Česká pojišťovna a.s. - Výroční zpráva 2014

Report on Relations Among Related Parties in the Accounting Period 2014

Company Česká pojišťovna a.s., incorporated in the Commercial Register maintained by the Municipal Court in Prague, Part B, insert 1464 on May 1, 1992 as a joint-stock company (ID number 45272956) with registered office at Prague 1, Spálená 75/16, postcode 113 04 (the “Company”), is obligated to compile, for the accounting period 2014, a so-called “Report on Relations Among Related Parties” pursuant to Section 82 of Act No. 90/2012 Sb. (the Business Corporations Act), as amended.

As at 31 December 2014 the Company’s sole shareholder was CZI Holdings N.V., registered office Diemerhof 32, 1112XN, Diemen, the Netherlands (controlling party). Financial statements of Česká pojišťovna a.s. are included in the consolidated financial statements of the Generali PPF Holding B.V., the Netherlands (effective from 16 January 2015 the Company changed its name to Generali CEE Holding B.V.), and Assicurazioni Generali S.p.A., Italy, which is the ultimate parent company ( the “Generali Group”).

Controlling persons in Generali Group execute their control by exercising their voting rights on shareholders meetings.

Structure of the group and position of Česká pojišťovna a.s. is presented in the separate section of the Annual Report.

Description of relations between the Company and so-called related parties:

During the accounting period 2014, the Company entered into the following contracts with related parties:

  • With Apollo Business Center IV a.s. registered office: Lamačská cesta 3/A4, 821 09 Bratislava, Slovakia entered into:
    – loan agreement

 

  • With Assicurazioni Generali S.p.A. registered office: Piazza Duca degli Abruzzi 2, 34132 Terst, Italy, entered into:
    – reinsurance contracts

 

  • With Česká pojišťovna ZDRAVÍ a.s. registered office: Na Pankráci 1720/123, 140 00 Praha 4, entered into:
    – amendments to the rental contract
    – amendments to the agreement on sales cooperation
    – insurance contracts
    – implementation agreement on cost sharing of IT and non-IT technologies
    – agreement on cost sharing and amendments to the agreement
    – reinsurance contract

 

  • With ČP ASISTENCE s.r.o. registered office: Na Pankráci 1658/121, 140 00 Praha 4, entered into:
    – amendment to the rental contract
    – agreement on cooperation
    – insurance contracts and amendment to the contract
    – implementation agreement on cost sharing of IT and non-IT technologies
    – agreement on cost sharing and amendment to the agreement

 

  • With ČP DIRECT, a.s. registered office: Praha 4, Na Pankráci 1658/121, 140 00 Praha 4, entered into:
    – amendments to the agreement on cost sharing
    – insurance contracts
    – implementation agreement on cost sharing of IT and non-IT technologies
    – rental contract
    – contract for the provision of commission and amendment to the contract

 

  • With ČP INVEST investiční společnost, a.s. registered office: Na Pankráci 1658/121, 140 00 Praha 4, entered into:
    – amendment to the rental contract
    – contract of assignment of receivables
    – insurance contracts
    – agreement on cost sharing and amendments to the contract

 

  • With Generali Care s.r.o. registered office: Bělehradská 299/132, 120 84 Praha 2 – Vinohrady, entered into:
    – insurance contract
    – agreement on cooperation

 

  • With Generali Development s.r.o. registered office: Bělehradská 299/132, 120 84 Praha 2 – Vinohrady, entered into:
    – rental contracts
    – operation and maintance support agreements
    – implementation agreement on cost sharing of IT and non-IT technologies
    – agreement on cost sharing

 

  • With Generali Infrastructure Services Czech Branch, organizační složka, registered into: Bělehradská 299/132, 120 84 Praha 2 – Vinohrady, entered into:
    – purchase contracts and amendment to the contract
    – insurance contracts
    – agreements on cost sharing and amendment to the contract
    – contract on providing services
    – rental contracts and amendments to the contracts

 

  • With Generali Insurance AD registered office: 68, Knyaz Al. Dondukov Blvd., Sofia, Bulgaria, entered into:
    – reinsurance contracts

 

  • With Generali osiguranje d.d. registered office: Bani 110, 10010 Zagreb, Croatia, entered into:
    – reinsurance contract

 

  • With Generali Pojišťovna a.s. registered office: Bělehradská 299/132, 120 84, Praha 2 – Vinohrady, entered into:
    – contract of assignment of receivables
    – insurance contracts
    – implementation agreement on cost sharing of IT and non-IT technologies
    – agreements on cost sharing and amendments to the contracts
    – rental contracts and amendments to the contracts
    – coinsurance contracts
    – reinsurance contracts

 

  • With Generali PPF Asset Management a.s. registered office: Na Pankráci 1658/121, 140 00 Praha 4, entered into:
    – amendment to the rental contract
    – amendment to the assets management contract
    – cooperation agreement on life insurance business
    – insurance agreement
    – implementation agreement on cost sharing of IT and non-IT technologies
    – agreement on cost sharing and amendment to the contract

 

  • With Generali PPF Holding B.V. registered office: Na Pankráci 1658/121, 140 00 Praha 4, entered into:
    – amendments to the contract on providing services
    – agreement o cost sharing and acknowledgment of debt
    – license contract
    – agreements on cost sharing and amendments to the contracts
    – rental contracts and amendments to the contracts
    – implementation agreements on cost sharing of IT and non-IT technologies

 

  • With Generali PPF Services a.s. registered office: Na Pankráci 1720/123, 140 00 Praha 4, entered into:
    – amendments to the contract on providing services
    – insurance contracts
    – rental contracts and amendments to the contracts
    – agreement on cost sharing and amendments to the contract

 

  • With Generali Reosiguranje Srbija a.d.o. registered office: Milentija Popovića 7b, 11070 Novi Beograd, Serbia, entered into:
    – reinsurance contract

 

  • With Generali Servis s.r.o. registered office: Bělehradská 299/132, 120 84 Praha 2 – Vinohrady, entered into:
    – agreement on cost sharing

 

  • With Generali Towarzystwo Ubezpieczeń S.A., registered office: ul. Postepu 15B, 02676 Warszawa, Poland, entered into:
    – reinsurance contracts

 

  • With Generali Zavarovalnica d.d. Ljubljana registered office: Kržičeva ulica 3, 1000 Ljubljana, Slovenia, entered into:
    – reinsurance contract

 

  • With Generali-Providencia Biztosító Zrt., registered office: Teréz Krt 42-44, 1066 Budapest, Hungary, entered into:
    – reinsurance contract

 

  • With GP Reinsurance EAD registered office: 68 Knyaz Al. Dondukov Blvd., 1504 Sofia, Bulgaria, entered into:
    – reinsurance contracts

 

  • With Nadace České pojišťovny registered office: Na Pankráci 1658/121, 140 00 Praha 4, entered into:
    – donation agreement

 

  • With: OJSIC Ingosstrakh registered office: Lesnaya St., 41, 127055 Moscow, Russia, entered into:
    – reinsurance agreement

 

  • With PALAC KRIZIK a.s. registered office: Radlická 608/2, 150 23 Praha 5, entered into:
    – loan agreement

 

  • With Penzijní společnost České pojišťovny a.s. registered office: Na Pankráci 1720/123, 140 00 Praha 4, entered into:
    – amendments to the agreement on treaty commission
    – amendments to the rental agreement
    – purchase contracts
    – insurance contracts
    – implementation agreement on cost sharing of IT and non-IT technologies
    – agreement on cost sharing and amendments to the agreement
    – agreement on sales representation and amendment to the contract

 

  • With REFICOR s.r.o. registered office: Na Pankráci 1658/121, 140 00 Praha 4, entered into:
    – agreement on cost sharing
    – contract on providing services
    – insurance contract

 

  • With Solitaire Real Estate, a.s. registered office: Rozkošného 1058/3, 150 00 Praha 5 – Smíchov, entered into:
    – insurance contract

 

  • With Univerzální správa majetku a.s. registered office: Na Pankráci 1658/121, 140 00 Praha 4, entered into:
    – insurance contract

All of the above contracts were entered into under arm’s length terms. Provision of an interest free loan to a subsidiary is in this case also considered to be an arm’s length transaction. Arm’s length terms apply to all performance and consideration provided and received under the above disclosed contracts and contracts signed in previous periods, reported in previous Reports on Relations and still valid in the current accounting period, and none of the contracts caused any harm to the Company. There are neither particular advantages or disadvantages nor an additional risk resulting from the concluded contracts to the Company.

A settlement of the above listed contracts is in a form of a payment of an agreed price for goods or services provided and is considered to be business secret.

Within the Generali Group the Company cooperates on group projects and policies. No harm has been caused to the Company when cooperating on these group activities.

No measures or other legal acts were taken by the Company in the current accounting period in the interest or at the instigation of any related parties which would involve property which exceeds 10% equity of the Company identified in the latest financial statements.
The statutory body hereby declares that this report was compiled with due care and that the information contained herein is sufficient, accurate and complete. In accordance with its duties resulting from the act the Company will publish its Annual Report of which an integral part will be this Report on Relations.

 

Prague, 30 March 2015

Luciano Cirinà - podpis
Petr Bohumský
Luciano Cirinà
Petr Bohumský
Chairman of the Board of Directors
Vice chairman of the Board of Directors