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Erste Bank JPMorgan Merrill Lynch International

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The Managing Board is comprised of the following individuals:<br />

Chairman:<br />

Dr. Günter Geyer<br />

General Manager, Chairman of the Managing Board<br />

Member of the Managing Board since 1988<br />

Members:<br />

Dkfm. Karl Fink<br />

General Manager<br />

Member of the Managing Board since 1987<br />

Mag. Robert Lasshofer<br />

Deputy General Manager<br />

Member of the Managing Board since 1999<br />

Dr. Rudolf Ertl<br />

Member of the Managing Board since 2001<br />

Dr. Peter Hagen<br />

Member of the Managing Board since 2004<br />

Dr. Martin Simhandl<br />

Member of the Managing Board since 2004<br />

There were no loans outstanding to Managing Board members as of 31 December 2007.<br />

No guarantees existed for Managing Board members as of 31 December 2007.<br />

Compensation Plan for Managing Board Members:<br />

The Managing Board of the Company manages the Vienna Insurance Group. The Managing<br />

Board is also responsible for duties relating to the operational management of Wiener Städtische AG<br />

in Austria. In some cases, responsibility may also be assumed for additional duties in affiliated or<br />

related companies.<br />

The compensation of Managing Board members is comprised of a fixed (approximately 60%) and<br />

a variable (approximately 40%) component. The performance-linked component is mainly dependent<br />

on the profit before taxes of the Group, although the profit before tax of WIENER STÄDTISCHE AG<br />

Austria is also involved. There is a maximum limit on this performance-linked component. The<br />

Managing Board receives no performance-linked compensation if the result from ordinary operations<br />

falls below certain thresholds.<br />

The standard employment agreement of a member of the Managing Board of WIENER<br />

STÄDTISCHE Versicherung AG VIENNA INSURANCE GROUP includes a pension equal to at most<br />

40% of the measurement basis if the member remains in the Managing Board until the age of 65 (the<br />

measurement basis is equal to the fixed salary). The rules for Managing Board members with many<br />

years of prior employment differ in that the percentage of the measurement basis based on past<br />

employment is higher (up to 55%), and increases can be awarded if the Supervisory Board would like<br />

a member to remain in the Managing Board after the age limit has been reached.<br />

A pension is received only if a Managing Board member’s position is not extended through no<br />

fault of his or her own, or the Managing Board member retires due to illness or age. The Managing<br />

Board agreements of WIENER STÄDTISCHE Versicherung AG VIENNA INSURANCE GROUP make<br />

provision for a post-employment benefit claim, which is essentially structured according to the model<br />

of the old post-employment benefit provisions in the Austrian Employee Act (Angestelltengesetz) in<br />

combination with relevant sector-specific provisions. Under these provisions, depending on the period<br />

of service, Managing Board members can receive two to twelve months’ compensation, with an<br />

increase of 50% if the member retires or withdraws after a long-term illness. A member who withdraws<br />

of his or her own volition before retirement is possible, or withdraws due to a fault of his or her own, is<br />

not entitled to post-employment benefits.<br />

In 2007, the total expenses for severance benefits and pensions of EUR 13,259 million (2006:<br />

EUR 22,412 million) included post-employment benefit and pension expenses of EUR 4,218 million<br />

(2006: 8,291 million) for Managing Board members and senior management according to § 80 (1) of<br />

F-73

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