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Erste Bank JPMorgan Merrill Lynch International

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A total of 3,512.0 of these shares were purchased under the employee participation plan 2005. If<br />

these shares are sold before January 1, 2011, the granted discount of 30% of the purchase price has<br />

to be repaid.<br />

Employee Participation Plan<br />

In connection with the capital increase from authorized capital adopted by the management board<br />

and approved by the supervisory board on April 20, 2008, the management board established an<br />

employee participation plan for certain Group employees. Up to 1,000,000 new shares are available<br />

for the employee participation plan, which are to be preferentially allocated to participating employees<br />

at a preferential price.<br />

Significant terms of the employee participation plan include:<br />

All active employees and managing directors (not including temporary employees or employees<br />

not yet of age) employed (without interruption) since December 31, 2006 and all members of<br />

the managing board of Wiener Städtische AG or companies that have been fully consolidated<br />

insurance subsidiaries of the Issuer on December 31, 2007 in Austria, the Czech Republic,<br />

Slovakia, Hungary, Poland, Romania, Bulgaria, Germany and employees of the branches of<br />

Wiener Städtische AG in Slovenia and Italy, whose employment was not terminated as of<br />

April 30, 2008 or who are currently in a state of termination of employment due to retirement,<br />

are eligible to participate in the employee participation plan.<br />

Employees are offered a preferential purchase price that is reduced by 20% below the<br />

Subscription and Offer Price. The preferential share subscription is limited to a maximum of<br />

250 Shares for each management board member/employee.<br />

In order to obtain the preferential price, each participant must acquire at least five shares with a<br />

minimum holding period of five full calendar years. The purchase price reduction must be repaid<br />

if ownership of the shares is transferred before December 31, 2013.<br />

The subscription period for the employee plan extends from April 22, 2008 08:00 a.m., until<br />

April 30, 2008 03:00 p.m. (CET).<br />

Supervisory Board Committees<br />

The supervisory board of Wiener Städtische AG has formed the following committees:<br />

Working Committee (committee for decisions on urgent matters of the company)<br />

This committee decides on matters that require the approval of the supervisory board and which,<br />

due to urgent circumstances, may not be delayed until the next ordinary meeting of the supervisory<br />

board.<br />

Audit Committee<br />

The audit committee is responsible for accounting issues and for auditing Wiener Städtische AG<br />

and the Group. It analyzes the audit reports of the auditors, reports on them to the supervisory board<br />

and prepares the resolution on the adoption of the financial statements.<br />

Strategy Committee<br />

In cooperation with the management board and, if applicable, with experts, the strategy committee<br />

prepares strategic resolutions which subsequently are to be adopted by the supervisory board.<br />

The following persons are currently members of the working committee, the audit committee and<br />

the strategy committee:<br />

KR Dkfm. Klaus Stadler (substitute Dr. Sereinig and Mag. Alois Hochegger)<br />

KR Dr. Karl Skyba (substitute Dipl.Ing. Guido Klestil and HR Dkfm. Heinz Öhler)<br />

Franz Urban (substitute Heinz Neuhauser and Peter Grimm)<br />

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