Uniper SE (UN0) Earnings Call Transcript & Summary

[Presentation] Good morning, dear Uniper shareholders, shareholder representatives, members of the media and guests as well as all Uniper and Fortum associates. Warmly welcome to the 2022 Uniper Annual General Meeting. As Chairman of Uniper's Supervisory Board, I have appointed Mr. Bernhard Gunther, Fortum's Chief Financial Officer and Deputy Chairman of Uniper's Supervisory Board, to officially chair this meeting and to guide you through the agenda in German. However, since I am here in Düsseldorf today, I did not want to miss the chance to welcome and greet you personally, even though it's via camera only due to the still continuing COVID-19 pandemic. At the time of last year's Annual General Meeting, there was little indication in the operating environment of what would be ahead for the European energy sector. While the commodity prices were already somewhat elevated last May, there were no real signs of the extreme volatility and record high prices we have since witnessed. And that has significantly also impacted Uniper's business and financial standing. The biggest shock, however, came on the 24th of February this year when Russia started its brutal war on Ukraine. As companies with long business ties with Russia, we at Fortum and Uniper are outraged and saddened, and thoughts and compassion are with the people who have been suffering from the senseless violence. Uniper's CEO, Klaus-Dieter Maubach, will shortly update you on the action Uniper has since taken to reduce its Russian exposure. Russia's attack on Ukraine has pushed Europe to an energy crisis with increasing concerns over security of supply and rising prices. The implications on the longer-term energy system and transition in Europe will be far-reaching. Utilities will play an important part in diversifying supply to the EU, investing in clean production and in developing critical infrastructures to increase the system's resilience. But none of us can do it on our own. These unprecedented times call for an unprecedented level of cooperation between countries' governments, between governments and companies. I'm glad to note that Uniper is well positioned in this regard and is, in fact, already doing a lot to support the security of supply and to diversify energy supplies. Klaus-Dieter Maubach will return to this topic momentarily. These are testing times for the European energy sector and for Uniper. As Chairman of the Supervisory Board, I'm nevertheless confident that Uniper will weather the storm and emerge stronger. Uniper has a strategy that is designed to secure a fast and reliable transition to a carbon-neutral economy, which is more important than ever before, and it is working in close cooperation with Fortum, with other industry players and with our European governments to implement it. Uniper has never been more relevant. With these words, I would like to thank you, ladies and gentlemen, for your valued attention and for being with us virtually today. I would like to thank Bernhard Gunther for taking over and everybody else who has worked hard to execute this event. I will now hand over to the Chairman of the meeting and ask him to officially open Uniper's 2022 Annual General Meeting. Thank you.

[Interpreted] Thank you, Markus, and good morning, ladies and gentlemen. Now, at 10:04 hours, I would like to open this year's Annual General Meeting of our company. As a Deputy Chairman of the Supervisory Board of Uniper SE, I will chair the meeting since Mr. Markus Rauramo has appointed me to do so. On behalf of the Supervisory Board and the Board of Management, I would like to welcome you, shareholders, shareholder representatives, media representatives and all other viewers who are following today's Annual General Meeting via an audio or video broadcast via the Internet. Ladies and gentlemen, I would like to welcome you personally to today's Annual General Meeting, but the special circumstances of this year don't allow for this. As you could see in the invitation to today's Annual General Meeting, owing to the continuing COVID-19 pandemic and the still high infection figures, the Board of Management has, with approval from the Supervisory Board, decided to carry out today's Annual General Meeting as a virtual meeting, that is without any physical attendance of shareholders or their representatives. Thus, Uniper is again making use of the act in Germany about measures within the law of companies, associations, foundations, et cetera, to fight the effects of the COVID-19 pandemic, which means that companies in the legal form of a European company, the Societas Europaea, may conduct a purely virtual meeting in 2022. Owing to the continued pandemic, we've also limited the number of attendance of people attending here at the event location, the CCD, Congress Center Düsseldorf. Personally present here besides the Chairman of the Supervisory Board, Mr. Markus Rauramo, there's also Ms. Judith Buss. The other members of the Supervisory Board have joined us via the Internet and have the possibility to communicate with me and the members of the Management Board if there is a need to do so. I would also like to welcome the management Board of Uniper. Our CEO, Klaus-Dieter Maubach; and our Chief Operating Officer, David Bryson, are here in the room together with me. Our CFO, Tiina Tuomela; and our Chief Commercial Officer, Niek den Hollander, are also here at the venue and have the possibility to communicate with me and the other members of the Management Board if there is a need to do so. The notary is also personally here. He is going to look after the minutes of today's Annual General Meeting. His name is Armin Hauschild. In addition, a proxy holder of the company is here in the room. As we are performing this as a virtual event, we can make sure that we can protect your health, the health of you, shareholders and our employees and our service providers in the lasting COVID pandemic. As we're performing this as a virtual Annual General Meeting, we're also making sure that you, shareholders, can cast the vote for the pending important resolutions on today's agenda. We are absolutely certain and aware that carrying out this as a virtual meeting, there is also somewhat a limitation of rights of shareholders. In particular, there would be no possibility to have real debate between the Supervisory Board, the Management Board and the shareholders. However, Uniper emphasizes very much to make sure that shareholders can assume their rights in a virtual format, too. For this purpose, the company has instituted numerous options to exercise your rights as shareholders within what is legally possible and technically feasible. You can exercise your voting right yourself or via a proxy holder by postal vote or by proxy holder, as I said. In addition, registered shareholders were able to ask questions before the meeting to the company and later, Mr. Maubach after my speech -- after Mr. Maubach's speech and myself, we're going to answer them. Ladies and gentlemen, we assume that as we perform this as a virtual Annual General Meeting, we're acting on your behalf, we're acting in your best interest, and thank you very much for bearing with us for the measures taken. I would also like to thank all those who have prepared and who are carrying out this Annual General Meeting in the background. Let us now move on to the formalities. I would also like to give you some additional remarks on how we're going to perform today's Annual General Meeting concretely. This year, too, we're offering you a simultaneous translation of the whole Annual General Meeting from German to English. You can choose your language options on the Internet page. I can officially state that today's Annual General Meeting has been convened in good time as it was promulgated in the Federal Gazette on the 7th of April 2022. This was in good form as well. Any publications associated with the convocation, including the necessary documents, such as the CVs of candidates that are proposed under Item 7 as members of the Supervisory Board for Election, have been available since the invitation to the Annual General Meeting on the Internet pages of the company and they are available here in the room as well. The notary public has convinced himself. You were personally invited to the Annual General Meeting. We have not received any motions to amend the agenda so that the agenda, which is published in the Federal Gazette, has to be worked on. The Umbrella Association of Critical Shareholders, Dachverband der kritischen Aktionäre, has provided a countermotion on items 3 and 4. These countermotions were published on the Internet pages of the company. I'm going to speak about -- I'm going to address this topic later. We have not received any other countermotions or election proposals in good time or form. On the Internet pages of Uniper SE, we've also made available to you indications concerning how we deal with personal data of shareholders of Uniper SE. The notary, Dr. Hauschild, is going to take to his minutes a print out of the invitation documents including the agenda and the resolutions to be cast and voted on. Ladies and gentlemen, I would like to officially state that the meeting has been invited according to the law and in line with the Articles of Association. This was all appropriate. We are currently compiling a list of people attending. The attendance area of this Annual General Meeting only includes this room and the venue from where we broadcast. Any changes arising during the meeting are going to be updated. As soon as I will have the first attendance figure, I'm going to inform you. If and where there should be changes during the course of the meeting, I will also give you an update on our attendance ratio before we announce the results. Ladies and gentlemen, after my introductory remarks and the reports by the Board of Management and the Supervisory Board, we are going to answer the questions submitted by shareholders in good form and time. After answering the questions, we're going to cast the vote on the items on the agenda and we're going to adopt resolutions. Ladies and gentlemen, just a few indications on how to vote. You can vote via postal vote, that is via letter, fax or email, or by entering something into the online service for shareholders or by the proxy holders of the company. And this has -- or will have been possible up to the point in time at today's Annual General Meeting when I close the vote. I'm going to announce the closing of the vote previously. Up to the point when the voting is closed, you can also change your vote as mentioned before. I'm going to remind you to cast a vote when the time comes, but I would like to ask you also to cast your vote in good time. You will also find information on how to exercise your voting right in the invitation documents and on the Internet pages of the company for the Annual General Meeting. A proxy holder of the company will cast votes as he or she will release the votes stored in the system according to your instructions. The personal votes received in good time are also considered in finding what the result of the vote will be. The process of voting and the tallying of votes will be monitored by the notary, who has checked the technical prerequisites previously. Ladies and gentlemen, before we now move on to the agenda, as such, I would now like to give you, as announced, the first overview of the attendance figures of this virtual Annual General Meeting of Uniper SE as it is to be seen in the attendance record. And I would like to tell you how many postal votes have been received so far. As for the attendance figure, at present 315,137,722 votes are represented. This is tantamount to 86.11% of the capital stock of the company. In addition, we have received postal votes for 937,613 shares. In total, the number of votes is 316,075,335, which is 86.37% of the capital stock. We are pleased to see that a large number of shareholders is following today's Annual General Meeting via live stream in the online service. Ladies and gentlemen, we can now move on to the agenda, which consists of 7 items today. These are known to you from the invitation document, so I can be brief. Item 1 concerns the presentation of annual statements and consolidated statements of Uniper SE for fiscal year 2021, together with the management report for Uniper SE and Uniper Group and the report of the Supervisory Board. For this purpose, I would now like to hand over to the Management Board to report about the situation of the company. Mr. Maubach it's all yours.

[Interpreted] Ladies and gentlemen, shareholders and guests, I'd like to welcome you very warmly in this year's Annual General Meeting of Uniper SE. In normal times, we would be joining you in taking a focused look back at a successful fiscal year 2021. Unfortunately, these are no normal times on the contrary. Indeed, the Russian war of aggression against Ukraine represents a major turning point in history. Looking at business focus alone is therefore not enough today. We at Uniper, including myself, personally, condemn this all. And our thoughts are with people directly or indirectly affected by the violence and suffering caused in Ukraine. Ladies and gentlemen, before I go into more detail about the drastic changes that came into effect at the latest on the 24th of February and which will also have a significant impact on the Uniper Group, I would first like to look at the past fiscal year. Overall, we can draw positive conclusions for the year 2021. And in 2021, Uniper significantly surpassed its earnings in the previous year by posting adjusted EBIT of EUR 1.187 billion. In 2020, we had EUR 98 million. This increase of nearly 19% is mainly attributable to the strong performance in the Global Commodities segment. We expect these developments to continue in 2022. The figures in the first quarter prompted us to issue an ad hoc release on the 26th of April informing the capital market about a negative adjusted EBIT of approximately EUR 830 million. The decline in earnings is mainly attributable to the gas midstream business, in particular, the gas storage optimization. Due to the current market environment, Uniper has reduced its expected gas storage withdrawals in Q1 in favor of future quarters. This will result to a significant shift done a significant shift of the corresponding earnings from the first quarter to the remaining quarters of fiscal 2022. This decision was made most of all for commercial reasons. At the same time, this will enable Uniper to hold additional gas volumes in store and, thus, contribute to security of supply. We're maintaining our outlook for the full year unchanged. It shows that the quarterly figures are a shift within the current year. Ladies and gentlemen, as announced in our financial press conference in February, today, we're proposing a dividend payment for fiscal 2021 of approximately EUR 26 million. This means EUR 0.07 per share. In view of the continuing high volatility in the energy markets, the aggravated geopolitical situation and the increasing momentum of the European energy transition, we at Uniper are placing a stronger focus on adequate liquidity management and sustainable investment capability. This is reflected in our dividend proposal. At this point, I would like to thank approximately 11,500 colleagues not just for the good business performance, but also for the way they've handled and the efforts they've made in the current situation, which is not an easy one for any of us. Precisely because we are a group with long-standing relations with Russia, we're very concerned by this war and we feel this different but always very personal levels. Some people at Uniper have relatives in Ukraine. Many are personally committed to helping alleviate the suffering and supporting people in need wherever they can. This willingness to help is also reflected, for example, in the fact that our employees have already donated EUR 175,671 on their private funds to help Ukraine. Uniper itself donated to aid organizations at the beginning of the war and topped up the private donations made by employees. In total, we have estimated approximately EUR 600,000. By providing accommodation to refugees in Germany, Uniper is making a small contribution for those who have lost their homes and homesteads through conflict and displacement. I'd like to express my thanks and respect to all of those who have participated in these actions. Ladies and gentlemen, with its attack on Ukraine, Russia has broken international law. We are witnessing human rights violations and crimes against humanity in the heart of Europe, a development that seemed unthinkable to most of us just a few weeks ago. The West has responded to the war in Ukraine with joint and resolute action. After the outbreak of the war, we publicly declared the following steps: Uniper will not make any new investments in Russia. The strategic review of Russian subsidiary, Unipro, which began before the start of the war, will be resumed as soon as possible. We have stopped transferring funds to Unipro until further notice. We've also decided not to renew our coal supply contracts with Russia. We also ensure that our coal-fired power plants in Europe can be operated without Russian coal. At the same time, at the request of the German government, the extension of the coal-fired power generation at the German Staudinger, Heyden, Scholven and Wilhelmshaven power plants is under review. This way, we are preparing for the case that these plants may be needed to secure power supply. So the focus here is on those plants that can contribute to security of supply in the coming winter. We've prematurely extended our credit facility with KfW Bank until 30th of April 2023. This is a precautionary measure in order to have sufficient liquidity. And incidentally, the credit facility has not been utilized to date. At the same time, Uniper has fully written down to 0 the value of its loans to Nord Stream AG to the amount of EUR 1.3 billion, including accrued interest. In addition, and this is a very important point, we are accelerating the already started diversification of our portfolio. We're doing this by expanding our LNG portfolio and procuring additional volumes of liquified natural gas from many different sources and countries. This way, we are helping to make Germany's energy supply more secure. This has been our declared goal ever since Uniper was founded in 2016, and then it's long before the current crisis. At Uniper, we do not only obtain gas in Russia, but also from many other countries and regions in the world. Norway, the Netherlands, Azerbaijan, the United States, Qatar and others. Uniper plays a crucial role in Germany's energy supply, and we will overcome the challenges ahead. This war in Europe is a watershed, also for Uniper. No one can predict how the situation will develop in the coming weeks and months. We must therefore act very quickly in the short term, but we must not lose sight of our medium- to long-term goals in this process either. In the long term, the German government intends to significantly reduce Germany's dependence on Russian natural gas. In the short term, however, restricting Russian gas supplies would severely damage our industry and society. Economic analyses assume a slump in economic output of 3% to 6% of the gross domestic product in such a scenario. One thing is clear, natural gas an indispensable raw material for a wide range of products in industrial manufacturing, in addition to its role as an energy source in industry and for private households. The often-discussed potential gas embargo would cause job losses in the short term and many industries would suffer considerably or even have their existence threatened. Such a gas embargo would pose a high risk for Germany as a place to do business. And it would not only have an impact on Germany but also on the European Union. This is something we need to be aware of. Our aim in this crisis is to work together with the governments of the European countries that we operate in, especially with the German government. In the situation that we find ourselves in right now, there are no easy answers. Nevertheless, short- and long-term energy issues are pressing. That's why we can only face the current energy market situation with a healthy dose of pragmatism. This applies to business just as much as it does to politics. Now what does that mean in concrete terms? We need to secure our energy supply more reliably and affordably in the short term. On the subject of gas, this means that we need to procure as much LNG, i.e., liquefied natural gas, as possible. In addition, the regulation of gas storage facilities must become more practical so that we can ensure higher filling levels. The first step has been taken with the German Gas Storage Act. At the same time, we must prepare for an emergency. The gas emergency plan that the German government developed a few years ago is at best a starting part. This plan was not written for wartime and not for situations where there is gas shortage for several weeks and months. We therefore need comprehensive measures to be able to respond to possible gas freeze and to limit the consequences for suppliers and consumers as far as possible. This is where we are willing to contribute all our expertise. We therefore immediately resumed our planning for an LNG terminal on the German North Sea coast and are supporting the German government in the project on site. Only about 2 weeks ago, we announced together with the German Economics Minister Habeck, we announced that we will realize the terminal in Wilhelmshaven. The German government has thus once again emphatically underscored the importance of our site for energy supply in Germany. In order for this project to be implemented quickly, we need a fundamental acceleration of approval procedures. The so-called LNG Acceleration Act submitted by the German government goes in the right direction. In recent months, we've been working with the competitor to help the German government procure four floating storage and regasification units, so-called FSRUs. The ships to land LNG were recently charted by the federal government. Under ideal conditions, one of these FSRUs could be moored at our Wilhelmshaven site as early as winter 2022, 2023. This would give Germany its first national terminal for gas transport by sea. As the largest independent LNG trader in Germany, we traded around 360 cargoes last year. Together with the German Federal Ministry of Economic Affairs and Climate Action, we're working on the procurement of further energy cargoes to secure Europe's energy supply. Ladies and gentlemen, this is a selection of measures that are necessary and have already been initiated. In the medium and long term, the expansion of renewables must be accelerated. In addition to the argument of climate protection, renewables now also have the arguments of supply security and energy independence on their side because of their potential to produce hydrogen. Gas remains indispensable as a reliable part of our renewables. In parallel, we need hydrogen. In this context, being open to different technologies used in the production of hydrogen is essential to drive a rapid market ramp-up and, thus, the transformation of our energy system. Here, a technology-neutral approach that is as broad and open as possible is called for. At least, this is what the current discussion about dependencies and diversification should teach us. We recognized hydrogen's potential more than 10 years ago and began working on the gas and the associated technologies. That is why today, we have good reason to call ourselves experts in this field. I'm currently working on a hydrogen hub in northern Lower Saxony. At our natural gas storage facility in Krummhörn, we are testing storage of green hydrogen on a commercial scale there. The proximity to Wilhelmshaven enables the connection to the Uniper project, Green Wilhelmshaven. There, Uniper is developing 2 assets for green hydrogen in parallel to the LNG terminal. First, an important terminal -- sorry, an import terminal for ammonia, which is planned, and which we'll be able to convert ammonia back into hydrogen. Secondly, Uniper envisages a large-scale electrolysis plant with a capacity in the gigawatt range to produce green hydrogen. This way, we will establish the Wilhelmshaven site as a green hydrogen hub that can meet about 15% of Germany's hydrogen demand by 2030. Uniper imports approximately 370 terawatt hours of gas per year, supplying thus directly to numerous industrial capitals and municipal utilities. This corresponds to around 1/3 of the average of the average gas consumption in Germany. We're also the largest operator of natural gas storage facilities in Germany with the capacity of around 70 terawatt hours. This corresponds to around 1/3 of Germany's storage capacity and just under 1/10 of Germany's annual gas demand. Uniper thus plays a central role in the German and European gas market and in supplying our country. Against the backdrop of the considerable upheavals on the energy market and the importance of energy utilities for our country, close coordination with the German government is, therefore, a prerequisite for ensuring that our energy supply remains secure, sustainable and affordable. Indeed, we can, therefore, look back in this crisis on a very fruitful collaboration after only a short time. Let me make one thing perfectly clear, hardly any other industry is as relevant in the current situation as energy. More than ever, the energy sector is systemically important. At Uniper, we're aware of this responsibility and we are also systemically important. Finally, I would like to briefly address the countermotions submitted by the Dachverband der kritischen Aktionäre, the Umbrella Association of Critical Shareholders, on agenda items 3 and 4. The Management Board considers all the allegations made by the Dachverband to be unfounded in substance. On the topic of renewables, I'd like to refer to the business expansion already mentioned, which Uniper is continuing to pursue at full speed as part of its strategy. In addition to wind and solar power, we're also working intensely on expanding our hydrogen business. I already explained the topic of business with Russia. At the moment, Germany and, therefore, Uniper is depending on gas supplies from Russia in the interest of supply security. At the same time, we're working to diversify our procurement internationally. In addition to pipeline gas, we're seeking additional LNG volumes that are also supporting the expansion of the necessary infrastructure, specifically the groundbreaking for the LNG terminal in Wilhelmshaven has taken place. As mentioned, we have written off our stake in Nord Stream 2. Uniper has always pursued this project as a financial investor and has now drawn the necessary conclusions from the changed geopolitical situation. With regard to our business relations with SOCAR and Scarborough, I would like to add that we are in close contact with NGOs as part of our sustainability policy and that we are committed to ensure that human rights and environmental concerns are respected. I'd also like to comment briefly on the arguments put forward by the Dachverband against approving the actions of the Supervisory Board. Uniper has been part of the Bettercoal initiative for years and is completely committed to raising our suppliers' coal production to acceptable environmental and social standards and initiating improvements. The operation of Datteln 4, incidentally, one of the most efficient coal-fired power plants in the world, is based on the valid permits obtained. And in any case, there can be no talk of an illegal build. We have already explained our legal position on the underlying legal disputes in detail and are confident that the courts will rule in our favor. Finally, the coal phaseout in the Netherlands. Here, too, we have explained our legal position to the relevant authorities and are demanding fair compensation. At the same time, I would like to emphasize that we continue to act as an active supporter of the coal phaseout. As you can also see from the early power plant closures announced last year. Coming to an end, I would like to emphasize that we at Uniper take the issues of transparency, climate protection, HSSE and sustainability very seriously, and that the Management Board and the Supervisory Board see no factual basis whatsoever for not granting discharge for fiscal 2021. Ladies and gentlemen, let me summarize once again. Despite the tense market environment, we were able to present solid business figures for 2021. Even after a slow start in Q1, Uniper confirms the outlook and expects an adjusted EBIT within the range of EUR 1 billion to EUR 1.3 billion for 2022. Nothing has changed even after the slow start. We're continuing to drive forward the energy transition with the expansion of hydrogen capabilities and renewables. We support the German government and all its efforts to become independent of Russian energy more quickly and make a major contribution to security of supply. We're building the first LNG terminal in Germany. We're the major player in the global LNG market. We are the largest gas storage operator in Germany, and we account for a significant share of the so-called system systemically important power plants in the electricity market. Currently, 4 power plants of Uniper have been transferred to the so-called grid reserve and has comprise 31% of the German grid reserve. Ladies and gentlemen, Russia's attack on Ukraine confronts us with new realities. At Uniper, we're embracing these and reorienting ourselves. Never has the energy transition been more urgent and never have we worked harder to achieve it. Thank you very much for your attention.

[Interpreted] Ladies and gentlemen, shareholders, I think I'm also speaking on your behalf thanking Mr. Maubach for his report. Ladies and gentlemen, that takes me to the report of the Supervisory Board. Since the 24th of February 2022, the world has changed radically. It's never been the same. The Russian invasion in Ukraine that we condemn has shocked us all, and it makes us feel very concerned. The events in Ukraine are challenging the values of a democratic and open society, basically something we deal with on a daily basis in private, but also in business. First and foremost, at this point, we would like to express our deep concern, solidarity with the people who have been directly concerned by the war without bearing any guilt. I can assure you that the Supervisory Board continuously monitors the geopolitical trends in cooperation with the Management Board, evaluating the risks arising for Uniper. As a pillar of German and European energy supply, Uniper is in a particular dichotomy between social responsibility, ensuring supply security and ensuring that the company is able to carry risks. Within this geopolitically difficult situation and these very challenging times, the Supervisory Board is closely cooperating with the Board of Management. Speaking about several relevant topics that I would like to explain now in detail. As an operator of gas storage facilities, Uniper saw last winter what enormous effects scarcity of supply can have as the gas storage facility is empty. The resulting gas price increases have been a particular challenge for Uniper in terms of liquidity before the change of year. The Supervisory Board has extensively dealt with the extreme price developments in the national and international LNG markets and the economic situation of the company, and the Management Board informed the Supervisory Board continuously. In actual terms, the Supervisory Board dealt with the earnings, financial and asset situation of the company, the development of staff and the possibilities for earnings and the risk for earnings of Uniper SE and the Uniper Group. In addition, the requirements for margining and the liquidity situation were closely monitored and intensely discussed in order to face the highly volatile market price development, particularly towards the end of fiscal 2021. The substantial market price fluctuation provided for an unprecedented liquidity need for guarantees or collaterals, which was covered with a number of different tools, for example, comprehensive credit facilities by the main shareholder, Fortum, and the credit institution for reconstruction, KfW. With the recognition of separatist areas by Russia, the stop of the approval process for Nord Stream 2 and the following invasion in Ukraine, the situation exacerbated even further for Uniper. Since early March, the Supervisory Board has met as a plenary but also in its committees and extraordinary meetings particularly to discuss the effects of the war, a potential gas embargo, Uniper's liquidity situation and its rating. The substantial risks resulting from current developments are continuously evaluated by rating agencies. Uniper continuously and transparently exchanges ideas with these agencies in order to ensure that we keep our investment-grade rating. At this point, however, I may emphasize that the long-term interruption of gas supplies to Germany would have substantial effects on Uniper, too. The potential risk deriving from that are continuously monitored by the Management Board. For this purpose, the Supervisory Board continuously exchanges ideas with the Management Board and has recently decided to increase the frequency of meetings as a plenary and on the Audit and Risk Committee in order to meet its particular requirements of duty in this situation. In addition, the Supervisory Board is continuously informed about other activities of the Management Board, including information about activities to ensure security of supply. In addition, the Supervisory Board intensely deals with the effects of sanctions on our Russian shareholding, Unipro, which provides a not unsubstantial contribution to our group earnings. Ladies and gentlemen, then I move on to other focal areas of the work of the Supervisory Board in the past fiscal year. You can see the full report, the management report, Pages 2 through 8. This is published on the Internet pages of the company if you access the item under general meeting. The Management Board extensively reports to the Supervisory Board about the status of implementation and necessary adjustments of the strategy. A particular focus was on Uniper's transformation towards a decarbonized portfolio with the essential pillars of renewable energies and hydrogen business. Other key topics of consultation were the development of European and German energy policies, the continued development of regulatory environments and the overall economic situation in countries where Uniper is active, especially with a view to the respective reverberations on the various business segments of Uniper. The Supervisory Board particularly dealt with Uniper's positioning on the coal exit in Germany, which is of high relevance for Uniper's core business. Again, Uniper was successful in the bid for tender of the bonus nets are going to reduce the go-to power as a fuel in coal-fired power plants and lignite-powered small power plants. And it was granted. It's won the bid for the premature closure of power plants, starting with 5 solvency in Wilhelmshaven. In the U.K., Uniper decided to close 1 of its 4 units of the hard coal-fired power plant in Ratcliffe early, too. But I'd like to point out that against the backdrop of the current situation that I've already mentioned at the beginning of the report, the adjustment of the coal exit path might become necessary. Ladies and gentlemen, the Supervisory Board checked the annual statements of Uniper SE as of the 31st of December the management report -- with the group management report and the consolidated statements under IFRS and the proposal of the Management Board for the appropriation of profit. And it has taken note of the audit report of the auditors of the financial statements with the unqualified audit opinion. These documents are available on the Internet pages of the company together with other documents for Item 1. Having checked things comprehensively, the Supervisory Board has no objections to these documents. The annual financial statements of Uniper SE were approved at the Supervisory Board meeting at its meeting on the 22nd of February '22. In addition, the Supervisory Board approved the consolidated statements, even considering the described essential events after the balance sheet cutoff date described on Page 244. The Supervisory Board approved of the summary management report, including statements on further development of the company. The profit distribution proposal of the Management Board for a dividend of EUR 0.07 per share, entitled to dividend, was checked by the Supervisory Board also with a view to the liquidity of the company and the funds and investment planning. The proposal is in line with the company's interest considering the shareholders' interest. Weighing all the arguments, the Supervisory Board approves of the -- or agrees to the proposal by the Management Board. Since there is currently no domination agreement with Uniper SE, the Management Board of Uniper SE has compiled a dependency report for the relationships of Uniper SE to affiliated companies for the period from the 1st of January 2021 to the 1st of December 2021. The auditors have granted an unqualified audit opinion. This report was also submitted immediately to the Supervisory Board who checked it and discussed it together with the Management Board. On the grounds of its review. The Supervisory Board arrived at the conclusion that this report is in line with the legal requirements. After the conclusive result of the review by the Supervisory Board, there are no objections against the statement by the Management Board towards the end of the report about relations to associated companies. The Supervisory Board has published a respective report to the Annual General Meeting on the dependency report, too. Before I conclude my report, I would like to speak about conflicts of interest on the Supervisory Board. Mr. Esa Hyvarinen, Markus Rauramo, Ms. Nora Steiner-Forsberg and myself have abstained from voting on a credit facility with Fortum because there could be a potential interest conflict. In addition, Mr. Maubach also abstained from voting with regard to the approval of an additional activity of our Chief Commercial Officer, Mr. Niek den Hollander. There were no other conflicts of interest. Ladies and gentlemen, I would now like to come to the conclusion of the Supervisory Board report. At this point, I would like to extend my thanks to the Management Board and the whole staff of Uniper for the very successful work in 2021. This is also on behalf of the whole Supervisory Board. This performance didn't go without saying in the given circumstances extremely challenging. This deserves our respect and high recognition. In addition, I would like to explain on the countermotions published, the Supervisory Board agrees with the Board of Management, considering them unfounded. I would now like to conclude the report by the Supervisory Board. I'd like to get back to the items on the agenda. Item 2 concerns a resolution on the appropriation of profit. To this state, the company doesn't hold any own shares so it is not necessary to update the proposal. So the proposal is still to use the balance sheet profits of Uniper SE to the tune of [ EUR 145,759,013.35 ] for paying out dividend to the tune of EUR 0.07 for each no-par value share entitled to a dividend, thus paying out a total of EUR 25,617,200. The balance sheet profit remaining after the payout of dividend shall be taken to profit carried over other profit reserves. Item 3 is a decision on the discharge of the members of Uniper SE's Management Board for the financial year 2021. Item 4 is to cast the resolution on the discharge of the members of Uniper SE's Supervisory Board for financial year 2021. Item 5 will be a resolution on the appointment of auditors. So this is not just for the annual financial statements, this could also be for interim statements or interim management reports. Item #7 -- sorry, Item 6, there's a resolution to be passed on the approval of the remuneration Board for financial year 2021. Item 7 is for resolution on elections to the Supervisory Board. The term of office of shareholder representatives on the Supervisory Board of Uniper ends from the end of today's Annual General Meeting under item 7. Therefore, as proposed by the Supervisory Board, Mr. Markus Rauramo, Ms. Nora Steiner-Forsberg, Professor Dr. Werner Brinker, Ms. Judith Buss, Mr. Esa Hyvarinen and myself are up for elections to the Supervisory Board. All candidates are already members of the Supervisory Board of Uniper SE and they are proposed to be reelected today. Therefore, you, shareholders, know these candidates, which is why we are waiving any potential video message for those candidates up for election. In the document of invitation, you will also find other information on the candidates, however, including curriculum vitae. Any of the proposed candidates shall be voted for -- or shall be elected for a period which would last no longer than 6 years from the end of today's Annual General Meeting. And as already shown in the invitation, according to the estimate of the Supervisory Board, Professor Dr. Werner Brinker and Ms. Judith Buss are in no personal and/or business relationship with Uniper SE and/or the companies belonging to its groups, the bodies of Uniper SE or any shareholder holding a major share in Uniper SE, which would have to be disclosed to the Annual General Meeting according to recommendation C 13 of the German Corporate Governance Code. According to the Supervisory Board's estimate, Professor Dr. Werner Brinker and Ms. Judith Buss are independent for the purposes of the German Corporate Governance Code. Mr. Markus Rauramo, Esa Hyvarinen, Nora Steiner-Forsberg and myself do entertain business relationship with Fortum Oyj Finland, the indirect majority shareholder of Uniper SE. [ Mr. Rauramo ] is President and Chief Executive Officer; Mr. Esa Hyvarinen is the Head of the Office of the CEO; and Ms. Nora Steiner-Forsberg is General Counsel and a member of the management; and myself, I am a CFO at Fortum Oyj in Finland. Ladies and gentlemen, I can assure you that all candidates will as Supervisory Board members see to it that they can spend enough time to perform their tasks. In addition, by coming up with the proposal for election and by making a statement, the Supervisory Board considered the requirements under the German Corporate Governance Code and the targets of the Supervisory Board for its composition. In case they should be elected, all candidates have declared that they would accept the election. Shareholders, at this point, I would also like to inform you briefly about staff changes with regard to the employee representatives on the Supervisory Board. The SE Works Council of Uniper SE appointed employee representatives for the period starting from the end of this Annual General Meeting on the 22nd of March, Ms. Victoria Kulambi, Immo Schlepper and Harald Seegatz, who belong to the Supervisory Board of Uniper SE on the OE side, have been appointed from the end of this Annual General Meeting and new to the -- as Supervisory Board members. In addition, the SE Works Council appointed Holger Grzella, Diana Kirschner and Magnus Notini as employee representatives effective as of the end of this Annual General Meeting. Mr. Oliver Biniek, Barbara Jagodzinski and André Muilwijk are going to leave the Supervisory Board of Uniper SE at the end of today's Annual General Meeting. All 3 of them belong to the Supervisory Board of Uniper SE as employee representatives since Uniper AG was turned into an SE in 2016. I would like to extend my warmest thanks to the outgoing members, Oliver Biniek, Barbara Jagodzinski and André Muilwijk for their long-standing commitment to our companies. The employee representatives newly appointed from the end of today's Annual General Meeting for the Supervisory Board would like to personally introduce themselves now to you. And for that purpose, they have recorded brief video messages. Let me first show you the video message by Mr. Grzella.

[Foreign Language]

Thank you, Mr. Grzella for your words. Now we're showing you the video message by Ms. Diana Kirschner.

[Foreign Language]

Thank you very much to you as well, Ms. Kirschner, for your kind introduction to our shareholders. Magnus Notini has also recorded a brief video message for you.

Dear shareholders, my name is Magnus Notini, and I'm a maintenance engineer at Sydkraft Thermal Power, and I'm situated at Karlshamn power station in Sweden. This is Scandinavian's largest peak and reserve power station. I'm also a Deputy Chairman of the Uniper SE Works Council. I'm on Sydkraft Thermal Power in September 2007. In 2015, I was elected as a Country Chairman for the union. And since then, I worked full time with coal determination. Since joining Sydkraft Thermal Power, I have been involved in several exciting projects, including [ Basic 2 ], [ Basic 3 ] and [ Basic R ], which is decked with control system replacement on Unit 2, Unit 3 and at the flue gas treatment plant of Karlshamn power station. I worked as a maintenance engineer up until 2015. Since then I worked full time with coal determination. I have experienced the work as very evolving for me in my professional role. It was also very interesting to be a part of this massive modernization of our power station. I have always had my base in Sweden, and I currently live in a small town called Karlshamn together with my wife. We have 2 children, 4 cats, 1 lively dog and 3 horses. So I have no problem filling up my spare time. I have been working from home throughout the pandemic, which has given me a better work-life balance without the daily commute, meaning I have more time for both work and family. The energy transition that we are currently in the middle of is something that I'm fascinated by and all the new projects that diversify our business, such as the hydrogen projects. I hope to be able to use and share all my learnings both from working in the business and from my union experience. I am delighted to contribute to Uniper's continued success during this difficult yet exciting time within the industry through my role in the Supervisory Board. I'm thankful for my previous nomination as a replacement for André Muilwijk from Uniper Benelux, who at this year's AGM steps down from the Uniper Supervisory Board. I'm honored, I'm happy to take your seat. Thank you.

I would also like to thank Mr. Notini for his statement. Ladies and gentlemen, the agenda has now been presented and we're closing the public broadcasting of this year's Annual General Meeting. I would like to thank all viewers for their interest in our company. Our shareholders can obviously follow the Annual General Meeting continuously by the online set. [Portions of this transcript that are marked [Interpreted] were spoken by an interpreter present on the live call.]