CA Immobilien Anlagen AG (CAI) Earnings Call Transcript & Summary

[Interpreted] My capacity as Chairman of the Supervisory Board, I'm taking over the Chairmanship of this 36th Annual General Meeting to which I would like to cordially welcome you, ladies and gentlemen. The AGM of CA Immobilien Anlagen AG is hereby convened. I would like to point out that after careful consideration, the Management Board has decided to make use of the 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 on the basis of Section 1 para 2 Corporate COVID-19-Actt (Federal Law Gazette I No. 16/2020 as amended by Federal Law Gazette I No. 224/2022) and corporate COVID-19 regulation Federal Law Gazette II No. 505/2022 , taking into account the interest of both the company and the participants and will be broadcast in its entirety on the Internet. For this purpose, two different streaming options are available on our website. If you experience a problem with one of the possibilities, we ask you to switch to the other streaming possibility. If you would like to follow the broadcast in English, please visit the streaming options on the English website. The transmission of the AGM in the live stream is closely monitored by a security officer for technical matters who will inform me immediately if there is a technical failure or a disruption in the transmission. In this case, I would interrupt the AGM and continue after the fault has been remedied. If you notice a failure of the transmission, we request you to notify us by e-mail at fragen.caimmo@hauptversammlung.at during the Annual General Meeting. We will then react accordingly and check whether the failure is within sphere of the company. As always, the company is attempting to do utmost to ensure that this AGM can be transmitted on the Internet without disruption. There may, however, be Internet failures on the part of one or more Internet service providers resulting in transmission disruptions that are beyond our control. Holding of the Annual General Meeting as a virtual general meeting leads to modifications in the otherwise customary course of the general meeting as well as in the exercise of shareholders' rights, which notary public, [ Dr. Klemens Hockman ] will address in detail hereafter. First of all, the reports and proposed resolutions on all agenda items are presented to the shareholders on block. Afterwards, the special proxies will have the floor to read out any resolution proposals. Afterwards, we will hold the general debate, meaning 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 on in the respective order of the agenda. I hereby declare that the convening notice of today's AGM was published in due time in the Vienna Mechelgasse on 6 April 2023 in accordance with the provisions of Section 106 Stock Corporation Act and Furthermore, in accordance with Section 107 Para 3 Stock Corporation Act, the electronic European distribution via [ pressetext ] was carried out on that same day. and that all documents to be disclosed pursuant to Section 108, Para 3 and 4 Stock Corporation Act have been made available on the company's website as from 13th of April 2023. I will now ask the notary public, [ Dr. Klemens Hockman ] to notarize the resolutions of today's Annual General Meeting to monitor the voting and to take minutes in accordance with Section 120 Stock Corporation Act. I may now ask the notary public to explain the modalities for the exercise of shareholders' rights in today's virtual Annual General Meeting and the course of the Annual General Meeting, which were made available in the convening notice.

[Interpreted] Thank you very much. First of all, I would like to welcome you all to today's AGM. In the convening notice of the AGM dated 6 April 2023, it was announced at today's Annual General Meeting would be held as a virtual AGM without the physical presence of shareholders. The convening notice entails further information in accordance with the corporate law COVID-19 regulation and the rights of shareholders pursuant to Section 109, 110, 118 and 119 of the Stock Corporation Act, also the procedure of the AGM and all the information on shareholder data protection rules. Today's Annual General Meeting takes place at the company's premises in 1030 Vienna Mechelgasse 1 in the presence of the Chairman of the Supervisory Board, the 2 management board members, Dr. Andreas Schillhofer and Keegan Viscius as well as the 4 special proxies, Dr. Michael Knap , Gernot Wilfling, Dr. Sascha Schulz and Dr. Christoph Nauer . As representatives of the auditor Ernst & Young Wirtschaftsprufungsgesellschaft m.b.H, Alexander Wlasto and Isabelle Vollmer are connected by a visual and radio connection and can personally answer any questions that may be addressed to them. Now in accordance with Section 3 Para 1 of the corporate Law COVID-19 regulation, the Annual General Meeting is being broadcast in full in video and audio in real time on the Internet. By broadcasting the Annual General Meeting on the Internet, all shareholders have the opportunity to follow the process of the AGM in real time via this radio and visual connection and thus, in particular, the presentation by the management board, the answers to the shareholders' questions and also the voting process. This live transmission, as a virtual General Meeting does not enable remote participation in accordance with Section 102 Paragraph 3, No. 2 of the Stock Corporation Act and not remote voting in accordance with Section 102 Para 3 NO. 3 of the Stock Corporation Act on Section 126 of the same act is no 2 way connection. The participation rights of shareholders, in particular, the voting rights the right to propose resolutions and also the rise to raise -- the right -- excuse me, to raise objections may be exercised exclusively by granting power of attorney, this is proxy and instructions to one of the special proxies proposed by the company. In the Annual General meeting, each shareholder is entitled to request information concerning the affairs, the matters of the company, the group and also the company is included in the consolidated financial statements to the extent they are necessary to properly evaluate one agenda item. Now information may be denied to the extent that, according to sound business judgment, it may significantly prejudice the company or an affiliated enterprise or if disclosure would constitute a criminal offense. Now it is expressly pointed out that the right to information pursuant to Section 118 of the Stock Corporation Act can be exercised by the shareholders themselves during this virtual Annual General Meeting by means of e-mail, by submitting an e-mail to the Management Board to the address fragen.caimmo@hauptversammlung.at. Now shareholders, therefore, also have the opportunity during the meeting to submit the questions to the company electronically in text form within a certain time period after the opening of the AGM. Please make sure that you send this e-mail from the same e-mail address that you have indicated in your proxy form. Please use the question form that has been made available on the company's website. If this question form is not used, now the person sending the e-mail has to specify the following information, which is the name or the company name, date of birth, company registered number of the shareholders, et cetera. Now in addition, either the passwords, specified in the proxy form should be provided or the identity of the person has to be declared by reproducing the signature or the name or otherwise in order to enable the company in case of doubt, to establish the identity of and consistency within the deposit confirmation. Questions received by the company will be read out and answered at the meeting in accordance with Section 118 of the Stock Corporation Act. Shareholders does have the opportunity to respond to any developments that may occur at the AGM, for example, by asking follow-up questions. Now the Chairman will structure the course of the AGM and similar to regular in-person meeting and we'll announce in particular specific time up to which questions may be asked. Shareholders, in addition, have the opportunity to change their instructions, in particular, as regards the submission of new motions, the casting of votes or any changes to the instructions that they have given regarding one or more items on the agenda, but also as regards raising of objections regarding one or more items on the agenda to the relevant special proxy even during the AGM once again up to a certain point in time. For this purpose, please make sure to send an e-mail to the e-mail address of your special proxy to which you have also sent the power of a attorney, your proxy which is knap.caimmo@hauptversammlung.at , wilfling.caimmo@hauptversammlung.at, schulz.caimmo@hauptversammlung.at, nauer.caimmo@hauptversammlung.at. Please send this e-mail from the same e-mail address that you have indicated in the proxy form. The special proxy has to be able to identify you by means of this e-mail address and also establish that your identity matches the one indicated in the proxy. This e-mail must name the person asking the question and you have to specify your name, the company name date of birth and/or company registered number of the shareholder. And in addition, the completion of the declaration must be made evident by stating the password that you have provided in the proxy form or by replicating the signature of the name or otherwise pursuant to Section 13 Para 2 of the Stock Corporation Act. Please make sure and note that during the AGM, only electronic communication with your special proxy is possible via the email addresses mentioned above and that, in particular, the special proxy cannot be reached by telephone, including written communication via mobile phone. This is text message, WhatsApp message, et cetera. Now the time, after which instructions regarding the submission of motions, voting and objections are possible -- will also be determined by the Chairman during the AGM. At this point in time, we'll probably be close to the end of the general debate. Please note that it may be necessary to briefly interrupt the virtual AGM in order to properly process the shareholders' questions or instructions to the special proxies received during the AGM. That completes my summary of the process of today's AGM as set out in the convening notice. I would like to thank you very much for the explanations given. And hereby, I order that today's AGM be held in a manner announced in the convocation and has just been described. The attendance list will be completed and signed before me by me before the first vote and also the participation will be announced and made available to the special proxies for inspection. Now in addition, the Management Board informs today's AGM that, as of today, the company holds 8,129,059 treasury shares in total, of which voting and dividend rights are suspended. This corresponds to approximately 7.6% of the company's capital stock since the last AGM that was held on May 5, 2022, the number of treasury shares has increased to 8,129,059 . Now I would like to enter into the agenda of the 36th Annual General Meeting and would like to inform you at this stage that all of the company's proposed resolutions on all agenda items were properly published on April 13, 2023. Let us now move on to the first item on the agenda, presentation of the adopted annual financial statements, consolidated financial statements as of December 31, 2022 together with the management report, the corporate governance report, the proposal of the appropriation of the profit and the Supervisory Board report for the '22 financial year. They adopted financial statements including the management report and the corporate governance report and the management report 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 '22 financial year were made available on the company's website and can be inspected there. In the 2022 business year as well, the Supervisory Board of CA Immo, once again fully perform the duties incumbent on it by law, the articles of association and the rules of procedure. The Supervisory Board advised and monitored the Management Board on an ongoing business in its management of the company and provided support on strategically important issues relating to the further development of the company. The Supervisory Board was informed detailed quarterly reports and other oral and written reports. The Supervisory Board was informed in a timely and comprehensive manner about any measures requiring its approval. Any deviation from planned values and targets was explained by the Management Board. The decisions and measures taken by the Management Board were comprehensible. The cooperation between the Supervisory Board and the Management Board was characterized by open discussions throughout, close contact between the Chairman of the Supervisory Board and the Chairman of the Management Board and aligned the open exchange regarding decision-relevant matters. The Supervisory Board was informed comprehensively and promptly about all company developments. There was no cause for complaint. I would like to report on the main activities of the Supervisory Board as follows: In its [ 40 ] meetings in the '22 business year, the Supervisory Board of CA Immo once again dealt intensively with the effect of the changed economic conditions in general and on the real estate sector and the business performance of CA Immo in particular. The Management Board provided ongoing reports on all precautions and measures taken. The Supervisory Board also dealt with property purchases and sales in Germany, Austria and Central and Eastern Europe. In this connection, the sale of the Romanian platform was approved as part of the strategic capital rotation program. As part of the regular reporting by the management report, the central topics included legal proceedings and risks, developments in the financial and real estate markets, including the resulting opportunities and risks as well as the valuation of the properties and the sustainable implementation of the ESG strategy. In addition to topics relating to current business activities, the examination of the organization and working methods of the Supervisory Board as well as its committees with the focus of the annual self-evaluation process. The results of this evaluation and the compliance report were discussed and corporate governance was reviewed. On January 1, 2022, Silvia Schmitten-Walgenbach took up her position as the Chief Executive Officer, the Supervisory Board of CA Immobilien Anlagen AG and CEO, Silvia Schmitten-Walgenbach agreed on March 21, 2023, that her contract will be terminated at the end of March 31, 2023. Ms. Schmitten-Walgenbach duties will be taken over by the other 2 members of CA Immo Management Board, Keegan Viscius and Andreas Schillhofer. As at the balance sheet date, Supervisory Board of the company consisted of 2 capital representatives elected by the AGM and 2 delegated by the main shareholder SOF-11 Klimt CAI by means of registered shares as well as 2 employee representatives. In the '22 financial year, the Supervisory Board recorded the following personnel changes. In October 2022, the Supervisory Board members, Monika Wildner, Michael Stanton, and Klaus Hirschler informed the company that they will be leaving the company Supervisory Board on October 31, 2022. Furthermore, the majority shareholder of CA Immobilien Anlagen SOF-11 Klimt CAI S.à r.l. appointed David Smith to the Supervisory Board, thus exercising its right of appointment on the basis of the registered share. Mr. Smith, Senior Vice President at Starwood Capital succeeded Laura Rubin , who was recalled from her mandate. As a result, the number 0of members delegated by the Works Council was reduced to 2 from the original number of 4. The Supervisory Board would like to thank the resigning Supervisory Board members for their commitment. Furthermore, David Smith was elected as the first Deputy Chairman of the Supervisory Board and Jeffrey J. Dishner as the second Deputy Chairman. As a result of the changes in the Supervisory Board described above, the number of committees was reduced to reflect the reduced size of the Board. As regards to main activities of the committees of the Supervisory Board, I would like to refer you to the report of the Supervisory Board and the corporate governance report, both of which are included in the annual report. With regard to the principles the remuneration system for the Management Board about which I've always provided information here in previous years. I would like to refer all of you to the remuneration policy adopted by the AGM in 2020 and a detailed remuneration report for the 2022 financial year, which, like the remuneration policy itself, is available on the company's website and will be or has been submitted to today's AGM for resolution. Finally, I would like to point out that the annual financial statements and the consolidated financial statements for 2022, including the management reports were audited by Ernst & Young Wirtschaftsprufungsgesellschaft m.b.H and received and reserved audit opinions. All documents pertaining to the financial statements, the proposal for the appropriation of the profits, the auditor's report and the corporate governance report were discussed and examined in detail by the Audit Committee at its meeting on March 21, 2023, in the presence of the auditor and the Management Board. The Supervisory Board approved the annual financial statements on March 22 and adopted them in accordance with Section 96 Para 4 of the Stock Corporation Act. At the same time, the report of the Supervisory Board to the Annual Board meeting was adopted the Management Board's proposal for the appropriation of profits provides for a dividend of EUR 1 per share entitled to a dividend. I would now like to give the floor to the management board members. And first of all, I would like to give the floor to Keegan Viscius.

Thank you all for joining us today. CA Immo faced a great deal of challenges and uncertainty in 2022, including increased geopolitical risk, the office business model coming under pressure, tighter monetary policy and a more uncertain economic outlook. Though long term, how the market will develop is still unclear, we are proud of what we have achieved and can confidently say that our business has remained resilient, and we have ended the year in a position of strength. Operationally, we have achieved a number of milestones in a challenging year, and I believe our swift and comprehensive actions allowed us to navigate the market dislocation and strengthen the underlying fundamentals of the business. I would like to take the opportunity now to thank all the dedicated CA Immo employees for their hard work and expertise in these uncertain times and for their help in achieving what we did in 2022. To start, I will summarize the strategic pillars of our business and what makes us strong, highlight key achievements from 2022 and state our strategic priorities going forward. Fundamentally, CA Immo is an investor, manager and developer of office real estate. We believe the integrated in-house value chain of activities from investment and asset management through to planning and development will allow us to create economies of scale, provide optimal services to our stakeholders and unlock value creation opportunities across the real estate cycle. Our portfolio is positioned in prime locations across major urban European cities, where we believe in the continued long-term trend of urbanization and for these cities to act as enablers of innovation, pool clusters of talent, attract the most liquidity and demand and benefit from above average rates of growth. Our focus is to operate as a single sector multicity specialist, where we can achieve risk-adjusted returns from core, core-plus through to opportunistic risk taking. Summarizing the year, 2022 was characterized by strong operational performance. Rental income increased by 6% year-on-year despite nonstrategic assets sales. FFO I guidance was achieved off the back of higher net rental income and lower costs and IFRS NAV increased by 3% despite negative property revaluation results. Furthermore, significant progress was made on our strategic capital rotation program in the year, a total of EUR 671 million worth of disposal completed at a premium to book value and a major transaction result was the sale of the entire Romanian portfolio, including the local platform. Other milestones in the year included handover to first tenants at the development projects ONE in Grasblau and completion of the initial share buyback program for 1 million shares and launch of a new program up to 2 million shares. Looking forward, we expect a continued period of uncertainty, and our current focus areas are: continued acceleration of non-core asset disposals, simplification of the business model, increase in economies of scale and core market and sector concentration, accretive reinvestment into the portfolio, only pursuing select external investment and return of capital to shareholders. Stopping here, I would now like to hand over to my colleague, Andreas Schillhofer.

[Interpreted] Thank you very much, Keegan. Cordial welcome from my side. I would like to welcome you the results recorded in the fiscal year 2022. Let's first have a look at rental income. As you have heard from Keegan Viscius, it's a key strategic concern for us to increase the quality, sustainability and therefore the value of our existing portfolio. We remain convinced that high-quality space, good locations and accessibility, flexibility, sustainability and also tenant comfort our key attributes that our customers, our tenants value. To ensure the strategic positioning as a premium post-COVID office provider in our core markets, we continue to pursue our capital rotation. This also includes divesting non-core locations and real estate or land. Despite these extensive sales activities pursued in the financial year, we were able to increase our rental income by 6.3% year-on-year to EUR 213.8 million, primarily as a result of project completions and higher rental income in the portfolio, especially through contractually guaranteed rent indexations. However, to be noted that the activities from Romania presented as discontinued operations, and are therefore no longer included in rental income in the financial year '22 and the previous years also -- only excuse me, the result after tax of the Romanian portfolio is presented as a separate line in the consolidated income statement. Now the operating margin slightly went down. This had to do with higher maintenance costs. Indirect expenses decreased by 15.2% to EUR 47.5 million in the financial year due to the optimization of business activities and also the focus on our core market. Staff expenses decreased by 4.6% number of FTEs decreased from EUR 379 million to EUR 340 million as a result, mainly due to the lower result from real estate sales. Now this decreased from EUR 59.3 million to EUR 11.7 million. EBITDA decreased by 21% to EUR 149.5 million. Let us now churn to a highly important part, which is the revaluation result, the negative revaluation result on the basis of independent external appraisals in the amount of minus EUR 94.1 million reflects the significantly changed market environment for office properties as compared to the previous year. Now in the previous year, we recorded EUR 537.4 million. This was due to the sharp rise in inflation and subsequently also significantly higher interest rates and thus also higher property yields, increased assumptions on rental income especially in the German portfolio, counteract the rise in yields in the existing portfolio, but cannot compensate for it overall. In addition, changed assumptions for the gross development volume of development projects led to valuation process on projects under construction. We continue to achieve positive valuation results for land reserves, mainly due to progressing planning processes in our important Berlin submarket. Now the positive financial result in the amount of EUR 43.5 million result. As you can see on Page 19, results, in particular, from the positive valuation effect of the company's interest rate derivatives, which are, of course, based on the significant increase recorded in the financial year '22, the slightly higher financing expense can be explained in particular by additional secured financing and also increased interest rates despite the repayment of a couple of bonds and also the absence of interest expenses for the convertible bond. As a result, consolidated net income fell by 84.3%. This is to EUR 75.5 million, mainly due to the negative revaluation result. I've just described. Let us move on to FFO 1. Now FFO 1 in the amount of EUR 125.3 million, slightly above the target for the financial year and therefore illustrates the sound business development of our company, the slight decrease of 2.4% compared to the previous financial year can be explained in particular by the negative effect from the discontinued operations, which is the sale of the Romanian platform. including Romania, FFO 1 would have amounted to roughly EUR 129 million on a full year basis. Let's now move on to the balance sheet. The existing portfolio remained stable at approximately EUR 5 billion due to offsetting effects on the one side from profitable disposables and partly this was attributable to project completions and acquisition made in early '22. Property under development, declined significantly to now EUR 597 million. This is a minus of 46% as a result of project completions in Berlin and Frankfurt. The increase in cash and cash equivalents to EUR 824 million is mainly due to profitable sales activities, in particular, the sale of our Romanian platform. Please note that after the balance sheet date, further investments were made in the portfolio at large, but also in bonds, our stable equity ratio of 46.8% and our moderate LTV net of 32.5% underpin our sound balance sheet. Our net asset value EPRA, net tangible assets, NTA per share was EUR 40.31 at the reporting date slightly higher than at year-end 2021, once again, showing how resilient our company's value creation of power is even in an extremely challenging market environment. Let us now cut a brief outlook. You can find this on Page 24. Based on the solid business development and the ongoing capital rotation and also profitable sales, we proposed a dividend in the amount of EUR 1 per share for the financial year 2022. Therefore, we underpin our continuous payment policy and our current share buyback program aims to acquire up to EUR 2 million shares for the financial year 2023 on the basis of sales that have already been made and also as part of the capital rotation program, an EBITDA of over EUR 200 million which would represent a significant increase on the figure for 2022. The annual target for FFO 1 is expected to be announced as part of the first quarter reporting that will be made in May 2023. Finally, let's have a look on financing. In total, in the business year '22, EUR 618 million (sic) [ EUR 628 million ] of secured financing was newly financed and/or refinanced and the bond in the amount of EUR 142 million was repaid. The share of secured financing in total debt. Consequently, increased due to the difficult market environment for unsecured financing, as you can see, specifically from 44% to 51%. Now another Bond in the amount of EUR 117 million was repaid in February 2023; the remaining maturities primarily regard to mortgage loans in Germany that are either secured or being discussed with the core banks. Particularly, I would like to point out that the one loan financing from a project development alone was converted to an investment loan, 90% of which at an interest rate of 1.71% was increased, and that has to do and was attributable to a higher interest rate levels. So average interest costs increased slightly to 1.71% as I've already explained . Now ladies and gentlemen, we are going to continue to focus on modern, digitized and high-quality office properties in central locations and our selected core cities. This will give us a clear and sustainable competitive edge. That brings me to the end of my presentation. And I would like to give the floor back to Keegan, who will give you an update on the real estate portfolio.

The property portfolio totals EUR 5.9 billion worth of GAAP of EUR 4.9 billion are income-producing investments and the remainder are development and short-term assets. Meaningful progress has been made in the portfolio positioning with Germany, our largest market 66% of the total portfolio, up from 45% in 2018. Our exposure to Germany will continue to increase over time due primarily to the organic growth from the development pipeline Austria and Central Europe. Office exposure has also increased, currently totaling 94% of investment properties, up from 88% Overall, investment portfolio KPIs were flat year-on-year with development completions offsetting disposals. Our occupational base is anchored on blue-chip tenants from a diverse number of industries. There is no sector dependency due to the diverse tenant structure and nearly all leases are denominated in euros with more than 95% indexed for inflation. With regards to leasing in 2022, the portfolio, 198,000 square meters of leasing was completed with the most activity in Berlin, Warsaw and Prague. Overall leasing was completed at premium to ERV, with renewals 3.3% higher than previous in-place rents. Two development projects were handed over to first tenants in 2022, one in Frankfurt and Grasblau in Berlin. Both properties are state-of-the-art buildings with the technology, specification, certification and sustainability features that we believe will maintain their relevance future leasing cycles. To further developments are committed and under construction, Hochhaus and upbeat, both in the prime Europacity submarket in Berlin. Both buildings will be market-leading in terms of tech, spec, certification and sustainability, both are 100% leased to blue-chip tenants and both are so far tracking on time and on budget with an expected yield on cost that is still acceptable spread to prime market yields. Despite challenging market conditions, 22 disposals were completed in 2022, totaling EUR 671 million in gross proceeds a significant increase on the number and volume of transactions completed in 2021. Our overall strategic focus remains to take advantage of market liquidity to sell nonstrategic assets as well as monetize future profit where no further value creation exists. We believe that attractive external investment opportunities will arise and are preparing to take a more offensive approach. Though currently pursuing external investments is low priority with our activities focused on disposals, investment into our organic development pipeline and share buyback. In January 2022, we closed the acquisition of KS 67 in Dusseldorf, a modern A-class property in a prime CBD location, fully leased on an under-rented basis with reversionary potential. That concludes my section and the Management Board's presentation. I thank you for your attention and hand back over to the Chairman.

[Interpreted] Thank you, Keegan. Thank you Andreas. Thank you very much to the management board, and I would like to state that the annual financial statements and the consolidated financial statements for the '22 financial year, including the management report, the report of the Supervisory Board and the corporate governance report have been brought to the attention of the AGM. And once again, I would like to point out that no resolutions need to be passed on the first item on the agenda. For the purpose of the general repaid, I would now like to call up all other items on the agenda. And I would like to ask the Notary [ Dr. Hofman ] to present the proposed resolutions.

[Interpreted] Regarding Item #2 on the agenda, which is resolution appropriating the net profit recognized in the annual financial statements for the '22 financial year, the Management Board and Supervisory Board propose that from the distributable retained earnings in the amount of EUR 439 million 79,979.39 (sic) [ EUR 439,079,979.39 ] shown in the annual financial statements of CA Immobilien Anlagen AG acting as of December 31, 2022, a dividend of EUR 1, shall be distributed on each share of the company entitled to a dividend as of the dividend record date, which is the 10th of May 2023. And the remaining part of the retained earnings shall be carried forward to new account. No further resolution proposals have been made on the second item on the agenda. Regarding Item 3 on the agenda resolution discharging the members of the Management Board for the 2022 financial year. With regard to this agenda item as well as agenda item 4, I would first like to refer to the exclusion of voting rights pursuant to Section 125 of the Austrian Stock Corporation Act. According to which individuals 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 concerned. When determining the voting results for this item and agenda item 4, such voting bands are taken into account by reducing the attendance. Accordingly, the Management Board and the Supervisory Board proposed that discharge be granted for the members of the Management Board who held office in the 2022 financial year for this period. No further resolution proposals have been made with regard to this agenda item. Regarding agenda item 4, resolution discharging the members of the Supervisory Board for the 2022 financial year. The Management Board and the Supervisory Board proposed that this charge be granted for the members of the Supervisory Board who were in office in the 2022 financial year for this period. Once again, I would like to refer to the voting ban pursuant to Section 125 of the Austrian Stock Corporation Act. According to which individuals 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 any shareholder representatives of shareholders concerned. No further resolution proposals have been made as regards agenda Item 4. Regarding agenda item 5, which reads Resolution on the remuneration of the Supervisory Board for the '22 financial year. The Management Board and Supervisory Board proposed to the AGM that for the 2022 financial year, the members of the Supervisory Board be granted a remuneration in the total amount of EUR 218,500 by each member of the Supervisory Board receives in addition to reimbursement of cash expenses, a fixed annual remuneration of EUR 30,000. The Chairman is to receive twice that amount and his deputy's 1.5x the fixed remuneration. In addition to these -- this annual remuneration members of the Supervisory Board to receive an attendance fee of EUR 1,000 for each meeting of the Supervisory Board for each of the committees to which they belong. No further resolution proposals have been made with regard to agenda Item 5. regarding agenda Item 6, appointment of the auditor and group auditor for the 2023 financial year. The Supervisory Board proposes to appoint Ernst & Young Wirtschaftsprufungsgesellschaft m.b.H [ 19 1220 ] Vienna, 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 2023 financial year. I would like to point out that Ernst & Young has truly prepared the transparency information required on the Section 270 1A of the Austrian Commercial Code and that this is also available on the company's website. No further resolution proposals have been made with regard To item 6 on the agenda. Regarding agenda Item 7, resolution on the company's remuneration report for the 2022 financial year. The Management Board and the Supervisory Board propose that the AGM adopt the remuneration report for the 2022 financial year. As it has been published on the company's website, www.com so.emo.com. In this regard, I would like to state as follows in accordance with Section 78C in conjunctional wtih Section 98 of the Stock Corporation at the Management Board and the Supervisory Board of a publicly-listed company must prepare a clear and comprehensible remuneration report for the remuneration of the members of the Management Board and the members of the Supervisory Board. The remuneration report must provide a comprehensive overview of the remuneration paid in the past financial year to the current and former members of the management and the Supervisory Board in accordance with the remuneration policy pursuant to Section 78A in conjunction with Section 98A of the Stock Corporation Act. Now the remuneration report for the respective past fiscal year must be submitted to the AGM for approval. The vote only is of a recommendation character. The resolution cannot be contested. This is in line with Section 78B Para 1 of the Stock Corporation Act. In accordance with Section 108 para 1 of the Stock Corporation Act, the Management Board and the Supervisory Board must make a proposal to adopt the resolution on the remuneration report pursuant to Section 108 para 4 of the Stock Corporation Act, the resolution proposal of the Management Board and the Supervisory Board regarding the resolution on the remuneration report and the remuneration report itself shall be made available on the company's website, registered in the commercial register no later than on the 21st day prior to the Annual General Meeting. In this meeting of March 22, 2023, the Management Board and the Supervisory Board of CA Immobilien Anlagen adopted a remuneration report pursuant to Section 78C in conjunction with Section 98 of the Stock Corporation Act and proposed a resolution pursuant to Section 108 para 1 of the same act. The remuneration report for the 2022 business year has been made available on the company's website registered in the commercial register since April 13, 2022. No further resolution proposals have been made with regard to agenda Item 7. Agenda Item 8, resolution on the reduction of the Supervisory Board within the statutory limit from currently 5 to 4 shareholder representatives. Pursuant to Section 10 para 1 of the Companies Articles of Association 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. All other members of the Supervisory Board shall be elected by the AGM. Pursuant to Section 88 Para 1 of the Stock Corporation Act, a total number of members delegated by registered shares may not exceed 1/3 of all Supervisory Board members. Up until October 31, 2022, the Supervisory Board was composed of 5 members elected by the AGM. In addition, there were 2 capital representatives appointed by means of registered shares and 4 members appointed in accordance with the Austrian Labor Constitution Act. With effect from the end of 31st of October 2022, 3 capital representatives elected by the AGM resigned their respective mandates. Since that point in time, the Supervisory Board consists of 2 members elected by the AGM, 2 members appointed by means of registered shares and 2 members appointed in accordance with the Austrian Labor Constitution Act. In recent months, the lower number of Supervisory Board members has proven its worth in day-to-day work of the Supervisory Board, which is why the lower number of members on the Supervisory Board is to be retained as it is. Now this lower number of Supervisory Board members is also in line with the principle of economic efficiency. The Supervisory Board, therefore, proposes to reduce the number of Supervisory Board members within the statutory limit to 4. If this proposal is approved by the AGM, the Supervisory Board of the company would continue to consist of 4 capital representatives within the existing statutory limits, which is a maximum of 12 capital representatives. In addition, there will be employee representatives delegated in accordance with the Austrian labor Constitution Act. No further resolutions were proposed on Item #8 on the agenda. Item #9, Resolution on the authorization of the Management Board in connection with the acquisition and sale of treasury shares. In each case, also excluding the subscription right and/or revised subscription right of shareholders and report of the Management Board pursuant to Section 65 Para 3 of the Austrian Stock Corporation Act in connection with the acquisition of treasury shares. I would like to point out that a joint motion for resolution by the Management Board and the Supervisory Board of the company has been made on this agenda item. This motion was duly published in due time on April 13, 2023. A separate reading during this AGM, therefore, does not have to be made. For further justification and explanation of this proposed resolution. I would like to refer to the report of the Management Board published in due time on the website pursuant to Paragraph 65, Para 1b in connection with Section 153 para 4 of the Stock Corporation Act on the authorization to exclude the shareholders' quoted in the right in the case of off-market acquisition of owned shares as well on the exclusion of the shareholders' purchase rights, which is the exclusion of the subscription rights. In the case of sale of own shares, other than via the stock exchange or by means of a public offer. The report which is available on the company's web site does not have to be made. Furthermore, in accordance with Section 65 Para 3 of the Stock Corporation Act. I can inform you that the company today holds 8,129,059 treasury shares. This corresponds to approximately 7.6% of the company's share capital. This is a proportionate amount of the share capital of 59,098,258.93. The treasury shares were acquired on the stock exchange pursuant to Section 6518 of the Austrian Stock Operation Act. With regard to the details of the individual acquisitions made, I would like to refer you to the notices published. No further resolutions were proposed on agenda Item 9. Regarding agenda Item 10. Resolution on the cancellation of the existing authorized capital and the introduction of a new authorized capital pursuant to Section 169 of the Stock Corporation Act by up to 154,845,809.22 against contributions in cash and/or in kind with the option to exclude subscription rights and the corresponding amendment of the Articles of Association in Article 4. I would like to point out that a joint motion for resolution by the Management Board and the Supervisory Board of the company has been made regarding this agenda item, which was duly published in due time on the 13th of April 2023. This motion, therefore, does not have to be read out. At this point in time, I would like to point out that as of today, authorized capital not yet utilized exists, which can be exercised by November 18 for further justification and explanation of this proposed resolution. I refer due to the report of the Management Board pursuant to Section 170 Para 2 in conjunction with 153 Para 4 for the Stock Operation Act after subscription right. Once again, I'm not going to read out this report that has been published on the website of the company. No further resolutions were proposed regarding Item 10 on the agenda. Agenda item 11 Resolution on the conditional capital increase pursuant to Section 159 Paragraph 2, #1 of the Stock Operation Act by up to EUR 154,845,809.22 and the corresponding amendment of the Articles of Association in item 4. I would like to point out that the joint motion for a resolution have been made. Once again, I would like to point out that a joint motion for resolution by the Management Board and the Supervisory Board of the company has been made regarding this agenda item, which was duly published in due time on April 13. Therefore, I'm not going to read out this motion. For further justification and explanation of the proposed resolution, I would like to refer you to the report of the Management Board, pursuant to sections 170 Para 2 in conjunction with Section 153 Para 4 of Stock Operation Act of the subscription right, which was published on the website in due time. Once again, I'm not going to read out this report. No further resolutions were proposed on agenda item 11 of the agenda. On to Item 12. Authorization of the Management Board pursuant to Section 174 Para 2 of the Stock Corporation Act to issue convertible bonds with the exclusion of subscription rights. I would like to point out that joint motion for resolution by the management Board and the Supervisory Board of the company has been made for this agenda. This motion was duly published in due time on April 13, 2023. A separate reading, therefore, is not going to be made for further justification and explanation of this proposed resolution. I would like to refer you to the report of the Management Board pursuant to Section 170 Para 2 in conjunction with 153 Para 4 of Stock Corporation Act after subscription, right, which was published on the website in due time. Once again, I'm not going to read out this report because it has been made available on the website of the company. Apart from that. Apart from that agenda item 13 reads as follows. Resolution on the amendment of the Articles of Association in Article 17 for holding Virtual Shareholders' Meeting. In this regard, I have received a motion from the Management Board of the company to put the proposed resolution to the vote in a slightly adapted manner. The reason for the amendment is the draft of the Virtual General Meeting Act, which was published at the end of April. In order to meet the requirements of this draft law, minor changes to the proposed amendment to the Articles of Association have to be made. Instead of one -- the draft of the Virtual General Meetings Act requires the company to provide 2 special proxies. In addition, the authorization to all the virtual meeting is to be limited to 5 years. Now the adapted resolution reads as follows: The Management Board and the Supervisory Board propose to the AGM to pass the following resolutions one. Article 17 of the Articles of Association of the company is amended by adding the following paragraph 6296. The Management Board may further decide with the approval of the Supervisory Board to hold the AGM either: one, as an AGM without the physical attendance of the participants as a virtual general meeting; or two as an AGM at which the individual participants may choose between the physical and the virtual attendance which is called a hybrid general meeting. If such an AGM is convened by the Supervisory Board in that manner, the latter shall decide on the aforementioned rules and regulations, the organizational and technical specifications for a virtual and/or hybrid meeting are to be made in each case by the body, convening the meeting unless there are statutory provision to the contrary. The organizational and technical requirements for participation in such a virtual AGM shall be made available to the shareholders on the company's website, together with the convening notice no later than on the 21st day before the AGM. The Virtual Shareholders Meeting shall we transmitted visually or acoustically in real time for the participants. The virtual AGM may also be broadcast publicly. Now during the virtual AGM, the shareholders are to have the opportunity in accordance with the statutory provisions to speak by means of electronic communication such as e-mail. If a shareholder is given the floor by the chair, the chair shall also grant him or her the opportunity to speak by way of video communication. The chairperson shall decide on the order of speakers and also on the time after which questions and/or presentations can be made. In the case of a virtual or hybrid AGM, the company shall provide the shareholders at its own expense with at least to suitable special proxies who are independent of the company and who can be authorized by the shareholders to propose resolutions to cast votes and if necessary, to raise an objection in the virtual AGM. In addition, the company shall provide shareholders with an electronic means of communication, for instance, by e-mail in accordance with the applicable legal provisions by which they can submit questions and motions for resolutions to the company no later than on the third working day prior to the AGM. The questions and motions for resolutions submitted in that manner shall be read out during the AGM or brought to the attention of the shareholders in another suitable manner, for example, on the company's website. Likewise, in accordance with the statutory provisions, the company shall also make sure that shareholders can exercise their voting rights by way of electronic communication and, if necessary, to raise objections in that manner. The company may subject to technical possibilities, set up a special e-mail address on the day of the AGM or make other technical arrangements. For example, provide a voting software and Internet portal but may be used by shareholders to exercise their voting rights or race objections. Nine, the possibility to hold a virtual or a hybrid AGM according to Paragraph 628 shall be limited to 5 years after the registration of the present amendment to the Articles of Association. Two, the Management Board is to be authorized until December 31, 2023 to file this amendment to the Articles of Association with the commercial register if a corresponding Federal Act on the conduct of virtual general meetings. Presumably, this act will be entitled [Foreign Language] in German has been published by the state. Following the international model, the legislator also intends to bring about an amendment to the Stock Operation Act in Austria that will enable virtual general meetings to be held independently of COVID-19. Numerous stock-listed companies have already anticipated the expected change in the legal situation by making corresponding conditional amendments to the articles of association. Now following this example, such a regulation is also to be created at CA Immobilien Anlagen. I kindly ask the management board to confirm that the motion as read out here is in accordance with the motion proposed before. That is the case. I can confirm that. I would also like to confirm that. Thank you very much. Now no further resolutions have been proposed on agenda Item 13. I would like to give the floor back to the Chairman.

Thank you very much. I hope I declare that the presentation of the reports and proposed resolutions on all agenda items will be closed. What's the time now? 12:06. I now announce the actual attendance at today's AGM. According to the list of participants signed by me, 381 shareholders are represented by the 4 special proxies who are entitled to 75,134,733 votes. The AGM thus has a quorum for the announced agenda items. The list of participants will be made available electronically to the 4 special proxies present. For reasons of data protection, we refrain from disclosing the participants list on the Internet during this transmission. In this context, I would like to point out that at today's AGM as at the last AGMs, the shareholder Petrus Advisers Investments Fund L.P. is represented with 494 shares. As it is, again, still not clear from the deposit certificate where the Petrus Advisers Investments Fund L.P. itself acts as an independent legal entity with assets as shareholder or whether the name Petrus Advisers Investments Fund L.P. only refers to the general partner behind it. I would like to ask the proxy, Mr. [indiscernible], whether the deposit certificate refers to Petrus Advisers Investments Fund L.P. as an independent legal entity or to the general partner behind it. In the event that the general partner intervenes, I request disclosure of the specific company name of the shareholder.

The answer is the shareholder is Petrus Advisers Investments General Partner, Inc. as a general partner of Petrus Advisers Investments Partner L.P. Otherwise, we have no other information.

Thank you for this information. I now record the company's state of knowledge as follows. As part of the actions for announcement pending between the company and this front, the company has determined that this fund is an unincorporated association of persons. And the Cayman Islands law, the L.P. is an exempted limited partnership, which cannot be the bearer of any rights or obligations and which, therefore, cannot in particular, have ownership of the shares registered for today's general meeting. Instead, the shareholding of the fund is likely to be attributable exclusively to the partner with unlimited liability, i.e., the general partner of the L.P. According to the company's legal advisers, this results from Article 16 of the Exempted Limited Partnership Act 2021, which stipulates that the general partner holds the assets of the fund [indiscernible] team. Since this legal question has only been clarified in court in the first instance, in the sense of the company's legal opinion, but has not yet been decided with final legal effect. I, as Chairman, of the Annual General Meeting have in order to avoid further disputes, advocated that the shares presumably incorrectly registered for Petrus Advisers Investments Fund L.P. be admitted to today's resolution subject to reservation and without prejudice to the company's opposite legal position. In order to create the greatest possible transparency for all shareholders as to whether the shares of Petrus Advisers Investments Fund L.P. that I have conditionally admitted today will have any influence on the voting results at today's extraordinary -- at today's AGM. I will return to this point by way of clarification after each resolution has been adopted. If there are any objections from shareholders to this proceed, I would ask you to speak on this matter. To give the process time to obtain any instructions from the shareholders, I will briefly interrupt this AGM for 5 minutes. [ Break ] Welcome back. We now continue with our agenda. And I now ask the proxies whether there has been any objection from the shareholders to this procedure that I explained before the break. Dr. Knap?

Thank you. The shareholders I represent, have not presented new resolutions, but two shareholders have lodged an objection or have announced that objections will be lodged. I will come back to that during the votes. So from -- as far as you're concerned, there is nothing -- as far as Petrus Advisers is concerned, no objection at least. We think this is just now only about any instructions. No motions from shareholders in that respect.

Dr. Schulz?

No objections.

Dr. Nauer?

I have received no objections.

Thank you. And since there were no objections against this mission, I now sign the list of attendance, and I will then give the floor to the proxies and ask them to tell us whether they have been resolutions submitted from the shareholders. If so, please read them out. If no, please confirm that no motions for resolution have been received. Dr. Knap?

I seem to have -- yes, I've already said that.

Mr. Wilfling?

Thank you. I have 1 proposed resolution from Mr. Klaus Umek with the voting card 206, and I read that out. Motion to the Chairman of the AGM, all contributions and questions, including the answers of all shareholders at this AGM shall be shall recorded repeatedly. This relates to all questions, motions and other contributions, including the corresponding answers of all other shareholders. Thank you.

Thank you very much, Mr. Wilfling. We have taken note of this. Mr. Schulz?

I have received no motions.

Dr. Nauer?

I haven't received any motions either.

Thank you. We now proceed in our agenda and come to the general debate. I open it at 12:20. So we now start with the reading of the questions. And I can tell you that before the beginning, we have already received questions from shareholders. And I invite all shareholders to wish to ask questions to do so -- to continue to do so and to send questions by e-mail to fragen.caimmo@hauptversammlung.at and to do so as soon as possible. As already announced, I am going to read out the questions and then the respective members of the management, I or will answer them. We now start, and let me read out, first of all, that question from Mr. Knap, which I'm going to answer myself.

Ladies and gentlemen, you announced on 23rd of March 2023, that the contract of CEO, Silvia Schmitten-Walgenbach would be terminated by the 31st of March 2023. According to the press release of 30th of June 2021, this contract would have only expired on the 31st of December, meaning in 2024, so 21 months more. What is the cost of this premature termination. Will Ms. Schmitten receive remuneration until December 24. Will she also be paid variable remuneration or has she received a lump sum compensation if so, to which amount. And the answer in the contract concluded with Ms. Schmitten-Walgenbach we agreed that in case of premature termination of the contract, a severance -- she would receive a severance payment of up to 24 months. The company has been able to negotiate noticeable reduction so that there was -- the cost for the company is reduced and Ms. Schmitten-Walgenbach will not be paid her salary until December 24, but she has received a lump sum severance payment and after negotiations, the amount has been reduced. The tangible amount is not an object of this AGM. Please refer to the remuneration report for the year 2023 and questions about it can be asked at the next AGM. Next question, a question from Mr. Joseph Baumuller Voting Card 109, which is addressed to me. That will be answered by me, Mr. Hollstein. Ladies and gentlemen, I'm happy to be able to take part in an AGM of your company, virtual AGM, my wish to see ESG on the agenda it certainly needs no explanation nor does the circumstance that in recent years, this topic has been given a lot more relevance, which just underlines the significance of my wish and the perspective of dual relevance meaning relevant ecological and social questions, but also governance issues. These issues have a considerable financial value for the company. Allow me to look back to the past business year as you presented in the annual report. At the beginning of the AGM, when we had a discussion on ESG, there was the insight that after many years, when CA Immo was at the cutting edge of the local market in terms of sustainability. Now there is some catching up to do. Many regulations have been changed CA Immo now submits a report, which is subject to legal prerequisites high sectoral standards not a matter of course, but very useful. In terms of content, the continuously improved ratings are very pleasant to see but you do not provide individual results like the one of CDP. As far as your awards are concerned, I would like to congratulate you on these awards. And I would also like to mention that I appreciate the internal sustainability team. we have had very fruitful deliberations. And I think that CA Immo is prepared well for the future. However, there is still an unchanged impression, a lot has to be done for all the reasons mentioned before. Everyone in the market has realized that this is a relevant topic. CA Immo voluntarily reports about the taxonomy alignment of its economic activities. Others go further. They use international standards for their sustainability reports and implement them in a way that can be used in preparation for the new regulations as a consequence of the [CSRD] or [ESRS] new players in the market. have some considerable financial and other resources more than CA Immo which they made use of in order to build their ESG sectors. The ESG report still has not been audited externally. Although this seems to be the standard now, and it's even something that the regulations require. The most important concern of my comment is to repeat my initial request. In the interest of the company and in the interest of sustainability, please continue on your path and please make sure that the topic of ESG is further implemented and please support the staff who do that. the only questions that I would like to ask you today,is the following question. One, what are the priorities of the Supervisory Board when it comes to ESG for the business year 2023? And what are the priorities beyond that? And when will you be satisfied with the achievements. Now an answer. The most important task for ESG are the creation of more transparency on the net 0 route. We would like to adjust our CO2 reduction targets to the science based targets and thereby ensure that they are compatible with the global limitation of global temperature rise to 1.5 degrees. Second, further preparations to new regulatory requirements such as the Corporate Sustainability Reporting directive and the EU taxonomy are important for us because as of 2025, we have to report according to the standards. One of the focal points for '23 and the years after is the analysis of our delivery chain on the basis of ecological and social criteria and ensuring our delivery chain compliance. In total, it's important to us that all ESG requirements and early and professional preparation to future reporting task should be ensured, thereby increasing our resilience and competitiveness and to avoid the risk of stranded assets. Then there's a second question by Mr. Paul Muller. Loading Card 109. And this question is addressed to Keegan Viscius. And the question is, what resources will you create in your sustainability sector in order to make sure that [CSRD] the initial application and everything related to that will be successful. What is the need for action that you see?

Potential need for action in 2 areas: human resources for further capacity building in the company and financial resources in the form of budget for the implementation of all necessary processes and systems that support the fulfillment of the regulatory requirements. We have created 2 new ESG positions at the group level in recent months to prepare for the upcoming reporting requirements and ESG reporting manager and a corporate legal counsel. As a number of regulations are currently still being drafted, the full extent of the reporting requirements cannot yet be fully assessed. We are in constant internal consultation with persons involved in order to create additional resources where they are needed. We see potential need for action in 2 areas: human resources for further capacity building in the company and financial resources in the form of budget for the implementation of all necessary processes and systems that support the fulfillment of the regulatory requirements. We have created 2 new ESG positions at a group level in recent months to prepare for the upcoming reporting requirements and ESG reporting manager and a corporate legal counsel. As a number of regulations are currently still being drafted. The full extent of the reporting requirements cannot yet be fully assessed. We are in constant internal consultation with the persons involved in order to create additional resources where they're needed. Thank you.

Thank you, Keegan. And the next question again, from Mr. Joseph Baumuller, again, addressed to Keegan Viscius. Keegan, may I ask you to read a little more slowly. The question is when can we expect science-based targets to be formulated and implemented.

Previous answer.

The next question, again from Mr. Baumuller. Again, addressed to Keegan Viscius. And the question is, what is your benchmark for success in the coming years in the remuneration report on Page 1, the claim. Our mission is stakeholder value can be found, which sounds quite good. However, only financial figures I mentioned actually in the sense of shareholder value. Stakeholder value iGas coined by Freeman goes beyond that. So what is your understanding of stakeholder value.

Golder value refers not only to the value we create for shareholders, but also to the needs of all our stakeholders, including our tenants, whom we provide with high-quality, sustainable office space with a high level of user comfort Likewise on employees for whom we want to be an attractive and responsible employer. All these values are also reflected in our sustainability agenda with corresponding targets and key figures. For example, the proportion of certified buildings in the portfolio, decarbonization targets to combat climate change as well as targets and key figures on diversity and employee satisfaction. Thank you.

Thank you very much, Keegan. Our the next question, again, from Mr. Baumuller Voting Card 109, again addressed to Keegan Viscius. The question also includes governance. In general, this is a new and specific focus in the upcoming EU regulations. Recently, many stakeholders have expressed concern about this. On the part of the IVA about the reorganization of the Supervisory Board on the part of many free float shareholders about dubious pricing on the capital market. How do you deal with these prominent stakeholder concerns? And how do you respond to them?

I mentioned the concerns of our stakeholders are of great importance to us. That's why we take any comments seriously and try and include them in our decision-making processes whenever possible. We would like to elaborate on your specific examples as follows: reorganization of the Supervisory Board. The members of the Supervisory Board who resigned at the end of last year have informed the company in writing that they are resigning their mandate with short notice. The Supervisory Board members who resigned did not inform the company of the exact reasons for this step. We could only speculate on what the motives for this step were. The company was not involved in the decision-making process of the Supervisory Board members. The requirements of the Austrian Corporate Governance Code can still be met after the reduction in the size of the Supervisory Board. Two, questionable pricing on the capital market. We cannot comment on this because the pricing of our share price is outside our sphere of influence. This is subject to the rules and laws applicable on the capital market.

Thank you very much, Keegan. The next is a comment from Mr. Baumuller. It's a short comment that is also addressed to me and he says, in conclusion, I would like to thank all staff members of Ca Immo for the engagement and commitment in the past year across all hierarchy levels in all areas and markets of the company compared to the turbulences that mark the sector. The IMO looks like a safe haven and analysts agree on that. So I wish you continued success -- and good luck and good health. It seems questionable whether we ever will have the possibility to meet in person at a presence AGM. With kind regards Joseph Baumuller. Mr. Baumuller, thank you very much for your constructive comments and questions that we have always appreciated. And with that, we come to the next question. The next is by Mr. Umek with the Voting Card 205, and the question is addressed to me. Why is the AGM conducted as a virtual AGM when all other measures of COVID protection have now been eliminated, not only in Austria, but also in Vienna. When planning -- as there is a certain lead-up time. First planning starts usually months before the day of the AGM. This is why COVID-19 developments in the first quarter of '23 were relevant for our decision and that time incidence was at a rather high level comparable to last year, which is why the Management Board and the Supervisory Board decided that this should be a virtual AGM. Next question again by Mr. Umek Voting Card 205 addressed to me where do the members of the Management Board reside if in different countries and cities, please explain the reasons. The Management Board has the focus of its activities in Vienna. And this is why regular presence in Vienna is a fact. Keegan Viscius lives in Vienna. Germany is the IMO's biggest individual market with a portfolio share of more than 65%. And the main headquarters of Timo, Germany are in Frankfurt. Apart from his work as a Management Board of billion unlike and real chillers has the position of Managing Director of Ca Immo Germany, which is why he is regularly founded Frankfurt. Next question by Mr. Umek Voting Card 205. This is directed to Andreas Schillhofer. How high was the entire invoicing amount of DCs chocolate restanding 22. I'm happy to answer that. In 2022, DC invoiced an amount of about EUR 190,000 net. A large part of that cost relates to the fact that Petrus Advisers Investments Fund L.P. since the AGM 2021 contest decisions in every AGM and stock corporation law provides that such lawsuits against the company have to be contested, and we doubt that those lawsuits are really in the interest of the shareholders. And obviously, the first instance course shares our view because the recession suite was rejected by the court. Next question by Mr. Klaus Umek. Again, addressed to Andreas Schillhofer. And do [indiscernible] by Christophe Derek. In 28 USC Power 1872 procedure on the basis of an ex [indiscernible] application for judicial '18 before in proceedings has submitted several pages of explanations about the recision motions of CA Immobilien for board, have you commissioned such explanations or other activities with DC. If so, which and how -- what was the cost?

Let's see. Immobilien and [indiscernible] is not a party to that discovery procedure. Dr. Christoph Greger. Submitted this affidavit in his own name and no cost has risen. The Supervisory Board and the Management Board have consent themselves with the discovery procedure introduced by Petrus Advisers because this procedure is to be seen in connection with the other procedures. It's not in the interest of the company to be involved in a lawsuit at an American court because that leads to very high costs.

Next question again, Mr. Umek. This time addressed to Keegan Viscius. Since Starwood in July 2021 took over the control of the company. Properties to a value of more than EUR 1 billion have been sold, what is the aim of the capital rotation program and to how far will you reduce your portfolio?

The capital rotation program is to increase the efficiency and quality of the portfolio as well as cash flow. We aim to enhance economies of scale and focus on core sectors, core markets as well as core properties. As a result, we have been able to successfully exit several non-core markets in recent years, for instance, Croatia, Slovenia and Slovakia. At the same time, we were able to increase our high-quality German portfolio share to approximately 66% and the sales were realized on average above book value. As part of our strategic capital rotation program, we plan to continue selling properties, which, in our view, cannot generate a necessary risk-adjusted return do not meet our ESG criteria or are not located in sustainably attractive locations or are too small. We will have to monitor the extent of which the real estate investment markets allow for this going forward. Thank you.

Thank you, Keegan. Next question, once again, by Mr. Umek. Now Mr. Schillhofer is going to answer the question. The question is as follows: when and in what form is the company going to return excessive capital to its shareholders.

Thank you very much, Torsten. First of all, I would like to state this year, we have proposed to the AGM a dividend in the amount of EUR 1 per share. Now this proposal is against in excess of the dividend policy, which is usually in the amount of 70% of FF01, and this, of course, reflects the profitable sales operations inclination with the strategic capital rotation program as we have comprehensively laid out. Another option of capital repayment to the shareholders is, of course, a share buyback program. Now in the previous share buyback program that was completed last year. shares in the amount of EUR 30.3 million were repurchased as announced in December of the last year, another program was concluded. And since the start of the program, roughly EUR 35.6 million have been repaid. So all such share repurchases have been made in line with IFRS and AV. And I would also like to point out that in addition, there was a distribution in the amount of EUR 500 million, which meant EUR 5 per share in the form of 2 additional dividends at the end of 2021 and at the beginning of 2022. So all in all, we can say that in the previous 2 years without the dividend that we have proposed today. Roughly EUR 670 million have been distributed to the shareholders. And I do believe that this explains what the company has done.

Thank you very much. Let us move on to the next question. Once again, by Mr. Umek Voting Card #205 Once again, Mr. Schillhofer going to answer the question. Now what is the company planning in order to improve its cost efficiency? What cost KPIs and cost or targets have the company identified for 2023. Answer?

Well, as already described, it is the target of the capital rotation program to increase the efficiency and the quality of the portfolio as well as our cash flows. In that regard, the focus is certainly on higher economies of scales, focusing of our core sectors, the core markets, the core product. And this also includes, of course, an increase in cost efficiency. So in previous years, we have been able to withdraw from non-core markets, for example, Croatia, Slovenia, Slovakia and other markets. And of course, in doing so, we have abandoned local presence in the locations sold, of course. At the same time, we have managed to sale the Romanian platform, including the local demand by doing so, we have been able to generate cost savings. And all of this increases the effectiveness in the management of our properties. And I've already explained in my presentation that last year, we managed to reduce our indirect expenses. This included basically all of our expenses and reflects the optimization of our business activities, also the focus on our core markets. Staff expenses, as already explained, went down due to a decrease in FTEs and this has not just to do with the sale of the Romanian platform. But as I've explained, this is attributable to the optimization of our business activities for the financial year 2023. One priority on our agenda is, of course, further organizational structures that will be reviewed in light of further efficiencies, especially in light with our construction management subsidiary [indiscernible].

Thank you very much for your explanation. Next question asked by Mr. Umek Voting Card #205, I'm going to answer this question. The question reads as follows. What were the reasons for the resignation of Ms. [indiscernible] specificially. Let's say, different positions were put forward. So what differences in opinion were there. Now the reason for the mutual conclusion the contract with her were disclosed. We had different approaches. As far as the prioritization of the implementation of the corporate strategy was concerned, which is why we agreed on an early termination of her contract next once again, I'm going to answer this. Next question. Once again I'm going to answer this. To what extent is her resignation connected with the resignation of Dr. Monica Vigna, Mr. Michael Stanton, and Professor Klaus Hersha. As far as the company knows, the mutual termination of the contract with Ms. Schmitten-Walgenbach is not related to the resignation of the Supervisory Board members, Wildner Stanton and Hecla. Next question, as by Mr. Umek Voting Card 205. Once again, I'm going to answer this question. The question is as follows What were the reasons for the resignation of Ms. Vina, Mr. Stanton and Mr. Here on October 24, 2022 effective of October 31, 2022. Now answer to this is the Supervisory Board members informed the company in writing that they were going to resign on short notice, what exactly were the reasons is something that we were not informed of. Next question asked by Mr. Umek, Voting Card 205. Once again, I'm going to answer this. The question is as follows. What measures were taken by Dr. Hirschler or the Supervisory Board in order to review, whether and to what extent the information provided the independence of the Supervisory Board members included in the annual reports of the company, in particular, in the 2021 report were correct. Now what measures were taken by the Supervisory Board in order to check the correctness and completeness of the non-biased information in the annual report? My answer is Dr. Klaus Hirschler answered several questions regarding these issues. At the end of the general debate in the 31st AGM 2022, regarding the independence of Supervisory Board members. And in doing so, he explained what has been done by the Supervisory Board. To that extent, this has been answered. Now everything has been reviewed accordingly, as regards to the independence of the Supervisory Board members in every meeting, the members of the Supervisory Board makes this evaluation. Now due to these measures and also due to additional data queries in connection really with every report, the company, therefore, makes us sure that all of its obligations are fulfilled in that regard. Next question -- the next question, excuse me, once again asked by Mr. Umek, voting card #205. Once again, I'm going to answer this question. Is there any relation between the resignation of Ms. [indiscernible] , Mr. Stanton, Mr. Hirschler, and if so, to what extent? So to what extent was the resignation connected really with any question of buyers and/or non-buyers of Supervisory Board members in accordance with rule C54 of the Austrian Code of Corporate Governance? As previously explained, the resignation of the members has not been complemented with any reasons for this resignation. Now the independence of the Supervisory Board members never was an issue really before. Now next question, once again, by Mr. Umek, voting card #205, and I'm going to answer this question once again. The question is what was the subject matter really of the contract discontinuing the employment Ms. Schmitten-Walgenbach? This agreement really was a final termination of the variable remuneration for 2022. And any remuneration questions really were settled. Accordingly, she was entitled to a severance payment of up to 24 months. The company reduced the severance pay in the negotiations with her, so that due to the reduction in Supervisory Board members that will be cost savings. In addition, another major item was the discontinuation of the D&O insurance to which she was entitled. Therefore, no additional costs were incurred for the company. Next question by Mr. Umek, voting card #205. Once again, I'm going to answer this question. The question is why did you approve an immediate payout of Phantom shares? As explained in the remuneration report, we want you to achieve a clear cut by the immediate payout of the usual variable remuneration under the LTI, we made sure that long-term cost savings were incurred, as the payout amount. Could not have been granted after the end of the payout of the trend up to 250%, that is. Next question, voting card #205, Mr. Umek. What are the total costs in connection with the resignation of Ms. Schmitten-Walgenbach including head handler costs, legal expenses, et cetera? Answer is on the occasion of the appointment of Ms. Schmitten-Walgenbach, [indiscernible], after an internal selection process was identified as a suitable consulting company. So that was what they were commissioned with. In this connection, expenses in the amount of EUR 150,000 were incurred. Other legal expenses totaled roughly EUR 15,000. Now in connection with the severance pay, we already informed you accordingly. For details, please go to the remuneration report 2023, once it has been published. Next question by voting card #205, Mr. Klaus Umek. I'm going to answer this question. When and how did the company start to search for the new CEO? We are not going to -- or currently, we are not planning to fill this position. Therefore, we did not start looking for a new CEO. Next question, voting card #205, Mr. Umek. Question is, to Mr. Keegan Viscius and Andreas Schillhofer received any CEO remuneration for taking up CEO duties? Answer to this is no remuneration is paid in that regard. Next question by voting card #205. What are the reasons for increasing the fixed remuneration paid to Mr. Schillhofer by 23% to EUR 460,000. Answer to this is in the course of renewing the contract of Mr. Schillhofer, the remuneration to which is entitled was subject to another benchmarking of CFO remuneration. So, this reflects a fair alignment of management board remuneration paid out. Also, this reflects really a fair distribution of responsibilities and tasks, but also in order to remain competitive in life with market peer comparisons. Next question, voting card #205. The question is, whilst the number of capital representatives being reduced from 5 to 4? I do believe you're talking about Supervisory Board members here. The answer to this is currently, there are 6 members on the Supervisory Board for capital representatives to works counsel representatives, this been something that has proven its worth recently, which is why the lower number of Supervisory Board members is to be maintained. Now the smaller number of Supervisory Board members also reflects higher efficiency targets we are pursuing. Next question. Once again, voting card #205. Once again, I'm going to answer this question. Why should a smaller Supervisory Board also with a view to the number of committees in the interest of the company answer to this. We've previously explained that the current size of 6 members in the Supervisory Board has proven its worth recently, which is why the lower number of Supervisory Board members is to be maintained. Also, with a view to the hiring efficiency we are pursuing and also by doing that, we will be able to comply with the rules of the Austrian Corporate Governance Code. Next question by Mr. Umek. Regarding the composition of the Supervisory Board, why have you not taken into account diversity criteria or the equal representation of both genders. We do believe that the current composition of the Supervisory Board meets all of the criteria, both in light of competencies, on an international scale, age matters and also the representation of women on the Supervisory Board. And legal gender rules are not applicable in that regard. The next question by Mr. Umek, voting card #205. I'm going to answer this question. It is as follows. To what extent do foreign Supervisory Board members also have language competence, with regard to the relevant market? The answer is the foreign capital representatives have all language skills, as concerns their work for the Supervisory Board and also the business operations for the relevant market of CA Immo. Now the Supervisory Board members have explained those skills. And personally, that is in the interviews, but also in the CVs. Now the next question asked by Mr. Umek, voting card #205. I'm going to answer this question once again. The question is as follows. Now the Supervisory Board is completely controlled by SOF 11. Why you're not going to reduce the number -- or why are you reducing the number of capital representatives on the board instead of appointing an actual representative? The answer of representative of the free float. The answer is Starwood has 60% of all voting rights, but just accounts for 3 out of 6 Supervisory Board members. Mr. [indiscernible] , voting card #10.

The question is now the AGM is held as a virtual AGM, the reasons are given are the various COVID regulations. My question is maybe you -- it has not come to your attention that the pandemic is basically over. So maybe decision of yours has to do with the fact that you are unwilling to confront the many questions of small shareholders and/or their representatives. Now, it would have been quite simple, actually. You could have told us to wear mask. And therefore, we would not have been able to see, let us say, your smiles if you had worn a mask that is.

Now Starwood after all is deemed to be quite, let's say, [ stingy ] as concerns the management of various funds. What we're really the reasons maybe you can go into some detail. Maybe you did not want to mingle with ordinary citizens, maybe you do not want to serve them proper, I don't know, food and beverages or what not.

The answer to that is we've already explained before that when it comes to organizing AGMs, of course, you need to prepare beforehand. The first organization and planning operations, et cetera, usually go or have to start some time before the AGM. So, when we started planning the AGM, the COVID incidence rates were at comfortable level with the year before, which is why the Management Board and the Supervisory Board decided to hold a virtual AGM. Now in our decision, of course, we also focused on the fact that, so far, shareholders have told us that they appreciated virtual meeting. So basically, we always focus on the interest of shareholders. Next question, asked by Mr. [indiscernible] , voting card #10 is going to be answered by Mr. Schillhofer.

The question is now on your Internet side, you we're always working to the benefit of our shareholders. For us, Investor Relations means always to be transparent in our information, et cetera. Only, when you're able really to meet the needs of your shareholders, you can make the right decisions for them. This is no longer applicable because you're just pursuing the interest of Starwood, which are apparently to purchase CA Immo shares or all of them actually quite cheap. Now the matters pursued by small shareholders have been largely neglected. Now there are really -- this fund is actually the only priority pursued to the detriment of small scale shareholders. And apparently, this is your top priority. PR work is largely neglected you no longer actually publish any articles in journals and the Management Board is not presented in the public. CA Immo is actually not focusing on the benefits and interest of small-scale shareholders. So therefore, I suggest it's a good idea to take the statement away.

So unfortunately, this is not really a question, and therefore, I'm really unable to give an answer to this question.

The next question asked by Mr. [indiscernible], voting card #10 is to be answered by Mr. Schillhofer as well. Going to read out the question. Having a look at the previous 2 years, we will be able to see that we have been confronted with a questionable processes. Let me just give you one example. The distribution, for example, the payout of EUR 5 that was mentioned before, that is capital that has been with drawn from CA Immo, but the Minister of Finance was quite happy about that. Starwood allegedly did not have to pay any taxes on this. This was completely irrational. This was not really controlled by supply and answer. The order books of the Vienna Stock Exchange concerning CA Immo apparently, would call for some explanation. There has been great pressure. The number of the stocks traded on the stock exchange is also a bit questionable. 60% Starwood, 7% CA Immo, 10% Petrus Advisers. And quite a significant number of smaller scale shareholders that have held shares of the company. So these are figures actually that can just be attributable to large-scale shareholders, who do not even exist any more. Share buyback programs, both on the part of Starwood as well as CA Immo have not resulted in a positive price development, which is quite curious. If you allow me to say trading in larger scale stock numbers on the Vienna Stock Exchange is also something we are seeing, and there is no pressure to push for higher prices. Question. Is there any reason for you to assume that stock prices have been manipulated with? Have you ever been confronted with any questions on the part of the financial market authority or the Austrian Shareholder Association? Now the next question, if there is any such suspicion, would you report this to the FMA?

Answer to the question, I'm happy to answer this question. Well, I would like to state that these are, of course, unfounded speculation. If you allow me to say, we have no reason whatsoever to assume that the market prices have been manipulated with. Also, we do not know that the FMA had actually initiated any such proceedings. But, if there are any suspicions of such manipulations, then, of course, we would immediately notify the respective authority.

Thank you very much. It's 1:07, and we have already completed a lot of questions. There's just a handful of questions really. So therefore, I would like to instruct you that by 1:30, you will be able to submit questions to the e-mail address that we notified you before. Thank you very much. Also, I would like to point out that after 1:30, no further questions can be taken into account and also the questions that we've received before can -- will be answered, by the company. Also, I would like to say that resolutions can also be submitted by 1:30. After that point in time, we're not going to take them into account. Also, I would like to ask the shareholders to instruct their shareholders up to that point in time. So I would like to continue by answering the question. Next question is by Mr. [indiscernible] voting card #10. I'm going to answer this question. Barry Sternlicht, Chairman and CEO of Starwood Capital Group, on the occasion of announcing that they had become majority owner of CA Immo has confirmed that they were going to support the company and that they are happy to support the long-term strategic goals of the company. Question, what constructive contribution has Starwood Capital made, in order to support the long-term strategic goals of the company? And I'm not talking about the strategic goal of Starwood, which is a squeeze out of the minority shareholders. Answer to this is Starwood actually delegate a couple of members to the Supervisory Board of CA Immo. They have the opportunity to make constructive contributions to the company. And in doing so, Starwood has very much and continuously supported the company. As regards any targets really pursued by Starwood Capital, of course, we cannot answer this. [indiscernible], voting card #9. How many shareholders have been locked in the Internet? How many are locked in today? How many in Austria and how many abroad? The answer is today, 133 people are participating. Today of them 121 via the German language live stream, 12 are following the English live stream. In the 2022 meetings, it was a total of 495 participants, of which 424 follow the German live stream and 71, the English live stream. These were excess numbers, mind you. Now the next question asked by [indiscernible] voting card #9. What is the book value per share? Mr. Schillhofer is going to answer this.

As of the balance sheet date, the book value of the share, which is the IFRS NAV was EUR 33.71. That's an increase of 3.2% in comparison with the previous year.

Thank you very much. Next question, Mr. [ Berger ] voting card #9. Once again, answer will be given by Mr. Schillhofer. How much are you spending on the evaluation of the real estate? And what are the appraisers?

In 2022, external appraisals were made by CB Richard Ellis in total, and the costs for that were roughly in the amount of EUR 700,000. In addition -- I do believe that actually I've answered the question, right?

Next question, asked by Mr. [indiscernible], voting card #9. Keegan, this is going to answer the question. The question is what were the total legal expenses in connection with the sale of the Romanian platform and the Romanian business? To whom was it solved? What was the book value of the profit?

The Romanian platform was sold to Pavel Holding, a local real estate company. The related legal fees amounted to approximately EUR 395,000. The sales price achieved represents a discount of around 3% to the book value as of 30 June 2022.

Next question asked by Mr. [ Biaga ] is going to be answered by Mr. Schillhofer and it is about the 5 major banks actually.

Now the 5 major banks for us is UniCredit with the according banks Helaba, DG HYP, Deutsche Postbank and BayernLB.

Thank you very much. You can leave your microphone on actually because you're requested to answer the next question. The next question is what is the current number of stock held by Starwood Capital?

Right now, Starwood Capital holds roughly 59.6% of all CA Immo shares and roughly 64.6% of all voting rights.

Thank you very much, Mr. [indiscernible]. Next question is going to be answered by Keegan. What were IT-related [indiscernible] software expenses, how much on security software? Have there been any hacks? And do you have cybercrime insurance?

An amount of around EUR 1 million was spent on the IT software in the 2022 business year, of which EUR 395,000 was spent on security software. CA Immo has not been hacked to date. The company has cyber insurance. The coverage is currently EUR 15 million, the cost amount to EUR 39,000 per year.

Another question by Mr. [ Berger ] with the voting card 9, addressed to Mr. Schillhofer. What was the total of legal expenses for disposals and disputes?

In 2022, EUR 1 million with some spend each on legal costs for disposals and disputes.

Next question from Mr. Berger address to me. It deals with this AGM. And the question is how many staff members are in the back office today? How many of them are externals? I would like to thank you for answering my question. Where is Ms. [indiscernible] [ Hubert ] now? So my answer, this AGM at the headquarters of the company 13 staff members of CA Immo and about 12 external people like legal advisers, 2 interpreters, staff members of the AGM service and the streaming provider. Mrs. Hubert now has the function of Group Head of Human Resources. Another question from Mr. Berger, voting card 9, addressed to Mr. Schillhofer. What did you spend on staff training?

Happy to answer that the group-wide expenses for initial and continuous training in 2022 was about EUR 273,000, about EUR 700 per staff member, of which a total of about EUR 122,000 for the staff members working in CA Immobilien Anlagen AG.

Another question by Mr. Berger with voting card 9, address to Mr. Schillhofer. What is your home office guideline right now?

Well, we cannot completely eliminate it. Currently, our staff members have the possibility to work from home up to 2 days a week.