and will be continuing for some time. But by way of summary, it's part of our strategy of achieving an RoTCE of more than 15% and a cost income ratio of less than 40%. Next question, again by Mr. Knap. Acquisitions in 2019, pages 178 and following of the annual report in 2019, we also made some external acquisitions. For example, 99.99% of Zahnärztekasse AG in Wädenswil in Switzerland, the goodwill is recognized in the amount of EUR 20 million, and to justify this acquisition expansion in Switzerland is mentioned. How is that going to happen? How do you intend to conquer the all of Switzerland, all of Switzerland from a place like Wädenswil and this is not even a bank? Who owns the remaining 0.101% as a preemptive right or an option right been agreed upon? Will the customer base of worth [ EUR 4.4 million ], be depreciated continuously over 9 years? Now first, your question, how will this concept work? Zahnärztekasse AG is one of the leading factoring providers, particularly in dental medicine, offering its services in all of Switzerland in 3 languages. Regardless of its official seat, the company is more successful in French-speaking Switzerland than in German speaking Switzerland. It has a highly-efficient IT system, so it doesn't really matter where you are based. We're not trying to conquer all of Switzerland, but we do want to include certain business segments in the field of factoring. It's going quite well. And Zahnärztekasse was successful before the takeover, and it generated an ROI of more than 15%. Now who owns the remaining 0.01%? This is a pure formality. A share certificate is still missing, but it's of no importance. And when it comes to amortization of a customer base, it will be written off over the term. Next question, Health Coevo AG, will the customer base of 2.1 million be depreciated continuously? What are the one-off effects from the integration of this new acquisition into the BAWAG Group. The answer is similar to Zahnärztekasse, yes, depreciation over the term. And when we make acquisitions, we do set up provisions for restructuring, and that's the main reason for the negative result. Next question by Mr. Knap, 100% takeover. On Page 182 versus 97.51 on Page 196 of BFL Leasing, GmbH in H-1, what is the actual participation as of 31st of December 2019? And are the distribution partner relationships worth EUR 3.2 million being depreciated over 10 years? Well, the answer is a bit more complicated. Actually, we own 100% originally. Then 8% of the participation was contributed to another company. And of those 8%, 31% were sold to the most important distribution partners. And what remains is a participation of 97.51%. And that is being depreciated. Everything that is recognized for a certain term is being depreciated over that term. Next question, Finventum GmbH Munich. Annual report, Page 198, press releases of 30th of July and 29th of October. BAWAG holds 49%. The consequence of this acquisition was a partnership between Finventum [indiscernible] -- I'm afraid I've been mistaken. Things are getting confused on my screen, so let me start again. The consequence of the acquisition was a partnership between Finventum, [indiscernible] and easybank, which means that easybank now has access to professional asset management. From an investment of EUR 10,000 upward, is this new service offer being accepted by easybank customers? Who holds the remaining 51% of Finventum? Are there any preemptive or option rights for further shares in Finventum? We are very satisfied with this participation and the partnership, and it's very well accepted. Who owns the remaining 51% of the founding shareholders and a number of private individuals? As regards the preemptive and option rights, this is a minority participation and I can't disclose any detailed information. All I can tell you is that we made an agreement on all rights and obligations. Next question refers to Wiener Privatbank SE, an article in [indiscernible] of the 2nd of December 2019. According to an expression of interest by BAWAG Group or after an expression of interest by BAWAG Group, this acquisition did not work out. Why not? Was it due to the profile of Wiener Privatbank? Or were the prices -- was there no agreement on the prices? Well, I must tell you that we cannot make any statements on such procedures unless it is a transaction which would be notable. But in this particular case, there is nothing notifiable involved. And therefore, I cannot answer this specific question. Next question. The BAWAG Refco criminal proceedings, reference is made to an article in [indiscernible]. These criminal proceedings started on the 5th of November 2019 at the Court of Wiener Neustadt and it ended with the accused being acquitted. It was a 50-year-old cause about a so-called flash credit originated by BAWAG in the amount of EUR 350 million to Refco, a U.S. broker. We were involved in the proceedings as a private party. Is the acquittal legally valid or do we have any hope to at least minimize the loss we suffered? Well, we were involved in the criminal proceedings. The acquittal is final and enforceable. So we have no further claims in this case. Next question by Mr. Knap, Investors Relations, annual report, Page 21. In Austria, BAWAG participated in regionally focused conferences or other events. We were a main sponsor of the [ Wersiana ] Festival on the 25th and 26th of September 2019 in the Vienna [ Wolfberger ]. What was the reason for this engagement? Are capital market participants our preferred target group, and how much did this engagement cost? Enver, could you answer the question?

Enver Sirucic

executive
#22

Participation as a main sponsor of the [ Wersiana ] Festival had no IR background. Basically, this was a marketing measure in our home measure, and marginally, it was also a recruiting measure. We wanted to position ourselves as an attractive employer. It was the first appearance where BAWAG Group presented all its Austrian brands, and the costs were approximately EUR 60,000.

Unknown Executive

executive
#23

Thank you. Next question by Mr. Knap, Corporate Governance. Pages 25 and 27 of the annual report, the question refers to Supervisory Board mandates of our Managing Board members in other groups, David O'Leary and Sat Shah. Do they receive remuneration for the Supervisory Board activity at Amundi Austria and [indiscernible]. And is double remuneration granted to Supervisory Board members? Or is someone who is a BAWAG Group Supervisory Board member, not remunerated for the additional Supervisory Board member in [indiscernible]. According to the employment to the contracts, all remuneration from such additional activities due to BAWAG P.S.K. AG and do not land with Management Board members who also exercise Supervisory Board functions, Is Supervisory Board remuneration being granted for such positions? The general answer is that no supervisory board remuneration is granted for supervisory board positions in Amundi Austria and BAWAG P.S.K. [indiscernible]. The Supervisory Board members receive their remuneration for BAWAG Group and BAWAG, Supervisory Board mandates. Next question by Mr. Knap. It refers to provisions in the first half of 2020 in the segment, corporate and public. A specific provision was set up of EUR 16 million for exposure in the oil and gas sector. What's the background? Could we hear details about which exposure was provisioned for exposure? To which companies of the oil and gas sectors is the provisions sufficient? Or will additional provisions be required? Enver, please?

Enver Sirucic

executive
#24

We reported on that within the framework of the quarterly figures in the first 9 months. We identified part of our corporate business. In sectors which are cyclical, like the oil and gas sector, the remaining exposure is from the past. We addressed almost all of it. We still have 60 million cyclical exposure. And in the case of oil and gas, the net exposure on our balance sheet is only EUR 7 million, and we are comfortable with that.

Unknown Executive

executive
#25

Next question by Mr. Knap, profit appropriation, annual report, Page 58. There will be no dividend distribution and no share buybacks until end of this year, based on a recommendation by the ECB. Would script dividend, scrip dividend, that is distribution in the form of additional BAWAG Group shares, would that have been possible as BAWAG Group looked into this possibility and what are the arguments against? Yes, we did look into this matter, and we asked ourselves, if this is possible, the classic scrip dividend would not have been possible because it's not in accordance with the ECB recommendation because part of that would have been distributed in cash. And had we excluded the cash contribution, that would again have been something like a capital increase. And this is why we opted against it. The next question relates to remuneration for members of the Board, Supervisory Board and Management Board. And the question is, was there any external consultant involved? Or did you rely on external consultants? And what is their cost? Answer, the remuneration policy for the Management Board and Supervisory Board was prepared internally and was monitored and accompanied by DSC attorneys-at-law as review council. The remuneration policy was prepared internally. It was discussed in the nomination of Remuneration Committee exhaustively, submitted to the Board members and then authorized by the Supervisory Board. The cost of this review were within what is customary and usual on the market. Dr. Knap, does that answer your question? Next question, other liabilities of EUR 96 million from -- or EUR 4 million which restructuring was -- is that liability? Enver?

Enver Sirucic

executive
#26

Perhaps very briefly, whenever we implement a restructuring measure, be it in Austria or in Germany, we make provisions. And these provisions are made to cover social plans and take account of them in our income statement. As this takes several years, we have a remainder on the balance sheet. So we still carry it on the balance sheet. For restructuring plans and measured of recent years, 2/3 of that was for [ Biereg ] BAWAG P.S.K. car and the remainder for the other subsidiaries.

Unknown Executive

executive
#27

Next, business relations with related companies, Page 172, Note 34, impairment of EUR 4 million on a loan with which related company? And why? Enver?

Enver Sirucic

executive
#28

Yes, it might sound strange, but I do understand your question. This has to do with financing for a real estate project, and we had to have an impairment of EUR 4 million. We took over control. We became the beneficial owners and this became a related company, but it's a classical real estate financing here.

Unknown Executive

executive
#29

Thank you. Next question. Mr. [ Coclic ]. By way of introduction, I'd like to thank the staff members and the bodies of the company for the results achieved in 2019 in such a difficult time. And I ask a question in this context. What about the business plan for the next 3 years? Enver?

Enver Sirucic

executive
#30

Very briefly, in a snapshot, as explained earlier, we have 2 major goals. Return on tangible common equity, we stood at 10% this year. We will be standing at 10% end of this year. And the plan is to return to 15% and more in the next few years -- in the next 3 years. And second, efficiency. Currently, we're at 43% cost income ratio, and we'll try to bring that level down to less than 40%. All other matters are relative. We have a capital ratio of [ 12.25% ] and that will remain unchanged. So these are the 2 major parameters, higher than 15% return on tangible common equity and cost income ratio of less than 40%.

Unknown Executive

executive
#31

Thank you very much. Next question, paid of the management board with Frauenthal AG. Board members waived part of their fixed remuneration. Did you do that on a voluntary basis? Will you be doing that? And if no, why not? The Board members of Frauenthal had more to do and more tasks during corona times. But still, therefore renounced part of their pay voluntarily. The pay of BAWAG is quite substantive. So why do you have such generous contracts anyway? Simple answer, the members of the Management Board announced in March of this year to renounce their bonuses on a voluntary basis for the business year 2019 and for 2020, and that fully. Regarding members of the Management Board, will come back to that question later on in our general debate. So please let's leave it at that, and then we'll have the answer then. Next question. Number of company cars for Management Board members and the costs, what's the type and the make of the cars? And what is the mileage cost we employ drivers? Easy answer, BAWAG Group does not have any company cars for Board members. And there's one driver who is available for all Board members. Next question. How did you perform in the first 9 months of 2020 in BAWAG? Enver?

Enver Sirucic

executive
#32

I think I can refer to the presentation that has been delivered altogether. And given the circumstances we are all facing, I think we had 10% on common tangible equity and the conservative risk policy, I think we are well prepared.

Unknown Executive

executive
#33

Thank you. Next, Mr. [ Coclic ] asked about attendance at the Supervisory Board meetings in 2019. And did you have board meetings in 2020 through video conferencing? In the calendar year 2019, we had 6 Supervisory Board meetings and at the meetings, all Board members participated, with the exception of one Supervisory Board meeting where one member could not attend for personal reasons. That was one of my colleagues in the U.S. He was involved in an accident while traveling to the airport. And this is why he couldn't make it. And in 2020, all of our Supervisory Board meetings so far have been held virtually online and also with a view to protecting the health of everybody involved. And I would assume that the current situation is such that the next board meetings will remain virtual for the time being. Next question. There's an overhang of non-Austrian citizens on the members of the Board that's quite considerable. Why don't you have a better composition of the Management Board and have experts from Austria. It is not perfect. It's far from perfect, if documents have to be translated into languages. Question, who of the Board members has read the Austrian stock operation in its original version? Well, there's nothing against foreign managers. They can contribute many new things. But if we have such an excess, there is such -- so many disadvantages, and there's no home advantage, so to speak. Well, let me answer the question as follows. Our Management Board is composed of internationally recognized experts. We have tried to put together a team that is able and capable to steer this bank successfully into the future. Communication in the bank and with investors works perfectly. And then also there's the possibility to communicate in two languages. This works out quite well. And that is not something singular to the BAWAG group. They are all the comparable organizations and companies where you have bilingual settings. The bodies of the company are not only familiar with company law and stock corporation law, but also with the rules applicable to the financial market and the capital market. Every Board member has to undergo a fit and proper test. So the Supervisory Board members are familiar with all the rules, laws, regulations and what we -- whatever. BAWAG is one of the largest banks in Austria, so there's no doubt that our bank is independent of any nationality of board members. It is well anchored. That means we do understand one another. And from our DNA, we are an Austrian bank which does business in the DACH region outside of Austria and beyond that. And I think there, it is an advantage that we have an international mix on our management board, who are very well versed in doing that kind of business. Next question, Mr. [ Coclic ]. What were the costs for legal advice counseling and the audit costs for the financial statements? Enver?

Enver Sirucic

executive
#34

Very briefly, the audit costs for the financial statements 2019 were EUR 1.5 million. We had no other legal or advisory costs in this context.

Unknown Executive

executive
#35

Thank you. Next, Mr. [ Coclic ]. D&O Insurance, who is the insurer? What's the amount covered, the premium and who is included or covered? Enver?

Enver Sirucic

executive
#36

We have a basic insurer for D&O, and that's Chubb. And then we have 2 accidents, AGCS and Zurich. The annual premium for the entire group is EUR 370,000. And the group of persons covered is all bodies, function holders of the -- also the subsidiaries, the senior leadership team and then specific roles such as the compliance officer or the banking act Officer.

Unknown Executive

executive
#37

Next, have you had any corona cases in BAWAG? And what safeguards have you taken? Could you please answer the question, Enver?

Enver Sirucic

executive
#38

Well, you will have heard it in many different AGMs that we were affected and hit by this crisis by surprise. We responded promptly, and we came up with a number of measures in cooperation with the Works Council to protect our staff members and clients as well -- as good as possible. There were a few cases so far. All of them have recovered to date. And what about the safeguards and protection measures? Very briefly, we transferred to work from home. And between April and June, everybody worked from home. People in headquarters, we -- since July, we've implemented a work from home preference concept, where we say that people should stay home, if possible, and come to their office, if necessary, any time. And today, we -- as corona cases are rising, we are going back to our mandatory work from home. Of course, distance in rule, high-teen rules. We have sanitizers, plexiglass in the branches. We have a shift operation, et cetera, et cetera. We take this extremely serious.

Unknown Executive

executive
#39

Thank you very much. What about impairments for loans in 2020? What's your expectations here? Enver?

Enver Sirucic

executive
#40

Well, as reported earlier, 2020 and the income statement was affected regarding risk costs, especially due to the pandemic. To date, EUR 179 million risk costs have been provisioned, half of which were general provisions and the risk for individual loan. For the remaining quarter, we expect that risk costs will -- should be declining, considering the fact that in the first half year, we actually assume the strictest macroeconomic criteria. So we're expecting a slight improvement for the second half.

Unknown Executive

executive
#41

Thank you. Mr. [ Coclic ] is asking, your administrative staff, are they in large-scale offices? What about the current work-from-home rules? Are staff numbers granted the square meters required to work in large-scale offices? Yes, we work in large-scale offices. And here now, we have a presence of 50% at maximum. In fact, we have never reached that -- 30% was the maximum we've had, and where we have imposed work-from-home rules, we had 3% of people coming and working in their offices. The square meters, in our main building at the Icon Tower, we have 26,000 square meters and 1,200 staff members. So if you break that down, you have more or less 20 square meters per person. Which government aids or state aids did corona use when handing our loans? Or will you be using such state aids? No, none. So far, we have not used any state aids. We have not applied for state aids. We're not planning to do so. Of course, what we supported was any form of funding that was systems and the regimes that were set up by the government. We were involved as the handling bank and the processing bank, but we, as bank, did not use any state aids. Next question. The impact of the corona crisis from today's perspective concerning the next few years?

Enver Sirucic

executive
#42

Well, it's very difficult to make some forecasts here. And this is why we have decided to follow the strictest scenario for our forecast. In the first quarter, there was a forecast by the international monetary fund. That was the strictest one, 7% minus. And then this was revised and the most recent strictest one comes from the ECB. That is a scenario that was published in June, suggest for the euro area. And here, it was suggested an estimated the GDP decline of 2.6% for 2020 and a recovery of plus 3.3% for next year. This is the scenario we've been figuring into our figures and provisioning into our forecasts, et cetera, et cetera. And the motto is rather be too cautious and be prepared for the worst than having to make adjustments and being ill prepared later on.

Unknown Executive

executive
#43

Thank you, Enver. Next question, the total cost for the Supervisory Board in the year 2019. And could you break that down by remuneration and travel and accommodation costs and other costs? Remuneration for the members of the Supervisory Board of BAWAG Group AG in 2019 amounted to a total of EUR 414,000, and the share of travel and accommodation cost was approximately EUR 50,000. Mr. [ Coclic ] wishes us all the best and success for the future, and in particular, that we stay healthy and safe. Thank you very much for that on behalf of the BAWAG Group. And then we have a last question. In which relevant litigation has BAWAG been involved? And which legal clauses in contracts with customers had to be taken back or had to be amended? Enver?

Enver Sirucic

executive
#44

Well, nothing new to report. The most prominent litigation case is the case with the city of Linz. And then there's some cases in the wake of the insolvency of the [ Arkena ] Building Group. And apart from that, we have regular adjustments of our terms and conditions resulting from the case law of the Supreme Court, which requires adjustments.

Unknown Executive

executive
#45

Thank you very much. I have a number of questions on my screen, but we have dealt with a large portion of them. And I note that it is now 3:48. I am struck that last question can be sent in. And we will take questions up to 4 o'clock. So 4 o'clock -- 4:08 to the e-mail address [indiscernible] .at. So these questions will be dealt with. Any questions we received after that time will no longer be considered. And the questions received up to then will be answered by the Management Board. I also instruct that you can submit requests and applications, propose resolutions and ground instructions to the special proxy representatives up until 4:08. After that, any instructions and applications we receive will no longer be considered. Let us continue. Questions by Mr. [ Peter Micieu ]. Mr. [ Peter Micieu ] thanks Mrs. Jutta Wimmer from Investor Relations for sending us -- sending him a printout of the annual report. Question, why didn't you print out any reports in German and in English? And how much did you save? Well, we did save some money, but this was not a matter of saving costs. It was a question of sustainability that we no longer print the annual report so that we reduced the number of copies. Demand for printed copies was very, very low in recent years. So this is why we mainly use the online version. To give you the specific figures, but really, this minor negligible amounts, 80 in German, 25 in English, total cost EUR 3,500. Thank you. Mr. [ Peter Micieu ] is now asking whether the management of BAWAG protested against the recommendation of FMA so as to not pay out dividends. I think we, as shareholders, would have earned and merited and deserved that dividend be paid out for this year. Well, that was one of the major issues this year, not only for BAWAG, for all European banks. And we do understand that we as Management Board members are shareholders of this company, and we would have loved to get this dividend. It is a fact that we have this recommendation on the table. And it is a fact that we, as a company, had lengthy debates and then decided to follow this recommendation and comply with this recommendation. It's a matter of time for us, and it's not a matter of whether or if. So the amount that was made available for distribution, EUR 230 million for 2019 was carried forward to new account. And as soon as we get the green light, we will be paying out that amount. Next question.

Unknown Attendee

attendee
#46

I believe that the remuneration to pay of the Board members is much too high. [As] the bank and RBI, the total remuneration of the Board members is EUR 9 million to EUR 10 million. And compared to the business year 2018, the pay of the Management Board members rose -- or was reduced from 27 million to 19.8 million, and the bonus from 6.6 million went down to 0. But of course, there's much more room for reduction. Is there any other remuneration of 7.55 million? BAWAG has no counter services. Why such high Management Board levels? What is the justification? And what's the nationalities of the Board members? Do the Board members of BAWAG work double?

Unknown Executive

executive
#47

Well, I can share with you my perspective as a bank, and we could see it in the presentation, BAWAG today is one of the most profitable and efficient banks in Europe. We know that from benchmarks, international benchmarks. And depending on which financials or parameters we use, we are always among the top 3 of the leading banks in Europe. Our business model allows us, even if in a current situation, the current pandemic of 2020, which is surely most challenging, allows us to generate a return on tangible common equity of approximately 10%. Our cost income ratio is in the lower 40% area. And in 2019, we had a return on tangible common equity of 16% and a good -- a solid and sound capital base. These are major pillars to generate value on a sustainable basis for the shareholders. The management team does everything it can to ensure the value accretion for our shareholders, and they are successful in doing so. As we can see from the figures and from that, it is only logical that the amount of the pay and remuneration is justified. Nationalities? Next to me, you have our CFO. He is an Austrian citizen. Then we have the majority of the Board members who hold the U.S. American citizenship. And if you look at the series of those colleagues, you will see that they have a very diverse background with families coming from different places of the world. But I think that should answer the question as to nationalities. Next question.

Unknown Attendee

attendee
#48

Mr. [ Peter ] here. The management Board and the Supervisory Board of BAWAG is limited in numbers and therefore, cheaper as with [indiscernible] Bank and RBI. I think this deserves praise. It's a good example to follow for other banks. How many Supervisor Board meetings did you have in 2019? And was the attendance fees and travel fees paid out? Do you have people delegated by the Works Council on the Supervisory Board? What about the statutory ratio of women or share of women? Obviously, you're not complying with that.

Unknown Executive

executive
#49

In 2019, we -- and I think we explained that already. We had 6 meetings. There was 1 telephone call and 2 resolutions were adopted by [ Schillo ] Resolution. We have 2 representatives of the Works Council delegated that is in compliance with the statutory provisions. And 2/3, 1/3 composition of the Supervisory Board as required by law. The Board members do not receive attendance fees. So the remuneration covers meetings and attendance fees. Only if they can evidence travel costs will such travel costs be refunded. The women's share well here, and I think this has been explained at a different moment in time, and we might come back to that similar question. BAWAG is doing everything it can and deploying all efforts to increase the share of women to promote gender diversity. But please, again, I ask for your understanding that a Supervisory Board is a body whose composition should be constant, if possible. So if we have upcoming elections, and that is in 2023, we will be taking a look at this issue, again, in a greater detail. And also, I'd like to point out that now 1/3 of the Supervisor Board members are women. So we have a 30% share of women on the Supervisory Board. And then your next question, what are the goals for the business year 2020? And annual surplus, cost income ratio, CIT ratio, et cetera, et cetera. And at the end of this question, Mr. [ Peter Mite ] wishes all staff members of BAWAG -- he'd like to thank all staff members of the BAWAG Group for the good result. And thanks everybody and wishes everybody, all the best and health for the business here, 2020. Enver, you might answer the questions that have been asked about the goals.

Enver Sirucic

executive
#50

I think for 2020, RoTCE will be around 10% as regards to the individual points. I already mentioned that in my presentation, with a very good result was a good core revenues, plus 4%. Of course, the new branch structure and the diminished travel activity will have its impact. As regards cost of risk, the macro scenario plays an important role. So risk costs have gone up. We are at EUR 179 million currently and a bit will have to be added. But 10% RoTCE is probably reasonable for this year. The medium-term goal is still RoTCE more than 15% and cost income ratio below 40%.

Unknown Executive

executive
#51

We now move on to Mr. [Baumiller]'s question. Mr. [Baumiller] would like to have a brief comment from all Supervisory Board and Management Board members about the importance they attribute to sustainability and what do they intend to do in this respect during that term of office. Will they contribute? Do they want to contribute to greater transparency? I think that's a question which Enver and myself will share. We will share the answer. Well, it's probably important to say that sustainability is extremely important for our company. And we can see that this is gaining in importance in the capital market as well. Sustainability is more than just environmental protection or the climate crisis. There are far more aspects involved. ESG, for example, environment, social affairs and governance. This is a very important topic. You have a variety of stakeholders, employees on the one hand and their importance and protecting them is essential. So there are health aspects making working from home possible, including that in the long term in our work setup. We also want to be a good bank for our customers, even in difficult times. We want to support our customers. But we enjoy our customers' trust and confidence. We want to be a sound and safe bank. And that means having a good and sustainable result. We have taken first steps, but the topic will be with us for a long time, fortunately, I would say. For me, personally, it's a matter of great concern. It's part of my field of responsibility. But we don't want to concentrate issues of sustainability in a single department or in a single area of responsibility. We regard this as a horizontal issue that has to be supported by everyone. One tends to forget that there is a lot of work involved: data capturing, setting up systems, setting up a data landscape that enables us to be even more transparent in the future. And we want to improve our reporting in that respect as well.

Egbert Fleischer

executive
#52

Let me start by saying that we're happy to have been able to implement that measures within BAWAG Group that strengthen our commitment to sustainability. Obligatory ESG training in the form of a self-learning program has been introduced. And it's self-explanatory that we are not yet where we want to be. But around the topic of ESG. We do see a highly dynamic development. Every company has to evaluate itself to find out where we go from here when we plan and adopt measures on the topic of ESG. For me, as Chairman of the Supervisory Board, it's particularly important to -- that our governance on sustainability on ESG has evolved in recent years and continues evolving. And that's going to be our focus for the future across all business areas. I want BAWAG Group as one of the biggest banks in Austria to take further steps in this direction. And I think it's important to take measures in the field of sustainability and to be even more transparent in this respect. The current pandemic will act as a catalyst for numerous aspects. And will drive this topic forward.

Unknown Attendee

attendee
#53

On to Mr. [Baumiller's] next question, which is as follows: in the nonfinancial report, you are presenting long-term strategies and the results achieved in the year under review. One thing, however, is lacking. That is concrete binding and quantified targets for the following business year. That is beyond the end of 2020. I would therefore ask you to indicate the most important targets referring to the minimum requirements of Section 243b of the commercial code and Section 267a of the commercial code. Will it be possible at the next AGM to discuss a comparison between the actual situation and your targets, especially your targets regarding the reduction of CO2 emissions, and I'm referring to Scope 1, 2 and 3. Moreover, I would like you to tell me if you intend to comply. Was the appeal launched by international research to pursue science-based targets in the field of sustainability and to disclose them?

Enver Sirucic

executive
#54

Well, I agree with you that the importance of the topic is increasing enormously, and we keep learning day after day. We are building a data model. This is something we do in financial reporting and in the assessment of risks. We do have a wealth of data. But when it comes to environmental aspects or social aspects, our data models are not appropriate for that. So in connection was the taxonomy of data and rules of -- sorry, data and risks. We first have to build a database. So I have to ask for your indulgence. We are not yet able to provide information on our concrete targets, but you may rest assured that we're working on that at full speed. We have already achieved some success. One concerns the governance issue. We have a broad-based program in the bank regarding the advancement of women. And one of the measurable parameters is the percentage of women in management position. This percentage has gone up in recent years. Currently, we are at 34%. And then the percentage of renewable sources of energy in our electricity consumption. We are at 97% at all our locations. Of course, our target is to reach 100%. So we have done a lot, but there is still much to be done in the future. And the first target is to have a robust data model.

Unknown Attendee

attendee
#55

Thank you, Enver. Next question by Mr. [Baumiller], please let us know what your position is regarding the following regulatory measures in your implementation projects and what kind of -- what steps are you taking to make sure that you are well prepared for your reporting and management tasks: capital adequacy, regulation, disclosure regulation, taxonomy regulation. Please briefly outline the relevance of these measures for the business activities of BAWAG, moreover. Please tell us which environment targets pursuant to Article 9 of the Taxonomy Regulation of particular importance for BAWAG.

Enver Sirucic

executive
#56

Well, as I said earlier, we are in the process of building a data model. We have already launched a group-wide project on the Taxonomy and Disclosure regulation. I'm afraid I can't single out a specific point, but loan origination concerns us most as a bank, as a financial institution that [stills] money flows. We have a special responsibility to ensure an ESG-compatible business model. I think we have such a business model in retail and SME, including in the DACH region. Of course, we do originate loans to customers that cannot be regarded as green, but we're working on that. So the project has been launched. Results will be available, but it's too early to say anything on that.

Unknown Attendee

attendee
#57

Thank you, Enver. I move on to Mr. [Baumiller's] next question. Sustainability and sustainable governance, this is a governance issue that raises questions regarding established role models. And that's part of the criticism that was voiced earlier. I would, therefore, ask you, given the individual qualification profiles of the Management Board and Supervisory Board members to tell us if they have the necessary expertise and to what extent, on sustainability, in particular, regarding the question, if their overall skills are adequate to ensure sustainable corporate management and on the part of the Supervisor Board to demand such form of management in the future. Now let me say the following. Basically, we are convinced that on both Boards, we have the right skills and the right experience.

Unknown Executive

executive
#58

I will not elaborate on the qualification of the individual Management and Supervisory Board members because that would require a detailed information on the CVs of the individual members. And such information is available on our website under Investors, ESG Information. I think that will give you the clearest idea.

Unknown Attendee

attendee
#59

Next question. Sustainability is an issue that relates the performance of a company to its ecological and social performance. There is an extensive -- EU regulations on this topic, but in the remuneration policy, I do not find much on that.

Unknown Executive

executive
#60

On Page 4, I do find information on leadership, culture, compliance, integrity, sustainability, ESG, such as leading employee succession planning, promoting talents, results of internal and external audits, on-site inspections by regulators and so on. But there is nothing else to be found. And what I criticize is the wording, which is too vague. One gets the impression that the topic of sustainability or ESG is almost hidden. The examples mentioned have little to do with the true understanding of sustainability. Moreover, the margin of discretion is too wide when it comes to the determination of targets. This is -- the company can grant bonuses, too. Its Board members on the basis of certain targets, which have to be -- can be adjusted to the business strategy of the company. It takes -- these targets must be anchored profoundly in the governance structures and processes. There is such commitment being expressed in the nonfinancial report. But the foundations are not explained. And therefore, this is not really credible. I should also -- I would also like to mention the moral or ethical component which younger generations are reminding us of. Under the heading of FridaysForFuture, they're pleading for an orientation of our economic activities by the target of sustainable development. And this is focused in particular on companies such as BAWAG and its decision-makers. They have enormous responsibility to bear ultimately.

Unknown Attendee

attendee
#61

Exercising my right to demand information, I ask you to tell me if external consultants were used in the elaboration of the [indiscernible] services were used. I would like to know which internal bodies were involved in the development of the remuneration policy and on the basis of which mandate they were doing that, groups where -- that were used for orientation.

Unknown Executive

executive
#62

As regards to the remuneration policy, I referred to answers already given earlier. The remuneration policy was elaborated internally. It was discussed extensively in the Nomination and Remuneration Committee. It was submitted to the Supervisory Board and approved after an in-depth discussion was in the framework of the elaboration of the remuneration policy. Our lawyers, DSC, served as Review Council and the cost of the review within the commercially prevailing standards. I hope I have answered the question.

Unknown Attendee

attendee
#63

We move on to the last group of questions by Mr. Berg. First question, what are the costs of the special proxies? And how many -- how many shareholders are represented by the individual special proxies?

Unknown Executive

executive
#64

First question, I don't know because we haven't received their invoices yet. And the fee depends on the amount of time spent. But basically, the fees are in accordance with commercial standards.

Unknown Attendee

attendee
#65

A follow-up question. What have been the legal costs of the city of Linz case?

Unknown Executive

executive
#66

For 2019, the costs amounted to EUR 700,000. This includes the cost of the court-appointed experts.

Unknown Attendee

attendee
#67

Next question again refers to the city of Linz. What's the value at the -- what's the amount in litigation?

Unknown Executive

executive
#68

Well, according to the city of Linz, it's CHF 30.6 million. And for the -- for BAWAG P.S.K., it's EUR 417.7 million.

Unknown Attendee

attendee
#69

Who are BAWAG's lawyers?

Unknown Executive

executive
#70

I think the question again refers to the city of Linz. We are represented by 2 law firms. One is [Garda] and the other is LANSKY, GANZGER + Partners.

Unknown Attendee

attendee
#71

Next question. How much does the online annual report cost? And the publication in Wiener Zeitung how much does that cost?

Unknown Executive

executive
#72

The annual report is produced internally. There are no sizable costs. The publication in Wiener Zeitung happens after the AGM. Of course, the annual report is more voluminous this year, therefore, the costs will be slightly higher than last year.

Unknown Attendee

attendee
#73

Next question. How many people are logged in at today's AGM? How many Austrians, how many viewers from abroad?

Unknown Executive

executive
#74

Currently, 133 people are logged in. We don't know -- we can't distinguish between Austrian viewers and viewers abroad.

Unknown Attendee

attendee
#75

Next question, how much money is spent on SAP? I take it the question refers to 2019. Can we have a brief answer?

Unknown Executive

executive
#76

Maintenance and license fees for SAP are approximately EUR 500,000, additionally, EUR 240,000 for support costs.

Unknown Attendee

attendee
#77

Next question. How much did the AGM last year cost? How many shareholders were present?

Unknown Executive

executive
#78

102 shareholders were present, representing 457 shareholders. The costs of last year's AGM were approximately EUR 110,000.

Unknown Attendee

attendee
#79

So we have 1 more question about the AGM. How much did the AGM 2019 cost? And what will be the cost of the virtual AGM?

Unknown Executive

executive
#80

Well, last year, as I said, EUR 110,000. This year, it's going to be slightly less. But the final costs, I can't tell you yet.

Unknown Attendee

attendee
#81

Next question refers to easybank. How many easy -- how many customers does easybank have? How many customers have been won? And how many have been lost? And what was easybank's result?

Unknown Executive

executive
#82

easybank is no longer an independent financial institution, and its results are included in the BAWAG P.S.K. results. The results are more or less unchanged. They have approximately 300,000 customers.

Unknown Attendee

attendee
#83

Next question refers to the NPL ratio. What's the valuation of the swap with the city of Linz? How much of that is carried on the balance sheet? And has this claim been written down?

Unknown Executive

executive
#84

As I said, EUR 418 million, the net claim on the balance sheet is approximately 60% of that. So 40% are written down for the time being.

Unknown Attendee

attendee
#85

Next question, Internet security, how much does the group spend on Internet security? And have you ever been hacked? Enver?

Enver Sirucic

executive
#86

We spent in 2019, just over EUR 6 million on Internet security. And so far, we have not been aware of any successful hacking attack.

Unknown Attendee

attendee
#87

Next question. How many customers do you have in your Credit Card business? Have you won customers? How many have you lost? And what was the result of the Credit Card business in 2019?

Unknown Executive

executive
#88

We have just under 1 million credit card customers via PayLife, easybank and BAWAG focused, of course, on PayLife. The result of the Credit Card business is contained in the payment transfer. And in -- it's approximately EUR 181 million in 2019. And the Credit Card business internally is just under EUR 50 million.

Unknown Attendee

attendee
#89

What's the breakdown or the composition of shareholders now that Cerberus has sold its share? How many of our shareholders come from the United States and how many from the U.K.?

Unknown Executive

executive
#90

I think approximately 80 -- we have an 80% free float. And we have 20%, including one bigger shareholders. Most of the institutional shareholders come from Europe and the United States. And according to the data we have, we are observing a growing interest also in Central Europe.

Unknown Attendee

attendee
#91

How many branches does BAWAG have in Austria? And how much did the conversion of the 35 branches taken over from the Austrian post cost? Is the branch network complete now?

Unknown Executive

executive
#92

We have 88 branches of BAWAG P.S.K. in Austria. The cost of the conversion of the branches totaled just over EUR 30 million. And we are -- continue to convert our branches and invest money wherever it's necessary.

Unknown Attendee

attendee
#93

Next question. How many customers did BAWAG P.S.K. lose this year to other banks?

Unknown Executive

executive
#94

Well, Mr. [ Berger ]'s not telling us if this refers to 2020 or 2019. I take it, it refers to 2019. In 2019, we -- there was no major customer migration. We didn't lose many customers.

Unknown Attendee

attendee
#95

And the last question from Mr. [ Berger ], what are the cost of insurance and which of the insurance companies're covering BAWAG?

Unknown Executive

executive
#96

I take it that refers to D&O. And as I said already, the insurance premium is EUR 370,000 in 2019.

Unknown Attendee

attendee
#97

Mr. [ Berger ] then thanks the Management Board and the employees of BAWAG for their outstanding work. His special thanks go to the Investor Relations team under Jutta Wimmer for an excellent website, where a great deal of information was available already before the beginning of the AGM, and he wishes us all good health. And we've arrived at the end of the list of questions, and I herewith close the general [debate].

Unknown Executive

executive
#98

As announced, no further questions will be admitted. I will now give the floor once again to the 4 special proxy representatives and ask them to read out any requests for resolutions they have received until 4:08, the cut-off time or please confirm that you have not received any further requests. Dr. Knap.

Unknown Attendee

attendee
#99

Thank you for giving me the floor. I have not received any requests for motions or resolutions for the shareholders I represent.

Unknown Executive

executive
#100

Same question to Mr. Thaler.

Unknown Attendee

attendee
#101

Thank you. Also no request received.

Unknown Executive

executive
#102

Mr. Wilfling?

Unknown Attendee

attendee
#103

Thank you. Again, I have not received any further requests or instructions.

Unknown Executive

executive
#104

And then finally, Mr. Moser, the Chairman.

Unknown Attendee

attendee
#105

Again, myself, I have not received any further requests.

Unknown Executive

executive
#106

Thank you very much, gentlemen. I'm going to ask the notary to record that in the minutes. I note that it is 4:30 p.m. and no further requests or applications will be received or considered. This brings us to the votes on agenda items 1 -- 2 to 9. I instruct that we use the tried-and-tested substraction procedure. In this procedure, the no votes and abstentions are counted and deducted from the total number of votes represented. This results in a number of yes votes. For the voting, the 4 special proxy representatives will be -- use instruction cards and voting cards, which they received prior to the meeting. By entering the numbers of the instruction cards and voting cards into the IT system, we record the number of shares. And if you're voting for, yes, you do not have to raise your card, as the yes votes are determined using the substraction method. Voting cards and instruction cards will be read out loud, but notary for better recording. The voting process will be monitored by the notary, Dr. [Briggs] and we have Mr. [Daniel Bauer], who will do the computer calculations. I move on to our first vote agenda item 2: appropriation of the balance sheet profit. I now put to the vote, the proposed resolution that was read out by the notary, namely that the AGM decide or resolve that the net profit for the year in the amount of EUR 3,023,991,382.12. That this profit for the year is fully carried forward to new account. Who is against instruction cards: Knap, Wilfling and Moser. Abstentions, instruction card: Moser. So much for the abstentions. And here is the result. Yes votes, 64,547,376, representing 99.9939%. No votes, 3,884 or 0.066017%. Number of votes for which both have been validly cast, 64,547,371, representing 72.41% of the share capital. I note that the motion has been carried by the required majority. And the AGM has resolved as moved on the appropriation of the profit for the year. Agenda item 3. Granting discharge to the members of the Management Board for the business year 2019. I now put to the Board, the resolution announced on the website and read out by the notary, namely that the AGM decide on granting discharge to the members of the Management Board for the period 2019. Votes against instruction cards Knap, Wilfling and Moser. Abstentions, Knap and Moser. And here is the result. Yes votes, 62,719,575, which is 99.894013%. No votes, 66,545, which is 0.10598%. Number of shares for which votes have been validly cast, 62,786,120, representing 70.43% of the share capital. I note that this motion has been carried by the required majority. And the AGM has granted discharge to the members of the Management Board for the business year 2019. This brings me to agenda Item 4, granting discharge to the members of the Supervisory Board for the business year 2019. And I now put to the vote the resolution that was read out loud by the notary and announced on the company's website that the AGM decide to grant discharge to the members of the Supervisory Board for the business year 2019. Votes against, instruction card, Knap and Wilfling. Abstentions, Knap, Moser. Yes votes, 63,449,446, which is 98.869196%. No votes, 725,695, which is 1.130804%. Number of shares, which was -- been validly cast, 64,175,141, representing 71.99% of the share capital. I note that the resolution has been carried by the required majority and that the AGM has resolved on granting discharge to the members of the Supervisory Board for the business year 2019. Agenda Item 5, election of a statutory auditor and group auditor for the audit of the annual financial statements and the consolidated financial statements for the business year 2021. I now put to the vote the text of the resolution that was read out by the notary and made accessible on the website of the company to the AGM that the AGM decided that KPMG Austria GmbH Wirtschaftsprüfungs-und Steuerberatungs-gesellschaft be appointed statutory auditor and group auditor for the financial statements and the management report, the consolidated financial statements and the consolidated management report for the business year 2021. Anybody who's against instruction cards, Knap and Wilfling. Thank you. Abstention, Moser. Yes votes, 63,844,757. That is 98.9119996%. No votes, 702,274, 1.088004%. Number of shares for which votes have been validly cast, or total number of valid votes, 64,547,031, percentage of the total share capital, 72.41%. I note that this resolution has been carried by the required majority, and the AGM has resolved, has moved to a point, the statutory auditor for the business year 2021. Agenda items 6, amendment of the company's Articles of Association, Section 9. I now put to the vote the text of the resolution that was read out aloud by the notary and accessible on the website of the company that the AGM resolved to amend the Articles of Association in Section 9 paragraph 1 of the articles. Votes against, instruction cards, Knap and Wilfling, but was -- Thaler? Was that a no vote?

Unknown Attendee

attendee
#107

Yes, Sir.

Unknown Executive

executive
#108

Also Mr. Thaler has no card and the abstentions, Knap and Moser. Thank you. And here is the result. Yes votes, 64,512,585, 99.946445%. No votes, 34,568, 0.053555%. Number of votes -- shares for which votes have been validly cast: total number of valid votes, 64,547,153, representing 72.41% of the share capital. I note that the motion has been carried by the required majority, and the AGM has resolved, has moved to amend the Articles of the of Association in Section 9. And this brings me to the next agenda item, agenda Item 7, resolution on the remuneration policy for the Management Board. I put to the vote the resolution that was laid out by the notary and accessible on the website of the company that the AGM resolved on the remuneration policy for the Management Board as accessible on the website of the company. Anybody against? Knap, Wilfling, Moser. Abstentions, Knap, Wilfling, Moser. And here is the result: Yes votes, 54,676,392, which is 85.333038%; No votes, 9,397,727, which is 14.666962%. Number of shares, which was -- been validly cast. Total number of valid votes, 64,074,119, representing 71.88% of the share capital. I note that resolution has been carried by the required majority, and the AGM has resolved as moved and decided on the remuneration policy for the members of the Management Board. I now move on to Agenda Item 7. I apologize. Agenda Item 8, says the Chairman. And there is the adoption, the remuneration policy of the members of the Supervisory Board. I put to the vote the resolution that was read out aloud by the notary and accessible on the website of the company that the AGM resolve [the] above the remuneration policy for the members of the Supervisory Board as accessible on the website of the company. Votes against: instruction cards Knap, Wilfling. Votes against, abstentions, Knap, Wilfling, Moser. And here is the result: Yes votes, 64,457,927, which is 99.9999958%; No votes, 27, that is [ 0.000042% ]; number of shares which votes have been validly cast, total number of valid votes, 64,457,954, representing 72.31%. I note that this resolution has been carried by the required majority, and the AGM has resolved -- has moved and adopted the remuneration policy for the members of the Supervisory Board. I now move on to Agenda Item 9. And that is the resolution summarized -- resolution to authorize the Management Board to acquire owned shares; b, to sell owned shares; c, to redeem those shares; and d, revocating the authorization of April 30, 2019. I now put to the vote the resolution that was laid out by the notary and accessible on the website of the company that the AGM authorized the Management Board to acquire owned shares, sell owned shares, call in those shares and revoking the authorization of April 30, 2019. Votes against. Voting cards: Mr. Knap, Mr. Thaler, Mr. Wilfling. No votes, abstentions, Knap and Moser. And here is the result: Yes votes, 62,037,541. That is 96.484822%; no votes, 2,260,179. That is 3.515178%. Number of shares for which votes have been validly cast. And the total number of valid votes, 64,297,720, representing 72.13% of the share capital. I note that the resolution has been carried by the required majority, and the AGM has moved, authorized the Management Board to acquire owned shares, to sell owned shares, to call in those shares and to revoke the authorization granted on April 30, 2019. Ladies and gentlemen, this ends our agenda for today's AGM. The results of the votes will be published on the website of the company. I'd like to thank you, shareholders, for attending today's virtual AGM and listening in on Internet. And I close today's AGM. I'd like to now say bye-bye to you, and I wish you all the best, and in particular, keep healthy and stay healthy. Thank you very much.

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