CA Immobilien Anlagen AG (CAI) Earnings Call Transcript & Summary
August 25, 2020
Earnings Call Speaker Segments
Unknown Executive
executive[Foreign Language] Capacity as Chairman of the Supervisory Board, I'm taking over the Chairmanship of the 33rd Annual General Meeting, to which I would like to cordially welcome you, ladies and gentlemen. The general meeting of CA Immobilien Anlagen AG is hereby -- of the new legal regulation of a virtual general meeting in order to protect shareholders and other participants. Today's general meeting will therefore be held as a virtual general meeting in accordance with the corporate COVID-19 Act and the corporate COVID-19 regulation, and we'll be here to switch to the other streaming possibility. If you would like to follow the broadcast in English, please choose the streaming options on the English website. The transmission of the Annual General Meeting in the live stream is closely monitored by security office disruption in the transmission. In this case, I would interrupt the Annual General Meeting and continue after the full test been rectified. If you notice a failure of the transmission, we request that you notify us by e-mail at -- the failure is within the sphere of the company. The company is attempting to do its utmost to ensure that this Annual General Meeting can be transmitted on the Internet without any disruption. However, experience with other virtual general meetings has shown that there may well be in accordance with the corporate COVID-19 regulation leads to modifications in the otherwise customary course of general meeting as well as in the exercise of shareholders' rights, which notary Dr. will address in detail hereafter. First, the reports and proposed resolutions on all items on the agenda solution proposals. Afterwards, the general debate will be held, that is the reading and answering of the questions by me or the members of the management board. After answering the questions on all items on the agenda, the respective motions are voted in the respective order of the agenda. Today's Annual General Meeting was published in due time in the on 28th of July 2020, in accordance with the provisions of Section 106 Stock Operation Act and furthermore in accordance with Section 1 or some Paragraph III or Stock Operation Act have been made available on the company's website as from the 28th of July 2020 and 3rd of August 2020, respectively. The notary public, Dr. Clayman Homan has asked to notarize the resolution of the -- resolutions of today's Annual General Meeting to monitor the voting and ask the notary public to explain the modalities for the exercise of shareholders' rights in today's virtual AGM and the course of the AGM, which are made available in the convening notice. Thank you. Shareholders, ladies and gentlemen, in the convening of the Annual General Meeting on 28th of July 2020, it was announced that today's AGM would be held as a virtual AGM without the physical presence of shareholders. The convening notice, which is available, has been available on the company's website on 10 [ 1/18 ] and [ 1/19 ] Stock Corporation Act. The course of the Annual General Meeting and the information on shareholder data protection. Today's Annual General Meeting takes place -- of the Supervisory Board; the CEO, Andreas Quint; and the 2 management board members, Dr. Andreas Schillhofer and Keegan Viscius as well as the 4 special proxies. Florian Beckerman, representatives of the auditor Ernst & Young, NBH; Alexander Blasto and Isabel are connected by a visual and acoustic connection and can personally answer questions addressed to them. By broadcasting the Annual General Meeting on the Internet, all shareholders who so desire have the opportunity to follow the course of the Annual General Meeting real-time via this acoustic and visual connection and thus, particularly the presentation by the management board. This live transmission as a virtual general meeting does not enable remote participation, Section 102 Para 3 #2 Stock Corporation Act, and no remote voting Section 102 Para 3 #3 Participation rights of shareholders, in particular, the voting rights, of the right to propose resolutions and the right to raise objections may be exercised exclusively by granting power of attorney and instructions to one of the group and the companies included in the consolidated financial statements to the extent necessary to properly evaluate an agenda item. Information may be denied to the extent that according to sound business judgment or if disclosure would constitute a criminal offense. It is expressly pointed out that the right to information pursuant to Section 118 Stock Operation Act can be exercised by the shareholders themselves during this virtual annual -- Yes, shareholders, therefore, also have the opportunity during the Annual General meeting to submit their questions to the company electronically in text form. Please use the question form, which is available on the company's website. If this question form is not used, the person of the declarant name, company, date of birth, company, which is the number of Xfone should be provided or the identity of the person is made recognizable by reproducing the signature of the name or otherwise. According to Section 13 Para 2 Austrian Stock Corporation Act, in order to enable the company in case of that to establish the identify by the company will be read out and answered at the general meeting in accordance with Section 118 of the Austrian Stock Operation Act. Shareholders, therefore, have the opportunity to react to developments of the Annual General Meeting themselves. For example, by asking followup time by which questions can be asked. Shareholders have the opportunity to amend the instructions, in particular with regard to the submission of new motions, the casting of votes or changes to the instructions regarding of objections to one or more items on the agenda to the relevant special proxy, even during the Annual General Meeting, up to a certain point in time. For this purpose, please use an e-mail that you send to the e-mail address of your special command -- should start Please -- date of birth company register number of the shareholder. And the conclusion of the declaration must be made recognizable by reproducing the signature of the name or otherwise, according to Section 13, Para 2 Austrian Stock Corporation Act with the power of Attorney. Please note that during the annual General Meeting, only electronic communication with your special proxy is possible via the e-mail addresses mentioned above. And that, in particular, the special health phone, text, WhatsApp, et cetera. The time after which instructions regarding the submission of motions, voting and objections are possible, will also be determined by the necessary to briefly interrupt the virtual Annual General Meeting in order to properly process the shareholders' questions or instructions to the proxies received during the Annual General Meeting. So much for the course of today's virtual Annual General Meeting republic, I thank you for the explanations. And Hereby order that today's general meeting be held in the manner announced in the convocation and just described by the Notre. The list of attendance will be completed and signed by me before the first vote. Furthermore, the management board informs today's annual General meeting in accordance with Section 65 Para 3 Austrian Stock Corporation Act that as of date, the company holds 5,780,037 treasury shares in total, of which lodging in blends of May 2019, the number of treasury shares has remained unchanged. I now enter into the agenda of the 33rd Annual General Meeting. I may inform you at this stage that all of the company's proposed resolutions on all agenda items were properly Agenda item 1. Presentation of the adopted annual financial statements and consolidated financial statements as of -- 30th of December 2019, together with the management reports, the corporate governance report and the proposal of appropriation of profit adding the management report and corporate governance report of the management Board as well as the consolidated financial statements, including the group management report of the management board with the report of the Supervisory Board for the 2019 financial year were made available on the company's website and can be accessed there. In the business year 2019 of the company, providing assistance on strategically important questions concerning the development of the company. The Supervisory Board was informed by means of detailed quarterly reports and other verbal and written reports. Supervisory Board was informed in -- in good time about just requiring its approval, decisions and measures taken by the management Board were transparent. Cooperation between the Supervisory Board and the management Board was characterized by open discussion. Close contact between myself as Supervisory Board Chairman and the CEO, underlined the openness of exchanges on matters of relevance to No objections were raised. On the main areas of activity of the Supervisory Board, I can report as follows: At its 8 meetings, the Supervisory Board was closely involved with budgeting and profitability issues linked to current development projects and the participation of CA Immo in Immo Finance and the evaluation of another bond issue. Moreover, personnel-related issues, CFO succession and the management of CA Immo Deutschland GmbH were also on the agenda. Central themes in rigorous developments on financial and real estate markets result in opportunities in and property valuations. Evaluating the organization and working methods of the Supervisory Board and its committees was central to an annual self-assessment exercise. The results of this evaluation are viewed. With respect to the main activities of the Supervisory Board committees, I would like to refer to the report of the Supervisory Board and total corporate governance report, both have been published in the annual report starting on Page 19. With regard to the principles of management board compensation and sustainability are critically important. The system takes the elective and personal performance of management Board members into consideration. The remuneration system for management board members is aimed at establishing a competitive pay level combined with a strong performance-based component of the model. For instance, European real estate companies and relevant Austrian industrial businesses. The long-term interest of shareholders and stakeholders are reflected in the performance-related part of the remuneration, which encompasses short-term and long-term elements as well as social considerations and environmental and governance special and nonfinancial criteria. Special projects forming part of the implementation of corporate strategy are also taken into consideration. Generally speaking, the remuneration tools should comply with and promote sound and effective risk management. The rule should not encourage the external advisers are involved. The policy is regularly presented to the overall supervisory board for discussion and decision, complete with the main decision-making material and stating the reasons for any changes. The regular amendment of the remuneration policy. Management remuneration comprises of fixed nonperformance related annual salary, performance-related variable components, fringe benefits and a pension fund. Personal performance, economic situation, the company's success and future prospects and the national and international standards for the property sector. The level of fixed salaries depends on fields of competence as determined in the schedule of basic nonperformance-related component. Management Board members also receive fringe benefits in the form of remuneration in kind such as company car, telephone, travel expenses, et cetera. This is paid out on the basis of individual targets and also takes account of nonfinancial performance criteria. It is limited to 200% of the annual salary. Of the variable remuneration, half is linked to the attainment of short-term targets defined annually by the Remuneration committee. The other half is based on outperformance of the following indicators: the takes the form of immediate payments. The remaining 50% is converted into Phantom shares on the basis of the average rate for the last quarter of the business year relevant to target attainment. The payment of Phantom shares is meaning cash in 3 equal parts after 12 months, it is for corporate development are established and ultimately reflected in the share price. Phantom shares are converted at the average rate for the last quarter of the year, preceding the payment year. As in the past, there are no stock options as regards long-term incentive systems for management board members, existing Phantom shares model will be replaced with a new long-term incentive program in all new management board contracts. Equally weighted performance criteria for the new LTI of ex U.K. index because FFO1 reflects long-term earning power of CA Immo and relative or facilitates the evaluation of relative value creation for shareholders while enabling direct comparison with other real estate companies, in Performance Specials is linear. The final number of shares is limited to 200% of the number of virtual shares. For the payment, the final number of virtual shares is multiplied by the volume weighted average price for the last 3 months of the performance period, the percent of the target amount of the LTI applies. For further details, I would like to refer you to the remuneration policy, which is also submitted for resolution today. All current management Board contracts contain a change of control clause and a change of control. A change of control occurs, generally speaking, either where a shareholder or group shareholders attains 25% of noting rights in the ordinary General meeting or they are obliged to make a mandatory takeover bid where the investment threshold of 30% is able the remuneration for the remaining term of the employment contract. According to the calculation basis, compensation for fixed remuneration may not currently exceed 2 years' fixed salary. Moreover, to compensate for the loss of variable remuneration, the company must grant the management board member a percentage existing management board contracts according to the specific sphere of activity and the position of the management board member. The exercising of a special right of termination in the event of a change of control in the sphere of the main shareholder, Starwood has been contractually excluded for all serving members of the management more. Furthermore, all contracts with management board members include adjustment payments to cover our management board members serving notice examination for good cause. Depending on remaining term of the management board mandate, this is limited to a maximum of 2 annual salaries, including 1st of December 2019, including the management reports for business year 2019 and express its unqualified auditor's opinion. All documents making of the financial statements, the auditor's report and the corporate governance support were discussed in detail by the Audit committee in the presence of the auditor end the March 2020. The annual financial statements for 2019 were duly approved and adopted by the Supervisory Board on March 25, 2020, in accordance with Section 96.4 of the Austrian Stock Corporation Act. At the same time, the report of the Supervisory Board to be presented to the Annual General Meeting had a dividend. I may now give the floor to the management Board for their report.
Unknown Executive
executive[Foreign Language] Thank you very much. Mr. Ladies and gentlemen, shareholders, of CA Immo on the occasion of today's AGM. My 2 colleagues and their shareholder and vicious will also have a chance to say something about current developments in the business year [ 29 ] We postponed the AGM from May to August because of the COVID-19 crisis. This makes it possible for us to report on 2019, as we normally do at our AGM of 2020 and the implications of the COVID-19 pandemic for our company. Let me start by saying that 2019, in many respects, was another record year for CA Immo. In the current business year, we have been affected by the COVID-19 pandemic, but only to a moderate extent. This is due to the fact that our company, thanks to its strategy is features of this strategy are. Essentially, our business model is that of a specialist in the development of prime office real estate in prime locations in 6 strategic core markets: Germany, Austria, Poland, The Czech Republic, Hungary and Romania. In these countries, we have represented in the capital cities only in German properties. Currently, our portfolio includes properties worth EUR 5.2 billion. We are focused on a first-rate inner city locations because we think that such location we've just seen. The main use of our properties is offices. We also have hotel properties and some retail properties. Currently, we have a very high occupancy. Gross initial yield is 5.4%. One of the special features of CA Immo is its organic growth potential. We're not dependent on how like develop properties and include them among our investment properties. Construction volume of than EUR 800 million is ongoing in our portfolio. And in the coming years, the biggest single market in our portfolio is Germany, which accounts for more than 50% of our portfolio. There will be continued organic growth in the coming years through the development of projects, as I just said. With a challenging market environment such as the COVID-19 pandemic in the future, it may be a somewhat weaker economy in the countries where we are invested. Because of the pandemic particularly when government subsidies expirations and buildings of high quality. We are highly resilient in terms of our cash flow through portfolio diversification. In different countries, different cities, we have a blue-chip tenant based world and that are highly stable. We have a decentralized asset management at our locations where we are invested. We have asset management teams in continuous hundreds, if not thousands of conversations with tenants. And this has only been possible because of our asset management teams on site. We have an organic growth potential, which I will elaborate on later. Mr. Schillhofer will be talking about our balance sheet structure. We have a defensive capital structure was a high degree of equity and a low gearing. We have an investment-grade rating, which -- we have a platform, which is financial -- was high financial performance and excellent staff. And we feel that we are well prepared for a challenging environment. The view of the business year 2019 from my perspective. We saw strong growth in 2019. And at the same time, we were engaged in derisking. The result was the highest by 12.5% to EUR 133.3 million. And we are, therefore, proposing to the AGM an increase of the dividend to EUR 1 per share from previously EUR 0.90 per share, an increase by 2019. We will also read about the liquidity situation of our company. In terms of liquidity, we are very well positioned, and we are convinced that payment of the dividend strong organic portfolio growth by about 15% -- 16% to EUR 5.2 billion through purchases, through project development. The portfolio in 2019 took an excellent development. The property, we've sold our stake in Immo Finance for about EUR 130 million. The return on equity has been good over the years. And we sold -- broke out and the share price at that time was still relatively high. And we didn't suffer from the loss with the IMMO finance share suffered once the COVID-19 pandemic cavities worth approximately EUR 130 million. And the premium on book value was more than 25% in these disposals. In the field of development, we have 2 office buildings incomes to zoning for current development projects. Financing costs in 2019 were stable at 1.8% and an average term of our debt of 5 -- 4.5 years. We have a book metrics and a strong equity base. This is a very satisfactory look back to the year 2019. And now I hand over to Mr. Schillhofer, who will go into '20.
Andreas Schillhofer
executiveThank you very much. I, too, would like to welcome you most cordially. As you know, it's my first AGM at this company, and I'm happy to present the results for 2019 essential financials of the business year. Net rental income up by 11% to EUR 194.7 million, thanks to successful portfolio expansion through purchases in [ 2019 ], generated consolidated net income of EUR 393.3 million, which is the highest value ever in the history of the company. FFO1 increase to [ 133 ] At the end of the year was at EUR 38.37 per share, which is an increase by 15%. Thanks to this record result. We also generated a double-digit -- loss of our net income. And middle income, net rental income increased by 11% because of organic and inorganic portfolio expansion. Let me speak about a couple of effects in great direct expenditure and a higher development-related expenditure. The revaluation result is was very high in 2019. This reflects the excellent market environment in Germany. As U.K. of EUR 59 million in connection with the con vertical bond and interest derivatives as part of our financial result. The valuation result for 2019 is presented on this slide. First of all, evaluation result is EUR 464 million, of which more than 70% are accounted for by investment properties and more than 80% is accounted for by Germany. And the extremely successful in market environment, especially in Germany, in Frankfurt, Berlin and Munich. 70% of the revaluation result refers to Berlin and Munich. I move on to the balance sheet EUR 2.7 billion. Loan-to-value net, that is including cash and cash equivalents, 31.9%, significantly reduced through the successful revaluation result. As you can [indiscernible] million, what are the most important metrics of our balance sheet? As you can see, CA Immo has a very robust financial profile with a strong equity base. Loan of 2019, unencumbered assets relative to the total portfolio 47%. All other metrics like interest coverage and structural characteristics or parameters are also very robust. And we -- let me move on to the successful disposal of our stake in IMMO Finance. On the 8th of November last year, we announced that we would dispose -- we have disposed of the remaining [ 4% ] stake in IMMO Finance through this transaction, excellent result. On Page 8 -- sorry, on Page 16, this is our solo financial statement according to Austrian GAAP. We are proposing EUR 1 per share as a dividend, up by 11% from the previous continuously increasing earnings power of CA Immo. We therefore propose to pay out EUR 93 million as a dividend. Well, on Page 18, a couple of key financials. Our net rental income increased to EUR 105.9 million, up by 10%. This is primarily due to the negative effects in connecting with COVID-19 shown on Page 19, amounted to EUR 2.6 million. This is essentially rent reductions because of closures imposed by the form of rent-free periods. Another 2 points to be mentioned here. On the one hand, you can see that proceeds on sales amounted to EUR 30 million. This is mainly due to fact that a potential court fees of EUR 25 million had been provisioned in the first half of the year as court fees in connection was the claim for damages against the Republic of Austria and the problem of 2020 is the revaluation result. I'm showing you the details on the next page. First of all, as of the 30th of June, for investment properties appraised by expert appraisers. The increase in fair value in Germany is primarily due to zoning and planning progress and value increases or is mainly due to Austria and Germany. Moreover, there was a general drop in fair values in reaction to market changes, a slight increase in Central and Eastern Europe. Properties in Warsaw and Budapest, however, increased, which means a slight drop by 1.5% compared to the year-end value of 2019. Let me move on to the balance sheet as of the 30th of June 2020. Total assets have remained almost constant. It is at 32.5% liquidity, thanks to the successful issue of a benchmark bond in February this year. As of end of June is a EUR 780 million financing funding. I think CA Immo has a well-staggered maturity profile and a highly diversified capital structure. 100% of bank to shift our maturities. Of the EUR 500 million, approximately EUR 100 million were used to repay corporate bonds in [ 2020 ] to before the outbreak of the COVID-19 crisis improved our average financing costs and our average maturities. Our average financing costs now are at 1.6% and the average cent. So much about my summary of the results of 2019 and the first half of 2020. And now I hand over to Keegan Viscius, who is going to speak about the property portfolio.
Keegan Viscius
executiveWell to the entire CA team who's been able to help us prepare this event, but also to the team that's been able to help us deliver these results, which were very proud of and very happy to be discussing with you today. So looking at the overall portfolio, as previously mentioned, the total at the end of 2019 as well as the first half year 2020, and you could see the income-producing portfolio has increased slightly, about 3.5% to EUR 4.45 billion. That's predominantly driven through a number of acquisitions as well as completion of development projects in our -- with Berlin and Munich, the largest 2 cities across our portfolio. Offices account for 89% of the overall portfolio and 86% of our property portfolio is income producing. Looking at our occupancy level currently at [ 95 ] the running fluctuation that you would expect, given the size of our portfolio and the number of leases that we're continuously negotiating. Overall gross income yield -- gross rental yield is 5.4%. Again, flat on the full year 2019. The last 6 months is the quality of the underlying income base. So 46% of our rent roll are investment-grade credit tenants, or 13% of our rent roll are government sovereign backed institutions. So that's something that we feel underpins the strength of our income -- the area with the most arrears is in the hotel and the retail sector, which have been very much affected due to the COVID-19 crisis. Looking at 2019, in terms of capital rotation, we sold 7 properties and took advantage of the strength of the market in Slovenia, logistic land in Hungary and in Slovakia as well as an on-controlling stake in multi-party joint venture in Russia. All in all, these disposals generated about EUR 130 million worth of gross proceeds at a EUR 27 million preesman for the firm. We invested about EUR 258 million through a combination of modernization and improvements to our investment portfolio as well as into our development pipeline and land bank. Looking at the first half year 2020, to date, and we expect to close during the course of Q3. In terms of how we've invested during the course of this year? We've invested so far to date about EUR 130 million in ongoing development zoning projects as well as our income-producing asset base. And we've also acquired another about 11, this is a very prime located city center Berlin office building in a central area, just south of pot summer plots. And it's the kind of properties that we believe as CAMO, we have an angle and an edge on. So we own a number of other properties in the nearby vicinity, including property here, which is modern, efficient floor plates that are highly divisible and flexible for a post pandemic way of working in terms of open plan or cellular, we feel there's a tremendous amount of potential to generate reversion given our experience and knowledge of the submarket. With this property, for instance, has around a letty happy with his investment and happy to continue to grow our portfolio in the German market. On that, I would hand back over to Andreas to talk about the development side of our portfolio.
Andreas Quint
executiveYes. Thank you, Keegan. Thank you very much. [Foreign Language] Again, speak about project development, and I will give you an outlook to the rest of the year. Today, we would like to show you from two angles, how the various steps we're going to chain. Let me start with commercial properties. You've heard about projects which we are developing and including in the portfolio, but that's only the tip of the iceberg because it starts much earlier was zoning and planning for Canal asset in our portfolio. Currently, it's a vacant plot of land. And in the first half of 2020, we were able to sign an urban development contract with the city of Frankfurt. And orientation have been bid upon. It's all been laid down in writing. The first step will be. But an urban development competition, a contest will be organized together with the city of Frankfurt, which will then be the basis which further increased the value of this plot of land. As regards many other projects, we are currently in the planning phase. For example, the upbeat Berlin project. It's going to be a big project, 33,000 We are working on obtaining on applying for a building permit, and we hope to obtain the building permit in the coming months, and then we can implement the project. Probably well-known to you. One is the high-rise at Ropa Plat in Berlin. It's been rented out to KPMG, even before construction was started. The investment volume will be filed a yield on cost of 5.8%, which is well above the yield, which we would be getting if we bought such a property on the market. Might be in a yield on cost is 7.2%. It's one of the projects we have included in our portfolio very recently. As regards to the revaluation result, for the current year, approximately EUR 34 million because the project development steps, which we have gone through successfully have increased the value of these plots. The same applies to land, which up to 2,000 residential units are to be built there. It's difficult to see, but this is the winning draft, the winning -- the winner of the urban planning competition -- in plan. It takes a while in Germany. But once all stakeholders have had their say in a couple of years, we will be allowed to where we are going to build 900 residential units. The urban planning competition was held a couple of years ago already and we were about to get the zoning plan. The NEO residential project in Munich is about [indiscernible] Here, you can see an overview of development projects being implemented either in the zoning or the planning phase or -- well, those are projects, all projects where construction work is already going on. you can see the detailed breakdown, same in mind is being built, one in Frankfurt, Mississippi and Missouri in Prague, new in Munich, KPMG in Berlin, gas blow in Berlin and So of projects. These projects are for our own portfolio. On the right-hand side, you can see the times scheduled for completion from 2021 to 2022. And only a small part that what we have on our portfolio. Ultimately, the major part ends up in our investment property portfolio, and that generates sustainable and match that because they don't have the land reserves, which we have. In conclusion, a couple of statements on the outlook for the rest of 2020 and also for the coming years often put to us, and it's quite justified. How about rent collection, this is what people ask us. And the figures we can present are excellent. 99.4% of all rents invoiced for the first quarter of 2020 have been beginning of the year and July. In July, 90.9% of all invoiced rents have been paid. To date, we have no tenant insolvencies. We observe the situation very closely, but we are cautiously optimistic to stress even in the situation of a pandemic. Well, why not 100%? It's mainly hotels, 7% of our properties are hotels, which in the first quarter of this year did pay their rent. In many cases, they were not even obliged to pay rent because they got waivers from the government in Austria and Romania. Now some of the hotels have opened up again. Others are still closed. We can see an improvement of the situation. We are -- tenants will not be able to pay their completely, it will take a while before the hotel business recovers. Despite COVID-19, the renting, the lettings, and that was in the second quarter, 43,200 square meters were rented out. That was during the climax of the pandemic, and this shows that business regardless of what the media report business is to engage in negotiations with us and to bring them to a conclusion. I already spoke about development. It may be interesting to know that despite the lockdown of construction sites in Austria, CA Public, there was no lockdown, no major disruption at construction sites, and no negative impact on the construction schedule and on costs. Our construction sites were not affected at all by -- We keep planning -- we are engaged in zoning and planning phases. We have a project in Munich, where we have already obtained the building permit, but we had -- we want to keep an eye on the rental market. And the main reason really was because we didn't want to end up in a situation to be affected by a possible lockdown. Because it's difficult when you have already starting taking up the foundation, the only project which we've put on hold for the time being, but it's only been postponed. Another point which is important to make. How have we coped well the COVID negatively affected? Relatively early, we set up a task force, a health and safety task force comprised of managers of the company. They came up with planned procedures. We informed all our staff about safety measures and recommendations. At a very early point in time, we made working from home arrangements. 2 mobile phones for almost all our staff members. And therefore, working from home was technically possible. So home-office for us, didn't just mean people sitting at home and not working anymore. People were could manage to prepare our annual financial statements in time, but it was possible. We were quite successful. Now we are gradually opening our offices, the necessary hygienic measures in person, we have a 50% arrangement so that social distancing in the office is possible. So far, we haven't had a single infection -- corona infection in our offices, and we hope that this is going to remain the way if I work. We didn't need any government support as our figures show, we were able to cope with the crises to master the crisis out of our own strength. As regards the situation of our employees with nothing to do at this stage, but this is not the case. Asset management was confronted with a situation in which tenants wanted to negotiate and justified. We had hundreds and thousands of negotiations with tenants, organizational issues had to be discussed, hygienic standards in our office buildings and in the open spaces, which had to cooperate with local law firms in order to clarify and analyze the legal situation in the countries we operate in because the legal situation kept changing continuously. Our IT laptop, some people wanted a bigger screen in order to be able to work on the annual financial statements, but we could do that all rather well. And we didn't need to apply for a short-time work. In fact, our people had to work a lot more than for having worked so hard. It's been hard times for all of them, and it's going to be hard times for quite some time because the COVID crisis is not over. And the situation was particularly hard when the schools and kindergartens were locked down. External communication that at the end of February this year, we entered a first claim for damages against we claim damages from the Republic of Austria and from the province of Carinthia with EUR 1 billion. That's a topic, which we already discussed as of the 30th of June this year. We made provisions for court fees, and we will be receiving an invoice for court fees, and we will keep you informed how things develop. As regards to the rest of the year, we are confident regarding when you deduct the -- well, if you adjust that for the Immo finance dividend, which we're not getting anymore, we would have to deduct EUR 4.7 million. And that means that the gain generated through the disposal before the share price collapsed is much higher than the loss from the sale higher interest expenses because in the first quarter of this year, we issued a EUR 500 million bond, which carries a low coupon. And even hotel segment, we do feel a certain COVID-19 impact in the company. But we take it that FFO one in 2020 will be at least EUR 126 million, which is EUR 1 million more than in 2019. This year, it's not going to be easy to outperform the EUR 126 million guidance because there is a great deal of uncertainty in connection with the pandemic, which is not going to disappear so soon. segment, last year, I had left the stage before I showed you the slide, and I had to come back this year. I didn't forget. This year, I didn't forget. So we're looking at the period from 2015 to 2020. And over this period, the probably slump we experienced because of the pandemic. So as a benchmark, we've been using the ATX, which is far more reserved. So we outperformed the ATX U.K. Index wasn't doing much better. And this -- here we come for settle. We are convinced that the strategy, which we're pursuing for quite some time is the right one for Ca Immo in boom times and all short underlines what I just said. So thank you very much for your attention. I think we've been able to give you a deep insight into 2019 and the first half of 2020. And I hand back to Mr.
Unknown Executive
executivefinancial year the management reports and report of the Supervisory Board and the corporate governance support have been brought to the attention of the AGM. I would again like to point out that no resolutions need to be passed on the first item on the agenda. For other business of the general debate, I now also call up all other items on the agenda, ask agenda item 2, the resolution appropriating the net profit recognized in the annual financial statements for the 2019 financial year. The Management Board and Supervisory Board proposed that from the distributable net profit recognized in annual financial statements as of 31st of December 20 31 EUR $0.54 for every share in the company, which is entitled to dividend at the dividend record date, 28th of August 2020. A dividend of EUR 1 should be paid out, and the remaining net profit shall be carried forward of August 2020. With regard to this agenda item, I again would like to inform you that the company, as of today, has issued a total of 98,808,336 no par shares, which includes 180,037 treasury shares, which are not entitled to dividends. Thus, on the total 93,028,299 shares of the company entitled to dividend, a total amount of shall be distributed to the shareholders and the remaining net profit in the amount of 814 million 501 thousand 613.54 euros shall be carried forward to new account. The total dividend paid is calculated by [Audio Gap] further resolution proposals have been made our second item of the agenda. On agenda item 3, resolution discharging the members of the Management Board for the 2019 financial year. With regard to this Section 125 of the Austrian Stock Corporation Act according to which persons who are to be discharged as members of the Management Board or Supervisory Board are subject to a voting ban on these resolutions. This voting ban also applies to shareholder representatives of any shareholders 4 on the agenda, such voting bans are taken into account by reducing the attendance accordingly. The Management Board and the Supervisory Board post that this charge be granted for the members of the Management Board who were in office in the 2019 financial year for this period. The Supervisory Board for the 2019 financial year. The management Board and the Supervisory Board that this be granted for the members of the Supervisory in office in the 2019 financial year for this period. I would like to refer once again to the voting ban pursuant to Section 125 of the Austrian Stock Corporation Act according to which persons who are to be discharged as members of the Supervisory Board are subject to a voting ban on these resolutions. This voting ban also applies to shareholder representatives of any shareholders' concerned. No further resolution proposals have been proposed with regard to of the Supervisory Board for the 2019 financial year. The management Board and Supervisory Board proposed that for the 2019 financial year, the members of the Supervisory Board are granted a remuneration in the total amount of EUR 309,018. The Chairman receives twice that amount, his deputies 1.5x the fixed remuneration. In addition to the annual payment, members of the Supervisory Board received an attendance fee of EUR 1,000 for each meeting of the Supervisory Board and proposals have been made with regard to the fifth agenda item. Agenda item 6, appointment of the auditor and group auditor for the 2020 financial year. The Supervisory Board proposes to appoint and as the auditor of the company's annual financial statements and management report and of the consolidated financial statements and group management report to be prepared by the company for the 2020 financial year. I note that Ernst & Young has duly [Audio Gap] No further resolution proposals have been made with regard to agenda item 6. Agenda item 7, election of 1 person to the Supervisory Board. The supervisory [Audio Gap] of today's annual general meeting. Pursuant to Article 10 Para 1 of the Company Articles of Association, the Supervisory Board shall consist of at least 3 and no more than 12 members. Each holder of the 4 registered shares is entitled to nominate 1 Supervisory Board member in 88 Para 1 of the Austrian Stock Corporation Act, the total number of delegated by registered chairs may not exceed 1/3 of all Supervisory Board members up until now, that is after the last election by the Annual General Meeting of 2019 according to the Austrian Labor Constitution Act. At today's annual General Meeting, 2 members would have to be elected in order to equal the previous number of elected members once again. The Supervisory Board proposes that only 1 mandate shall be filled, the limit set by the Articles of Association from 7 to 6 members elected by the annual general meeting, which must be voted on before the proposed election. The following proposal for the candidate nominated by the Supervisory Board is based on the requirements set forth [Audio Gap] The company falls within the scope of Section 86 Para 7 Austrian Stock Corporation Act. The 9 shareholder representatives, there of 7 elected members and 2 members related to registered shares, currently contains no objection pursuant to Section 86 Para 9 of the Austrian Stock Corporation Act has been raised so that the minimum quota requirement pursuant to Section 86 Para 7 of the Austrian Stock Corporation Act has been met with a total of 4 female representatives on the Supervisory Board. Article 10 Para 1 of the Articles of Association and Section 87 Para was -- Para 7 Austrian Stock Corporation Act, the Supervisory Board proposes at the end of this annual general meeting for a term of office, lasting until the conclusion of the annual general meeting resolving upon the discharge of the Supervisory Board for the business year 2024. Mr. Stanton has submitted a declaration pursuant to section [Audio Gap] If this proposal meets with approval by the annual general meeting, the Supervisory Board would within the limits imposed by the Articles of Association consist of 6 members elected by the annual general meeting and the members delegated legislation on labor relations. Mr. Stanton has already declared that he will accept the election in the event of his election. Since Mr. Stanton has already been appointed to the Supervisory Board of CA Immo and is sufficiently well-known a person on Upper Section 87 Para 2 Austrian Stock Corporation Act were received by 14th of August 2020 and published on the company's website no later than 18th of August 2020. No such nominations have been received from the shareholder [Audio Gap] solution on the company's remuneration policy covering the principles of the remuneration for the Management Board and the Supervisory Board. In accordance with Section 78A in conjunction with Section 98A of the Austrian Stock Corporation Act, the Supervisory Board of public which is called remuneration policy. This remuneration policy must be submitted to the annual general meeting for a vote, at least every fourth fiscal year and whenever there's a material change. CA Immo acting 2020. of the annual general meeting is a recommendation. The resolution cannot be contested according to Section 78B Para 1 Austrian Stock corporation Act. In accordance with Section 108, Para 1 Austrian Stockholder company in its meeting of 3rd of April 2020 established a principle for the remuneration of the management and Supervisory Boards and adopted its remuneration policy for resolution by the annual general meeting. The remuneration policy was made available on the 28th of [Audio Gap] The Supervisory Board proposals to adopt the remuneration policy covering the principles of remuneration for the Management Board and the Supervisory Board, as published on the company's website. With this, I may now hand back to the Chairman.
Unknown Executive
executiveQuestions on all agenda items will be closed at 15:34. I now announce the actual attendance at the AGM. According to the list of participants signed by me, 565 shareholders [Audio Gap] 53,625 votes. The annual general meeting has a quorum for the announced agenda items. The list of participants will be made available electronically to the [Audio Gap] proxies present into Section 26A Para 2 Takeover Act. If this results in voting bans for this annual general Meeting, these will be taken into account by a corresponding reduction in attendance. I now give the floor to each of the special proxies and would like to ask whether any motion them out. If not, please confirm that you have not received any motions for resolution. Let me start with Mr.
Unknown Attendee
attendeeHello, I'm Florian Beckerman. I am a member of the Management Board of the of the Today, we represent about 550 shareholders, 34 million shares, and I have not received any proposals. Thank you very much.
Unknown Executive
executiveThank you, Mr. Mr.
Unknown Attendee
attendeeThank you must be amended. And at the next AGM must be submitted for another vote. It must be ensured that remuneration conditions are amended appropriately. The variable [Audio Gap] but it must be ensured that sustainability criteria should be at high level with other criteria should be proposed in concrete terms by including auditable performance indicators. There is multiplying. It should be stated that sustainability criteria should be in accordance with the Paras Paris 243B Para 2 UGP and 267A Para 2 should be understood this [Audio Gap] to and implementation should be made And this is the reasoning of the shareholder. The comprehensive document on remuneration policy for referring to a long-term financial success and not referring to ecological and social indicators, which are also called pre-financials. It's very telling that nonfinancial criteria [Audio Gap] market expertise are specified. Apart from sustainability certification for the real estate, sustainability is only made in a side remark. Further sustainable components, but this policy does not really contribute to the sustainability policy of the company. And I'm misconcrete aspects, which I would expect from a document that mentions, namely contributing to sustainable development and avoiding any damages and negative impact. This is disappointing. The aspects used as assessed and not justifiable and thereby not in the interest of shareholders. There is a reputation risk and also a lack of incentives for the performance of the Management Board. There are convincing at universities, which demonstrate that long-term economic management of a company requires to recognize the sustainable aspects of the company activities, creating the right conditions is now presented does not show such awareness. A company such as CA Immo on the basis of its business model should actually act as a model company or at least deal with this topic in an active way, occupies a rather low rank, which is also -- which -- it's also true of other aspects that are being reported at this AGM In total sustainability questions Establishing sustainability criteria is something that will probably be required also by future EU International Legislation up important relations. Although the business report refers to them, there are no concrete details given, which leads me to the concern -- so the company, we would expect more sensitivity for such factors on the part of the company. And if sure whether they report and the commitment to sustainable management is only green and blue washing. The perspective that further stakeholder interests guaranteed by other criteria is also found in literature, but it's seems to have been contested and not compatible with current regulatory, political and social developments that companies are confronted with today. I don't think that this argument can be used to defend the remuneration policy as presented. So I would ask you according to my shareholders, right, to -- if so, please tell us who the company was, what the mandate was and what the fee paid for them was? If there were no external advisers, where -- you please explain what internal units were involved in the project targets were? In moreover, please explicitly explain how the following passage from this document on remuneration policy is interpreted from the management Board and the Supervisory Board, particularly the management be created in an objective as Page 7 of the online Remuneration Policy, particularly with a view to the interpretation of sustainability that, as I explained before, seems to be outdated. Corporate objectives, those of personnel development, strategical, technical, organizational and operational development and other sustainable issues and performance indicators for environmental, social and management. For instance, ESG reporting [Audio Gap]
Unknown Executive
executiveThank you very much. I hand over to Dr. Schultz
Unknown Executive
executive[Foreign Language]
Unknown Executive
executiveI represent 10 shareholders and have received no motions from them. Dr. for their statements. It is now 03:47, and we are going to open the general debate. So we'll start by reading out and answering the questions from shareholders by e-mail. All shareholders who want to ask questions now, I invited to do so now. They are requested to send their questions to -- by e-mail to concerned, we'll read out the questions-and-answer them.
Unknown Executive
executiveFrom Mr. we have already got questions, and I'd like to answer them directly. Mr. these topics in advance of the AGM, I'd like to start with the questions regarding remuneration policy. Remuneration policy is based on national and international where drawn up internally, together with the compliance, company, HKB, was consulted as an external adviser. The cost of EUR 13,000. We had also for the Managing board, but also for senior management. The peer group consisted of international and national listed companies in the real estate sector, but also companies from outside the sector, which had already 2. The performance of the company, in order to be able to determine the goals of the Executive Board, and therefore, this compensation aspect in a manner appropriate to the situation a broad formulation as of possible core to ensure that we can react appropriately to the respective situation. The usefulness of such a scope of action in siting corporate goals is particularly evident in such extraordinary and unexpected situations as COVID-19. In other words, it takes sustainability as we act quickly to current developments and trends. And of course, we take sustainability and social aspects into account. It was a ready agreed in the 2019 targets that a strategy would be drawn up, which also includes sustainability aspects. The initial successes of the best practice level, unfortunately, these targets cannot be reached overnight, but only step by step. In addition, sustainability and environmental protection considerations also play a key role in the fulfillment of all other board of management particularly in securing to action and construction methods are, therefore, also indirectly incorporated in the key financial figures without taking sustainability criteria into account expectations of tenants and their employees could no longer be met. I will now as regards its sustainability or nonfinancial reporting is unusual because it doesn't meet the reporting requirement of section 234 and 62 report. The nonfinancial report was expanded this year. The EPRA communication was taken into account. The loving, at least it lacks the seriousness of the matter under consideration, a so-called sustainability report is made available online as a separate document on voluntary basis. However, this is a company -- combination of already existing content from the annual REIT today. The conclusion cannot be better. This sustainability report appears as and dead once was in his glamorous roles. This is disturbing not only for personnel or even reasons, but also because it is sustainability issues is becoming the standard, not only on the capital market from 2021, various regulations will oblige financial market participants to obtain comprehensive information from their business partners on these issues. What can be presented and above all, what picture it peels or even with the times, this puts into perspective the fact that it may seem obvious adverse glance that it is in the short term, not to be subject to a statutory reporting requirement and thus save costs, for example, since the motivation processes would be all the more necessary strategic reasons, not least in view of the fact in the course of the current revision of the European legal basis for nonfinancial reporting proposals are being intensively discussed, which suggests that CA Immo will be subject to [Audio Gap] has already been outlined in the forward to the published sustainability report, but in my opinion, they are not followed up by action of climate risks also imply an investment risk is, therefore, also becoming increasingly popular on the capital markets. We can see the sense of environmental protection and the reduction of CO2 emissions is not the only issue. There is also a growing demand for much broader understanding of social responsibility, how do we fulfill our duty to serve society, where do we, as a company, makes sense and bring probably not only be in the interest of all shareholders and other stakeholders who would like to see their interest represented at today's AGM. I would, therefore, like to hear how the management would board supervisory Board view the considerations just mentioned regarding the problems in the self evaluation and the concrete steps that: one, already been initiated; or two, are currently being evaluated or at least are being considered in order to further develop equity on sustainability issues and also to promote the further anchoring of these issues and work performance and what conclusions have been drawn from this. That was the end of the question. I hand over to Mr.
Unknown Executive
executiveThank you, Mr. Holstein. Mr. Miller, such a report is not mandatory for CA Immo. The Management Board and the Supervisory Board are well aware of this issue. And the Management Board is working intensively and vigorously on improving sustainability reporting activities of CA Immo per se. In 2018, our Corporate Development Committee, consisting of operational managers and the heads of the risk department and capital management communication, was introduced, which has since been on an ongoing basis. In the course of this strategy review, one of the main focuses was on checking that so-called ESG issues, environmental, social and governance, were taken into account. As one of the best results of this committee, it was indeed it's sustainability reporting for the 2019 business year and intends to further deepen this reporting over the next 2 years continuously evaluating it and adjusting it where necessary with the aim of raising this reporting to and will therefore be introduced step-by-step, precisely because of CA Immo's international orientation and the fact that some of the existing buildings are being acquired. One of the challenges is to obtain data. It is also reflected in the report in its current form. In order to facilitate data comparability and thus improve reporting, but especially to reduce CA Immo's ecological footprint. A group-wide going green electricity suppliers and district heating and cooling and to evaluate the energy use in all buildings in order to define and implement energy saving measures. At the same time, these changes mean that consumption data can be more this project is currently being implemented and the electricity supply contract for all CA Immo buildings are now being conducted.
Unknown Executive
executiveThank you, Mr. Quint. I read the second question addressed and foremost a governance issue that raises questions about the established role models. I would therefore ask you to use the individual qualification profiles of the individual members of the Executive Board and the Supervisory Board to separately and in detail the extent sustainable corporate management as currently understood or whether it can be adequately demand and monitor. The information that can be found in the annual report or elsewhere indicates there is a need for action in this regard, which is, of course, for concern in view of the current high management and the supervisory Board in this respect. Here's my answer. Qualifications in the area of sustainability and sustainable corporate management of a real estate company reviewed and taken into account when selecting the Management Board and also the Supervisory Board result from the many years of experience in which sustainability aspects must be taken into consideration. However, the members of the Board of Management are welcome to discuss their qualifications. As provided for -- in the next question, I can assure you that since tax reform for Germany, I've been working on this issue and consider it in all my activities. And now on to the next question, I would like to ask each member of the Board of managers to the issue of sustainability in general and to corporate management and supervision, in particular? In addition, I would also like to know which focal points plans to focus on in his personal area of activity during the current term? I ask you for your understanding. Of course, we have obtained the personal opinions of the individual members. The tenor is essentially as follows. All members are the comprehensive responsibility, not only with regard to the company's profitability or share price, but also in terms of overall corporate, social and ecological project in addition to profitability. The improvement of sustainability. reporting is welcomed and supported by all members of the Supervisory board. And now I will ask the members of the Management Board to make a brief statement, the endorse what Mr. Holstein said on behalf of the Supervisory Board.
Unknown Executive
executiveI would rather report on a number of -- large number of questions, we'll find that sustainability issues are important for me and CA Immo as we can prove on the basis of numerous steps taken. A topic of sustainability is important it us all. And it will be with us as a big issue for the coming years. We recognize that individually and also CA Immo recognize that when you look at the large number of steps we reported on. [Audio Gap]
Unknown Executive
executiveparticularly as it comes to my own activities, sustainability is of great importance on this issue and are, therefore, focused on presenting our values to our stakeholders. And our focus is on the evaluation of new possibilities that improve sustainability reporting provides, for instance that before I came to CA Immo dealt with in various positions, and I am certainly going to integrate it my As a CFO, I intend to extend these efforts [Foreign Language]
Unknown Executive
executiveThis takes me to the next question. Another question on sustainability reporting addressed to the candidate for the Supervisory Board, Mr. Stanton. It's relevant to the business activities of CA Immo, how he perceives the status quo of the company in his external presentation? And finally, what contribution he would like to make to the promotion of such practices within the company, if he were elected? As Mr. Stanton is not personally present today due to the [Audio Gap] Thank you for your question. It's pleasing to me to receive questions that focus on our broader responsibilities and not just the profitability and share price of the company. As a father of 3, the cost of sustainability in corporate, social and environmental responsibilities, our responsibilities between our shareholders, our staff, our customers and our responsibilities to society, more than ever, I believe that these objectives are all vital and actually support each other and do not contradict each other. Sustainability be based on the long-term maintenance of the company itself and the continuous development of its staff. On the other hand, sustainability in the current context also consists of ecologic, climate and social aspects. Historically, it was perceived that a profit. However, more than ever today in the real estate sector, those 2 aspects are directly linked to each other as blue-chip tenants and companies that share our vision of corporate, social and environmental responsibility often focus on the sustainable and social aspects of buildings when making their business decisions. Therefore, for systems, social areas and the well-being of employees of potential tenants all have to be considered when starting a construction project. Furthermore, the effects as well as the landscaping of projects has to be considered on the one hand to reduce the CO2 footprint and the Supervisory Board for the last 5 years. I'm aware of the current projects in this regard and support the extension of the sustainability report and the focus of this issue in the next few years. Our development team fully understand the LED and and other green building certificate on the improvement of CA Immo in this context.
Unknown Executive
executiveThis takes me to your next question. And you ask, on Page 24 of the annual report, you shared value model allegedly pursued by the company. This reads very well. Actual implementation and the results achieved, especially as regards to social dimension. I therefore ask you to explain, first of all, to what extent this presentation has substance beyond the possible green or blue washing? To further substantiate this, I would you to state in detail your concepts and the more important nonfinancial performance indicators for aspects good fairness and responsibility for future generations mentioned in the diagram and to briefly explain them?
Unknown Executive
executiveThis is a question. [Audio Gap] I think part of the answer to this question has already been given in our explanations on project developments. Project developments are undertaken in a way, obviously, from the residential sector, there are really urban neighborhoods that are being developed with social housing, with reduced rent housing, we provide 4 squares. We build bridges, we provide subsidies on interdental units are opened up for the general public. So I believe we can justify it in saying that we are making a great contribution to the development of cities. The same is true, by the way, also of our office areas are being provided for general use in the Mississippi and Missouri projects in part, for instance, the path along the river is being developed, including a bridge that we build public. In the office developments proper, of course, questions of sustainability are vital to us. We aspire certification, not only the classical green build user well-being ranging from issues to comfortable lighting, there are also areas devoted in office buildings in Germany to viewing plateau general well-being of the population. Of course, we take the interest of our staff very seriously. I think our corporation is always very good. And in order to be able to get at a development in order to find out what we might improve and also to find out what the big achievements of the last years were, for instance, in recent years, we not only invested in laptops and cell phones, but we have new ways of communication were created also new options to -- for healthy food in the office. And all of that belongs to sustainability in the wider sense of the term. So all of that is on our agenda and all of investment properties in the due diligence, sustainability plays a very different role than only further 10 years ago. Today, we would not buy a property when we are not convinced that it corresponds to the sustainability aspect can evidence with many examples. We do look at those aspects.
Unknown Executive
executiveThank you. The next question and you, again, will be asked to answer it. On Page 20 of the annual report, you continue to talk about integrated sustainability reporting. In rather the present annual report should be referred to as combined reporting. I would, therefore, first like to ask you to explain your understanding of integrated reporting, also with regard to the development goals pursue for future reports? Furthermore, I would ask you to demonstrate my opinion is still very underdeveloped by illustrating 2 or 3 interrelationships in the information already reported?
Unknown Executive
executiveAs integrated reporting to different terminology that has no impact on the substance matter. And with regard to connectivity between financial and nonfinancial information, I would like to point out that all nonfinancial performance indicators always affect the economic performance indicators when choosing a building or when it comes to accepting a higher rent, if energy costs in the building are reduced, for instance.
Unknown Executive
executiveThank you. With that, we come to the next question. Companies that are subject to the obligation to Page 7 UGP are obliged at the fundamental level to address the material nonfinancial risks of their business activities. However, the prevailing view today is that this issue is important for companies of all sizes and fields of activity. Without too, I would ask you to name the 2 most significant sustainability risk proceeds for each of the following 5 concerns: first, environmental concerns; second, social concerns, third, employee concerns; fourth, respect for human rights; and 5 combating corruption and bribery. These risks should be routed. In addition, one risk should cover the inside out perspective, namely what effect does the company have on stakeholders in their respective areas of concern and other risk should cover the outside in perspective, namely what are the consequences of the risk for the company's business activities and thus ultimately, for its net reporting in the management report in accordance with Action 243 UGP and Section 267 UGP and to briefly explain how the sustainability risks that have just been identified are reflected in this report. How and to what extent a consistency of content between these topics is insured. That is CA Immo following: higher construction costs due to rising technological requirements. For example, with regard to increased energy efficiency and efficient cooling systems. Also regulatory pressure is likely to increase. For instance, minimum standards for energy efficiency and decarbonized. Higher temperature levels are likely to change the way of life, trade and configuration of urban areas, which may lead to a decline in interest in CA Immo properties. Changes in working life. Human migration as a consequence of climate change poses interest, the risks that can be traced. The following list were identified treatment and well-being of employees is directly linked to fluctuation rates and the potential loss of key personnel and expertise. CA Immo has identified risk case of project development,are exposed to the risk of human rights being violated and the associated damage to the reputation of CA Immo. This risk is reduced by obliging contractual partners to comply with the relevant international standards, also vis-à-vis they're regularly reviewed to reduce risk.
Unknown Executive
executiveThank you. Now the next question relating to the corona crisis. The so-called corona crisis had not only considerable consequences for financials, sustainability and nonfinancial reporting. The forward to the published sustainability report even refers to this. They, "we have answers to these questions noted as quoted past questions about the company's sustainability performance, but we also see the need to sharpen our positioning in pandemic we companies are called upon more than ever to meet the diverse interests and needs of our stakeholders with solid decency and commercial diligence in a responsible balance.". However, since there are no relevant statements in the presented annual report and on the environmental and social issues relevant to the business activities of CA Immo broken down into negative and actual positive effects, what targets measures and due diligence process the company is applying to mitigate negative effects? And which nonfinancial performance and aspects, including details of the specific value of these nonfinancial performance indicators? And also what effects these sustainability issues have on the company's net assets, financial position and results of operations? And what do you specifically note preferably by citing 2 to 3 concrete examples from the implementation of this claim.
Unknown Executive
executiveI think I can be brief. Because within the framework of our presentation and as soon as we could foresee the danger, we took the necessary measures for our employees and for those who use our buildings as tenants or visitors, we try to to take account of both health and economic consideration and to take appropriate actions. We issued general recommendations. We talked people to avoid business trips and personal contacts. We made recommendations to our tenants and with the framework of facility management, we support them accordingly. Measures were prepared to be ready for a lockdown of our construction site and to protect the people working there to find the right balance. Our approach to our tenants was to find a balance between solidarity and commercial action. We dealt with all the tenants that were concerned by this. I think that is enough on the COVID-19 situation because we already reported on that. Thank you.
Unknown Executive
executiveNext question by Mr. so-called climate reporting as a significant interface topic to financial reporting can be observed. Many Austrian companies refer to the recommendations of the task force on climate-related financial disclosures. For example, but announcement of Immo's annual reporting is following the trend towards a reporting with recourse to correspondingly specialized frameworks, although there is no doubt the topic is relevant to the company's business model. Why is this so? And what are the plans for the coming this topic? Furthermore, how does management assess the pressure of expectations from stakeholders, especially from customers? Back to you, Mr. Quint.
Andreas Quint
executiveThe answer is simple. These recommendations applied by the peer group to ensure comparability with the peer group.
Unknown Executive
executiveNext question. I would like to ask you to explain your current calculations and assumptions regarding the consequences for the asset, financial and earnings positionally. Even more broadly speaking, how and why will climate change affect and change business models. What lessens other management board and supervisory board already learning from this today to put it in a nutshell? Let me ask you about just 1 CA Immo buildings to go up in flames. Other tenants threatened with who or what offers hope or salvation? Can you answer these questions.
Andreas Quint
executive5 degrees does not, per se, have a direct impact on CA Immo buildings and none of the metaphorically named scenarios. It's weather events that occur in regions where they haven't of investment properties. We take into account that more cooling of buildings will be required. We try to assess and avoid increased risks of weather catastrophes. In the presentation, I referred to the Mississippi and Missouri projects on close to the river there. Protective measures are being taken against future flooding flooded at that time. The state has taken the necessary preventive measures, but we have also included that in our project. The same applies to our project development in mines. There is a similar in order to achieve effect not only through air conditions, but also by natural means to keep the buildings relatively cool. Thank you.
Unknown Executive
executiveNext question. Whether we come into force next year, although this will probably not be of direct significance for CA Immo, but will be of indirect significance. I would ask you to explain the following on the basis of the figures for 2019 business year, which are importance for the company, the proportion of the company's turnover generated by products or services that are linked to economic activities that can be classified as environmentally is sustainable, and the shelf investment expenditure and were the shelf operating regulation. It can be assumed that this information will become highly significant in 2021 and will become the cross sectors standard on the European capital markets, irrespective of questions of the legal obligations here, Immo will hardly be able to avoid comparison or lose access to sources of financing in view of the imminent first time applicability of the disclosure requirements under the EU taxonomy regulation. I assume that the necessary analysis and processes have been set up or prepared with responsible foresight and question goes to the management board.
Andreas Quint
executiveAs already mentioned, CA Immo is currently endeavoring to deepen its environmental goals and see most contribution to environmental protection as part of a going and the reduction of environmental pollution by reducing the CO2 footprint through the energy required protection of ecosystems is carried out as part of land preparation, particularly in and around protected areas, issues into account, all properties are inspected by specialists from CA Immo's construction subsidiary, Omnicon, which has specialists on this topic. If necessary, remediation and compensate measures such as the creation of Green pass connections, compete processing of materials is evaluated. In addition, in the case of new buildings, ports of land also prepared and any contaminated sites are separated, reused or disposed of in the best possible way. I mentioned the project where representatives playing a prominent role in that we're putting on sustainability issues presented. Nevertheless, the extensive disclosure requirements that were formulated and affectively communicated to the public by the Chamber of Labor last year are largely not in the report included in the report. Why were these apparently significant stakeholder concerns not implemented? And to what extent are changes of further developments in this area planned for the coming financial years? Our dialogue continues.
Unknown Executive
executiveAs I said a lot with our employees, we performed an employee survey recently, and the interest of employees are represented accordingly. Some of the information required by the account in the further development of reporting. We will look at the requirements mentioned in the Chamber of Labor document. As well of the annual report, the following statement can be found, which is probably misleading with regard to the audit procedures to be performed. The sustainability data in this report have not been verified by third parties apart from the fact that this and similar formulations are suggested complete audit procedures have been set by the Supervisory Board to ensure the correctness of the submitted report. I would like to ask you to provide a list of these audit procedures from which you can see the intensity and of the time and content of this examination if the submitted results of the mere compliance audit by the auditor. I would ask you to explain in detail why this procedure is assumed to be in confirmative with the law and why no bridge of law is perceived furthermore? And this is, in any case, the decisive factor, how the reliability about all the period. Sustainability reporting is not obligatory, but voluntary. This is an integrated report. And therefore, this report. We have taken a large number of questions into account. And I think the question read out by Mr. has also been referred to think to the contrary.
Unknown Executive
executiveMr. I can assure you as you can gather from my own contribution and those of Mr. Quint, something we are fully aware of, and there will always be considered in our activities in the various areas you were referring to and I take it, you will find that in future annual reports.
Unknown Executive
executiveSo for the have been answered. And I move on to the next questions, which we have received. The first question will be answered by Mr. Quint. The question comes from voting card. You figured out what the demolition of these buildings would cost and how long it would take? What is the planning horizon, particularly the building next to the main railway station? Wouldn't it be better to rehabilitate would like to buy back the what's the size of the plot? Are you planning to demolish neighboring building?
Andreas Quint
executiveThank you for this question around the main railway station in the quarters, almost all land reserves are without building they're vacant. So we don't need to demolish anything, which we might rehabilitate or renew. All we have there is new buildings. As regards to the description of the quarters, it's to the north of the main railway station in Berlin. The high-rise at rented out to KPMG, and we also have vacant land. No buildings, there no demolition, therefore. And we have 2 special buildings there, one is the land of Berlin. We have a zoning plan. The areas to be used for cultural purposes. Again, no demolition plans. The building will be used in the long run for cultural purposes and for the museum, which are built on land for which a cultural use is not provided for, but a mixed office and residential use are rented out to the Federal Republic of there is to teardown and to set up buildings according to the zoning plan. I'm not aware of any current calculations of the demolition costs now use costs of demolition should not be too high. As regards to the report in it's wrong. Federal Republic of Germany and the and it can't be excluded that might be sold to the Federal Republic of Germany one day, but we are not currently negotiating on a sale, this is wrong. As regards the and if we were to build that according to a B plan, we could set up double, twice the surface or a rentable surface. The next question goes to me. The question is how many people are being logged in in English, the number of persons in the AGM, of course, varies continuously. I can only give you the figures at the beginning. Next question from Mr What's the circulation of the annual is very good, particularly pages 58 and 59, Show Berlin very well, but it's very comprehensive report, 245 pages, Andreas Schillhofer.
Andreas Schillhofer
executiveThank you. It's good to hear that you like the Well, circulation, 200 in Germany. I'm afraid the question has How many shareholders were present at last year's AGM? What did it cost? What's the cost of the special proxies? And how many shareholders do the special proxies represent and percent of the voting rights. Last year, 61,295,890 shares were represented, that is 62% of the share capital and 66% of the voting rights. The cost of the AGM EUR 130,000. Today's virtual AGM will cost more or less the same. The virtual AGM results in cost savings regarding the location, catering, the current form of the AGM means higher organizational costs, streaming, technology, special proxies, the detailed costs depend on how long today's AGM is going to last. And the cost of these rates are between EUR 320 and EUR 390. That is within the usual framework. As regards the shareholders represented by the special proxies, I can repeat that. It appears that the speaker that the information disappeared from the speakers' screen. So the special proxies will now tell us how many shareholders they represent, 830,421 votes. For our shareholders, Mr. Mr. Schultz 10 shareholders, Mr 2 shareholders. Question 3 can now be answered. The circulation of the annual report, 200 in German, 50 in English. Total cost printing photos. Mr. Berger's next question has already been answered because it was about the cost of the virtual AGM, which will be the same as last year, about EUR 130,000. A question to Mr, again from Mr. Berger. Voting card 31 concerning the auditors, EY. Nonaudit EUR 1,680. What were these expenses for? EUR 5,707 travel expenses, et cetera, EUR 895,690 were charged by EY network companies. That was for how many man hours? So first, nonaudit services, EUR 14,000 and 2,199 hours were charged by EY for audit services that corresponds to a fee of EUR 400,000. Costs of EUR 816 is a detailed breakdown by network company is not available. You will find a detailed statement of, of course, on Page 202 of the 29. Thank you.
Unknown Executive
executiveNext question by Mr. Who were the contractors setting up the buildings.
Unknown Executive
executiveMr is in charge of construction management for us. Omnicon awards contracts to the individual contractors and performs the negotiations. The 5 biggest contractors working mostly for 1. The bigger -- the construction project, the bigger the individual contracts. For 2019 in the 1 project, EUR 21.4 million cooling facilities for EUR 14.6 million for the high-rise at our plants in Berlin, 13.8. Thank you.
Unknown Executive
executiveA question to the CFO. Who were the 5 most important banks? And what is the volume of the 20 secured financing?
Andreas Schillhofer
executiveIn a volume of approximately EUR 1.05 billion of 5 biggest banks in terms of volume, and percentages, Unicredit, EUR 421 million, 8% Bank, EUR 96 million, 5% EUR 94 million, 5%; and ING, EUR 80 million, 4%.
Unknown Executive
executiveThank you. I see numerous written questions, which we are going to answer one by one. But I would ask you to hand in questions. If you still have any by 5:15. Now we continue answering the questions we have received so far. So a question by Mr. Berger. What were the payments were made to insurance companies?
Unknown Executive
executiveYes, of course, we can answer this question. In total, EUR 2 million in terms of insurance costs were incurred. This includes the direct costs of the individual buildings, EUR 1.4 million, which can be charged as operating insurers paid us EUR 440,000 in terms of insurance benefits. The 5 most important insurance companies. Zurich insurance, plC is our most important insurance partners. And then the countdown has started for the submission of questions, as I said. I repeat if you want to put questions send them to fragen.caimmo@hauptversammlung.at. To the CEO. How many cases of arbitration or court proceedings are going on?
Andreas Quint
executiveThis is easy to an currently, across the group, 8 court cases EUR 1 million. 2 proceedings have already been concluded in a positive sense for CA Immo. These are the most important cases, but there are also smaller cases of litigation in the conduct of business costs for purchases and disposals for litigation costs of EUR 1 million were incurred in 2019 and fees of EUR 30,000.
Unknown Executive
executiveA question by Mr. Berger. Berger commends the company for that. Who were the buyers of the shares? Was a financial service provider involved or several financial service providers and how much did that cost?
Unknown Executive
executiveAs usual, which corresponds to market standards, and we compare that with other offers. So that was reasonable.
Unknown Executive
executiveAnother question goes to you, Mr. Schillhofer. And how much did you spend for SAP?
Andreas Schillhofer
executiveSecurity software, EUR 100,000 that includes cybersecurity, firewalls, antiviral software encryption. For SAP, LANA, we spent EUR 460,000.
Unknown Executive
executiveNow we move on to asset management. A question to Kegan Viscius. 7 hotel, you have 7 hotels, what's going to happen to them if you rent them out? Are they all open again? How long were they closed? And a suggestion by Berger electronic corona distance meters that light up whenever the distance is less than 1 meter and then
Keegan Viscius
executiveWe forward those on to the operator of the hotels who we lease the properties to. To answer your question, lock down from mid-March til the end of May was the period here, partly still closed. Some hotels are partly still closed due to the international guest structure of the hotel was around EUR 1.01 million. Loss of rent-free or in discussion on unpaid rent is roughly EUR 1.548 million. The hotel here is still closed. The planned opening is at the end of August. So far, there's no P&L effect recognized as only deferrals have been granted so far.
Unknown Executive
executiveThank you, Keegan. Next question question. The valuation or the appraisals as of the 31st of December were made Richard, Ellis Cushman and Wakefield [Foreign Language] future appraisals.
Unknown Executive
executiveMr. Berger was asking about the causes and the names of the appraisals, which I gave you already and in the future, we're going to have one-stop shop agreement was for appraisals for 2019.
Unknown Executive
executiveA question to Mr. Quint. Mr. Berger thanks the management board and the staff, especially Ms. Höbart, Head of our Corporate office. Thank you, Mr. Berger. Mr. Quint?
Andreas Quint
executiveI, too, would like to thank Mr. Berger. And my thanks, thank you for your kind wishes, and we wish you and all shareholders following the AGM today, the best of health, and we look forward to meeting you personally next year. It sounds like a concluding remark, but we're not at the end yet. Getting a good rating carries a financial cost? Probably not, most certainly not, Moody's charges as an annual fee of EUR 75,000. In addition, you pay for newly issued. We paid 6.75 basis points of the volume, that meant a fee of approximately EUR 340,000.
Unknown Executive
executiveFor CFO. Mr. Berger, what are the average rates of interest you pay on loans and other forms of finance?
Andreas Schillhofer
executiveAs I said in my presentation, as of the 31st of December. As of 30th of June, through the issue of the bond in February and the associated partial buyback of existing bonds, interest was reduced to 1.5 for us to place the bond to reduce the interest rate and to increase the residual maturity from 4.5 to 5.1 years as of the 0.8%.
Unknown Executive
executiveWill that change because of the corona crisis?
Andreas Schillhofer
executiveAs you can see from our figures, the gearing hasn't changed at all, more gearing and a high interest coverage. And our investment-grade rating by Moody's is of strategic importance for us. We want to keep this rating, if not to derisk our business. This includes the successful sale of Immo Finance shares because this was a nonstrategic participation for us and we will report on that for the full year.
Unknown Executive
executiveThank you very much. That was the last question I've received so far. We have another 8 minutes for questions. Proposed motions can also be submitted until 5:15. And once we are at 5:15, no more questions or motions of your instructions to your proxies by that time. Shareholders, as you have noticed, we have briefly interrupted the AGM until the moment when we would still accept questions. In the meantime, we have received a couple of questions. And I would like to start with is by Mr. voting card, 170. He says, I would like to use this opportunity for another and last comment in order to thank you for your patience and the comprehensive answers to my questions. I'm not going to impose on future AGMs. Just allow me to know that with for the answers to some of my very detailed questions have shown me that there is room for improvement as far as the hard facts that you provide us as far as my experience goes. But of course, it's not very reassuring. And it is a criticism that is sometimes pointed out by rating agencies and the so-called civil society is already ready to occasion according to all perspectives, connection with all important essential topics and support by concrete completely communicated nonfinancial performance indicators, taxonomy regulation and so on, data fact and so on. And the question is, just would like to remind you of the fact that voluntary information and reports are also subject to Criminal Law Section 163A as far as balance sheet information is concerned. And so answers today, I would perceive a certain reliability gap. I'm looking forward to treating this and similar questions together with you at the AGM of Immo Finance. I hope that you will also take part in the Immo Finance agent will certainly be entertaining. By way of conclusion, allow me another comment and the request according to my nature of as Q2 for such a receipt of -- for my correspondence with I never received such a receive from you and in other AGMs, I did receive receipts. And I would like -- this gives me the impression that there is room for a further improvement of all the processes and responsibilities in that context.
Andreas Quint
executiveI would -- well, that was more of a comment than a question that I could answer. Mr. I would like to thank you for your very for your very detailed questions and for your input. We are -- there are various teams in our company that are responsible for these issues. We've told you that we are working on these issues comprehensively and are going to do so in the future. Also thank you for the comment on the missing receipt.
Unknown Executive
executiveThank you, Mr. Quint. Now we continue with the last question that I see on my screen by Mr. Berger and it is addressed to the CFO. Was there a management letter, the station is highlighted in yellow as a land reserve.
Andreas Schillhofer
executiveSo this is the answer to your question. Within the context of the audit routinely the management board and the audit committee is submitted a management letter by the auditor. Of course, this was the case that you mentioned is on the right-hand side of the Berlin main station and it is marked with a G for land reserve. Back to your question regarding the high-rise when earlier, whether that should not be rehabilitated instead of demolishing it. But this is a high-rise in planning. Currently, it's just a plot of land. The high-rise doesn't exist yet. And the evolution of an existing high rise and we cannot renovate it either because it doesn't exist. So it's a high-rise project to be built on a vacant plot of land. And marked in yellow as a land reserve. And all objects in yellow on pages 58 and the buildings that have catched on them projects in the planning phase. And this high-rise is not going to be built before several years from now because several contractors, the land of Berlin with the rail system. So we cannot build on that plot of land before for 4 or 5 years from now.
Unknown Executive
executiveThank you very much. It is now 5:25. Since no further questions have been received. I close the general debate. And I note -- I would like to now give the floor to the 4 special proxies and ask them to confirm that no further proposals have been submitted. Well, if so, please read them out. Let us start with ...
Unknown Executive
executiveNo further proposals.
Unknown Executive
executiveThank you. Dr. Schwartz?
Unknown Executive
executiveNo further proposals.
Unknown Executive
executiveThank you, Mr. Nawar?
Unknown Executive
executiveAgain, no further proposals.
Unknown Executive
executiveThank you very much. I would like to thank you for that part of your activities. So agenda. I would also like to note that the capital of the company is 780,336,606, no par value shares, namely 98,808,332 barrel shares and 4 registered shares. Each share carries 1 vote. During the vote, the results of which I will announce immediately after the accounting, I will also announce the percentage of yes and no votes in accordance with the subtraction procedure. This procedures show no votes and abstentions accounted and then deducted from the total number of votes represented. This results in the yes votes. To vote the 4 special proxies used their instruction or voting card for better reporting the instruction and voting cards will be let out allowed by Notary Dr. Hofman. I point out once again that no resolutions need to be passed on the first item on the agenda. This takes us to the 2019 financial year. I bring to the vote the proposal for a resolution, which I read out at the beginning of my presentation. The general meeting may resolve that the dividend of EUR 1 be distributed on each share of the company from the distributable balance sheet profit of [Indiscernible] as per 31st of December 2019, and that the remaining part of the balance sheet profit be carried forward to new account. Who is against this motion? Voting result for agenda item 2. Yes votes, 58,753,625, representing 100%. No votes, 0. Number of the cast 58,753,625. This represents a stake of the shared capital of 59.46%. There were no abstentions Due to the result of the vote on this agenda item, unanimously. Item 3, resolution discharging the members of the management board for the 2019 financial year. I note that voting restrictions pursuant to are taken into account in the voting put to the vote the proposal to grant discharge to the members of the Executive Board for the 2019 financial year. Who votes against? Yes votes, 58,558,894, representing 99.793693%. No votes, 121,061. Number of shares for which valid votes have been cast and/or total number of valid votes cast, 58,679,955. And the stake of the share capital represented by these votes amounts to [Indiscernible]. With that, I note that the motion has been carried due to the result of the vote with the legally required majority. This takes us to item 4. They recorded in the IT system and are taken into account in the voting. I hereby put to the vote proposal to grant discharge to the members of the Supervisory Board for the 2019 financial year. No votes? And here, the results for the vote on agenda Item 4. Yes votes, 57,487,517 votes, representing 98.256623%. No votes representing 1.743377%. Number of shares for which valid -- abstentions 246,101 and number of shares for which valid vaotes were cast. And total number of valid loads cast, 58,507,000. I note that the motion has been carried with the required majority. Item 5, resolution on the remuneration of the supervisor post at the Annual General Meeting adopt the following resolution. For the 2019 financial year, the members of the Supervisory Board are granted a remuneration in a total amount of [Indiscernible] whereby each member of the Supervisory Board receives, in addition to the reimbursement cash expenditures of fixed annual remuneration. In addition to the annual payment, members of the Supervisory Board an attendance fee of EUR 1,000 for each meeting after Supervisory board or one of its committees to which they belong. No votes? And here is the result of the vote on agenda Item 5. Yes votes 58,752,188, representing 99.98235% of the votes. No votes 0.01765%. 400 abstentions. Number of shares for which valid votes were cast and total number of valid votes cast, 58,753,225, representing With that, I note that the motion has been carried with the legally required majority. Item 5, that is the appointment of the auditor and general meeting adopt the following resolution. [Indiscernible] '19, '20, Vienna appointed is the auditor of the company's annual financial statements and management report and of the consolidated financial statements and group management report to be prepared for the company. Any abstentions? Proxy card And this is the result of the vote on agenda Item 6. Yes votes, [Indiscernible]. No votes, 313,306, representing 0.533255%. 100 abstentions, number of shares for which valid votes were cast, and our total number of stake of the share capital represented by these votes 59.46%. I note that the motion has been carried with the legally required majority. General meeting adopted following resolutions: One, the number of supervisory board members elected by the general meeting is produced from currently 7 to 6 members in the future; two, Mr. Michael Stanton born on the 19th of September 1960 of the Annual General Meeting, which results under discharge of the Supervisory Board for the business year 2024. This brings me to the voting. And I will put to the vote the proposal of the Supervisory Board to reduce the Supervisory Board from the current 7 members elected by the AGM to 6. No no votes. Abstentions? No abstentions. So here's the result of the vote on agenda Item 7A. Yes votes 58,753,000. Motion has been carried unanimously. We now come to the motion to the vote to the supervisory and the financial year. Proxy card began Proxy card Abstentions? Proxy card 7BE. Yes votes, 56,473,031, representing 96.118541%. No votes, 2,280,494, representing 3.88%, which means that the stake of the share capital represented by these votes is 59.46%. There were 100 abstentions. So I note that the motion to appoint Mr. Stanton has been adopted. This takes us to the eighth and last item of the agenda. There is the proposal by the administration and by the shareholder motion, which reads solution on the company's remuneration policy covering the principles of the remuneration for the management Board and the Supervisory Board. The Supervisory Board proposes that the Annual General Meeting a doctor following resolutions. The remuneration policy, covering the principles of we come to the vote. Who is against this motion? Proxy card B8, proxy card abstentions? Proxy card 8E. This is the result of the vote on the items 8. Yes votes 57,299,398, representing 97.5997803%, 2.402197%. Number of shares for which valid votes were cast and a little number of valid votes cast, 58,709,721 is 59.42%. Abstentions amounted to 43,904. With that, I note that this last motion has been carried with the legally required majority. Completed, I would like to thank all those who have contributed to the organization of this virtual Annual General Meeting and supported its conduct. Of course, I would also like to thank you, ladies and gentlemen, for your interest. And I hereby close today's virtual general meeting and have all good health, and I hope to see you again next year at attendance AGM. Thank you. And with that, the AGM is over.
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