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110 NOTES / OTHER DETAILS AND RISK REPORT (66) Information on the Boards Supervisory Board Geiserich E. Tichy Chairman Karl Samstag (until 5 May 2004) Vice Chairman (until 5 May 2004 ) CEO and Chairman of the Board of Management, Bank Austria Creditanstalt AG (until 26 January 2004) Erich Hampel (from 5 May 2004) Vice Chairman (from 5 May 2004) CEO and Chairman of the Board of Management, Bank Austria Creditanstalt AG (from 26 January 2004) Johann Zwettler Vice Chairman CEO and Chairman of the Board of Management, Bank für Arbeit und Wirtschaft Aktiengesellschaft Karl Sevelda Vice Chairman (from 5 May 2004) Member of the Board of Management, Raiffeisen Zentralbank Österreich Aktiengesellschaft State Commissioner Alexander Gancz State Commissioner (until 1 August 2004) Kurt Bayer State Commissioner (from 1 August 2004) Federal Ministry of Finance Board of Management Wilfried Stadler CEO and Chairman of the Board of Management First appointed to the Board: 1 July 1995 Until: 30 June 2010 Mandates at other supervisory boards (as at 31 March 2005): Österreichische Hotel- und Tourismusbank GmbH Rundfunk und Telekom Regulierungs GmbH (Chairman) Wienstrom GmbH Trodat Holding GmbH Die Furche Zeitschriftenbetriebs GmbH & Co. KG (Chairman) ATP Planungs- und Beteiligungs AG Elisabeth Bleyleben-Koren Vice Chairperson (until 5 May 2004) Deputy CEO and Vice Chairperson of the Board of Management, Erste Bank der oesterreichischen Sparkassen AG Willibald Cernko (from 5 May 2004) Member of the Board of Management, Bank Austria Creditanstalt AG Karl Fink Deputy CEO, WIENER STÄDTISCHE Allgemeine Versicherung Aktiengesellschaft Herwig Hutterer Friedrich Kadrnoska (until 5 May 2004) Deputy CEO and Vice Chairman of the Board of Management, Bank Austria Creditanstalt AG (until 26 January 2004) Heinz Kessler Stephan Koren CEO and Chairman of the Board of Management, Österreichische Postsparkasse Aktiengesellschaft Kurt Löffler Managing Director ERP Fund Christa Jessenitschnig Deputy State Commissioner (until 1 September 2004) Anita Gratzl-Baumberger Deputy State Commissioner (from 1 September 2004) Federal Ministry of Finance Franz Pinkl (from 5 May 2004) CEO and Chairman of the Board of Management, Österreichische Volksbanken-Aktiengesellschaft Regina Prehofer Member of the Board of Management, Bank Austria Creditanstalt AG Karl Stoss (until 5 May 2004) Member of the Board of Management, Raiffeisen Zentralbank Österreich Aktiengesellschaft (until 30 September 2004) Manfred Url (from 5 May 2004) Member of the Board of Management, Raiffeisen Zentralbank Österreich Aktiengesellschaft Wolfgang Agler Employees’ representative Gabriele Bauer Employees’ representative Helmut Hinek Employees’ representative (from 1 October 2004) Otto Kantner Employees’ representative Hermine Lessiak Employees’ representative Martina Plessl Employees’ representative Klaus Gugglberger Member of the Board of Management First appointed to the Board: 1 January 2002 Until: 30 June 2010 Mandates at other supervisory boards (as at 31 March 2005): APCS Power Clearing und Settlement AG AGCS Gas Clearing and Settlement AG Lead Equities Mittelstandsfinanzierungs AG (Vice Chairman) gamma II Beteiligungs-AG (Chairman)
(67) Events after the balance sheet date NOTES / OTHER DETAILS AND RISK REPORT In January 2005, DIFA, a German real estate fund management company, took over a 49% share in a total of seven holding companies of the subsidiary Europolis in Czechia and Hungary. The investment package includes four office buildings in Prague and Budapest, two shopping centres in Teplice and Mladá Boleslav, as well as two logistics buildings on the edge of Budapest with a total usable floor space of 230,000 m2 . DIFA also acquired 100% of another holding company called “Hadovka”. The fair value of these properties is EUR 300 m. The EBRD has assigned all of its shares while the Investkredit Group has reduced its 65% holding in seven properties to 51% via a newly formed holding company. Working with DIFA forms the basis for further real estate acquisitions in the CEE countries, especially in Hungary and Czechia, where Europolis will be DIFA’s exclusive representative. Dexia Kommunalkredit Holding has applied for a banking licence. Operations are set to begin before the end of the first quarter of 2005 under the name Dexia Kommunalkredit Bank. This bank will be responsible for the Central and Eastern European business of the Kommunalkredit Group and the Dexia Group. At the beginning of 2005, Kommunalkredit Austria AG made a further issue of covered bonds with a face value of EUR 1 bn. On 28 December 2004, Österreichische Volksbanken-AG (ÖVAG) published that, in addition to the 3.5% of the shares it already held in Investkredit Bank AG, it had secured another 41.2% through options. These shares were held at that time by BAWAG/P.S.K., Erste Bank and Wiener Städtische Versicherung. ÖVAG also announced that it was interested in acquiring a majority and intends to offer the other shareholders under the terms of a public offer EUR 123 per share. On 2 February 2005, ÖVAG exercised its call options, purchasing (pending approval by the anti-trust commission and supervisory authorities) about 41.5% of Investkredit’s shares. Thus ÖVAG now holds about 45% of the share capital. In this connection the Takeover Commission set a deadline for ÖVAG to submit its takeover offer in accordance with the Takeover Act of a maximum of 40 trading days on the stock exchange from the date ÖVAG published its intent to take over Investkredit. The offer handed over to the Takeover Commission by ÖVAG on 24 February 2005 is scheduled to be published on 17 March. (68) The transition to IFRS The primary objective of IFRS financial statements is to provide investors with information on a company's financial position and performance. On the other hand, the main emphasis in financial statements pursuant to the Austrian Commercial Code is on the protection of creditors. These differing goals result in differences in accounting methods and also in reporting. Risk provisions for loans and advances Risk provisions for loans and advances are shown openly on the assets side as a reduction, according to usual international practice. Trading assets and liabilities Trading portfolio items, which are contained in several different balance sheet items pursuant to the Austrian Commercial Code, are summarised under IFRS rules under trading assets or trading liabilities. These items also contain the fair values of derivative financial instruments. Financial investments The item “financial investments” covers equity investments, securities serving as financial assets as well as securities in the liquidity reserve. Securities under current assets, which are valued under the Austrian Commercial Code at the lower of cost and fair value, are stated under IFRS at fair value. Derivative transactions Derivatives are treated differently according to category, applying IAS 39. Derivatives in the trading portfolio are recognised as trading assets or trading liabilities. They are accounted for at their fair value, the same practice as under the Austrian Commercial Code. Derivatives in the banking book are treated, depending on their purpose, as fair value hedges, cash flow hedges or macrohedges, and considerable differences arise vis-à-vis the Austrian Commercial Code through accounting at fair value. Personnel provisions Provisions for pensions and similar commitments are based according to the Austrian Commercial Code on the statistical accumulation procedure and under the IFRS on the dynamic defined benefit obli- 111
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120 110 100 90 80 70 60 50 40 30 20
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THE INVESTKREDIT GROUP The speciali
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04 CORPORATES LOCAL GOVERNMENT REAL
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STRATEGY AND SUCCESS FACTORS The di
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The main factors for business succe
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PERFORMANCE / LETTER FROM THE BOARD
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PERFORMANCE / LETTER FROM THE BOARD
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16 PERFORMANCE / INVESTKREDIT SHARE
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MANAGEMENT REPORT 2004 MARKET ENVIR
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DEVELOPMENT OF EARNINGS AND OF THE
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Investments in real estate and mode
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100% 90% 80% 70% 60% 50% 40% 30% 20
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members of supervisory boards not h
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Social responsibility and sustainab
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32 MANAGEMENT REPORT / CORPORATE CO
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includes four office buildings in P
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consolidation were below expectatio
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40 SEGMENT REPORTING / CORPORATES C
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“Together with financial investor
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vious year) was also noticeably and
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48 SEGMENT REPORTING / CORPORATES t
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“AIG/Lincoln Polska - a Polish br
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ness: High-quality documentation of
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56 SEGMENT REPORTING / CORPORATES m
Page 63 and 64: LOCAL GOVERNMENT Structure The loca
Page 65 and 66: FACTORS OF INCREASED EARNINGS IN 20
Page 67: of the year, this was reinforced wi
Page 70 and 71: 66 SEGMENT REPORTING / REAL ESTATE
Page 76 and 77: 72 FINANCIAL STATEMENTS OF THE INVE
Page 78 and 79: 74 STATEMENT OF CHANGES IN EQUITY S
Page 80 and 81: 76 NOTES / ACCOUNTING AND VALUATION
Page 86 and 87: 82 NOTES / INCOME STATEMENT Notes t
Page 88 and 89: 84 NOTES / INCOME STATEMENT Segment
Page 90 and 91: 86 NOTES / INCOME STATEMENT (19) Ne
Page 92 and 93: 88 NOTES / INCOME STATEMENT (25) Ba
Page 94 and 95: 90 NOTES / BALANCE SHEET Notes to t
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Page 98 and 99: 94 NOTES / BALANCE SHEET Name and r
Page 100 and 101: 96 NOTES / BALANCE SHEET of EUR 6 m
Page 102 and 103: 98 NOTES / BALANCE SHEET (43) Provi
Page 104 and 105: 100 NOTES / BALANCE SHEET (46) Subo
Page 106 and 107: 102 NOTES / OTHER DETAILS AND RISK
Page 118 and 119: 114 REPORT OF THE SUPERVISORY BOARD
Page 120 and 121: 116 GLOSSARY OF TECHNICAL TERMS ABS
Page 122 and 123: 118 GLOSSARY atives, sometimes a su
Page 124 and 125: 120 GLOSSARY HELD TO MATURITY Categ
Page 126 and 127: 122 GLOSSARY MITTELSTANDSBONDS Mitt
Page 128 and 129: 124 GLOSSARY SEGMENT REPORTING Term
Page 130 and 131: 126 CORPORATE COMMUNICATIONS SERVIC
Page 132 and 133: AUSTRIA • Frankfurt Investkredit
Page 134 and 135: www.investkredit.at www.investmezza
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