Scope of consolidation
Scope of consolidation
In addition to the annual financial statement of UNIQA Versicherungen AG, the Group financial statements include the financial statements of all subsidiaries at home and abroad. Thirty-eight affiliated companies did not form part of the consolidated Group. They were only of minor significance, even if taken together, for the presentation of a true and fair view of the Groups assets, financial position and income. Therefore the scope of consolidation contains in addition to UNIQA Versicherungen AG 37 domestic and 77 foreign subsidiaries in which UNIQA Versicherungen AG held the majority of voting rights.
The scope of consolidation was extended in the reporting period by the following companies:
UNIQA Real Estate Finanzierungs GmbH, Vienna |
1.1.2008 |
1.8 |
100.0 |
0.0 |
0.0 |
SIGAL Holding sH.A., Tirana |
1.1.2008 |
0.4 |
45.6 |
18.3 |
10.3 |
UNIQA Real Estate d.o.o., Belgrade |
1.7.2008 |
0.1 |
100.0 |
0.0 |
0.0 |
Renaissance Plaza d.o.o., Belgrade |
1.7.2008 |
1.1 |
100.0 |
3.2 |
0.0 |
UNIQA Real Estate Alpha d.o.o., Belgrade |
1.7.2008 |
0.0 |
100.0 |
0.0 |
0.0 |
UNIQA Real Estate Beta d.o.o., Belgrade |
1.7.2008 |
0.0 |
100.0 |
0.0 |
0.0 |
GLM Errichtungs GmbH, Vienna |
1.10.2008 |
0.3 |
100.0 |
6.4 |
0.0 |
UNIQA Group Audit GmbH, Vienna |
1.10.2008 |
0.0 |
100.0 |
0.0 |
0.0 |
UNIQA Asigurari de Viata SA, Bucharest |
1.10.2008 |
0.5 |
100.0 |
5.0 |
0.2 |
UNITA Vienna Insurance Group S.A., Bucharest |
1.10.2008 |
1.6 |
100.0 |
208.7 |
188.7 |
AGRAS Vienna Insurance Group S.A., Bucharest |
1.10.2008 |
0.1 |
92.3 |
0.0 |
1.5 |
UNIQA Health Insurance AD, Sofia |
1.10.2008 |
0.0 |
75.0 |
0.3 |
0.0 |
UNIQA Real Estate Albania Shpk., Tirana |
1.10.2008 |
0.0 |
100.0 |
0.0 |
0.0 |
Albarama Limited, Nikosia |
1.10.2008 |
0.0 |
100.0 |
12.5 |
9.7 |
Ave-Plaza LLC, Kharkiv |
1.10.2008 |
0.0 |
50.0 |
0.0 |
0.0 |
Asena CJSC, Nikolaev |
1.10.2008 |
1.6 |
100.0 |
4.2 |
0.0 |
UNIQA Real Estate Poland Sp.z.o.o., Warsaw |
1.10.2008 |
0.0 |
100.0 |
0.0 |
0.0 |
Black Sea Investment Capital, Kiev |
1.10.2008 |
0.6 |
100.0 |
10.2 |
0.0 |
Legiwaton Investments Limited, Limassol |
1.10.2008 |
0.0 |
100.0 |
0.3 |
0.1 |
UNIQA Real Estate Ukraine LLC, Kiev |
1.10.2008 |
0.0 |
100.0 |
0.0 |
0.0 |
Reytarske LLC, Kiev |
1.10.2008 |
0.2 |
100.0 |
0.0 |
0.0 |
Leipnik-Lundenburger Invest Beteiligungs AG, Vienna |
31.12.2008 |
1.3 |
24.9 |
158.7 |
82.4 |
In the 1st quarter of 2008, the UNIQA Group acquired an additional 36.0% in the Albanian insurance holding SIGAL Holding sH.A. bringing the Groups share in the SIGAL Group up to 45.6%. This is recorded on the balance sheet under shares in associates. The holding in the Ukrainian company Credo-Classic was expanded from 35.5% to 61.0%. The company has been fully consolidated since 31 March 2008.
In the 4th quarter of 2008, the Group took over 100% of the share capital of the Romanian property insurer UNITA S.A., which also owns 92.3% of AGRAS S.A. Since the balance sheet of UNITA S.A. for the 2008 financial year has not yet been certified, it was not possible to perform a final apportioning of the acquisition costs to the purchased assets and debt items as at the reporting date. The final apportioning to assets, debt items and goodwill i.e. purchase price allocation will take place within twelve months of acquisition.
In December, the holding in Leipnik-Lundenburger Invest Beteiligungs AG was expanded to 24.9%; this is shown on the balance sheet as shares in associated companies.
The effects of the change to the scope of consolidation on the main asset and debt positions can be seen under No. 5 of the notes to the consolidated financial statements.
The associated companies refer to 15 domestic and two foreign companies consolidated at equity; of these, ten companies were of minor significance and were listed at current market value.
In applying IAS 39 and in terms of the present interpretation of this statement by the IASB (SIC 12), fully controlled investment funds will be included in the consolidation insofar as their fund volumes were not of minor importance when viewed singularly and in total.
Impairment Test
Goodwill arises from company mergers and acquisitions. It represents
the difference between the acquisition costs and the proportional current
market value of identifiable assets, debts and specific contingent liabilities.
In accordance with IAS 36, the goodwill is not subject to scheduled depreciation
but listed as the acquisition costs less any accrued impairments.
For the purpose of the impairment test, the UNIQA Group has apportioned
the goodwill into cash generating units (CGU). These CGUs represent
the lowest possible level of the company at which goodwill is observed for
internal management purposes and in accordance with the strategy.
The impairment test implies a comparison between the realisable value of
each CGU and its book valuation, consisting of goodwill and the proportional
share capital. If this book valuation of the CGU exceeds the realisable
value of the unit based on the earning power method, an impairment
is performed.
The UNIQA Group has apportioned the goodwill into the following
CGUs:
- Austria
- Bosnia
- Bulgaria
- Croatia
- Czech Republic
- Germany as sub-group
- Hungary
- Italy as sub-group
- Liechtenstein
- Poland
- Romania
- Serbia/Montenegro as sub-group
- Slovakia
- Switzerland
- Ukraine
The utility value is determined by the UNIQA Group through application of
generally accepted valuation principles. The value of all CGUs is determined
according to the earning power method. The budget projections (detailed
planning phase) of the CGUs, the estimate of the long-term results achievable
by the CGUs (perpetuity) as well as the internal growth rates are used
as the starting point for determination of the earning power.
The earning power is determined through discounting of the future profits
with a suitable capitalisation interest rate. No differentiation of the valuation
method according to balance sheet segment takes place here because
the company is considered as a unit (CGU). As a basis for the valuation,
the earning power of each individual CGU is calculated using a discounted
cash flow model based on the planned future results.
The company plans used for the calculation are the result of a structured
and standardised management dialogue between the UNIQA headquarters
in Vienna and the operational units in combination with the reporting and
documentation process integrated into this dialogue. The company planning
generally encompasses a period of five years. If necessary for determination
of the perpetuity, the planned results are adapted to correspond
to the sustainably achievable long-term results.
Taxes on profit were assumed for the years 20092013 at the effective tax
rate of the last three years.
The capitalisation interest rate is based on the capital asset pricing model
(CAPM) and reasonable growth rates. The assumptions with regard to
risk-free interest rate, market risk premium and segment betas made for
determination of the capitalisation interest rate are consistent with the
parameters used in the UNIQA planning and controlling process.
Various studies and statistical analyses were used as sources to provide a
basis for determining the growth rates in order to consistently and realistically
reflect the market situation and macroeconomic development.
The following studies and materials served as reference sources:
- SwissRe Insurance density CEE
- Sigma 3/2008 Insurance density CEE
- Raiffeisen Research Inflation rate trends
- Eurostat GDP growth, interest rate trends
- WIIW (Wiener Institut für internationale Wirtschaftsvergleiche)
Purchasing power parities, GDP growth CEE
- Damodaran Country risks, growth rate estimates, multiples
The capitalisation interest rate and the internal growth rates are listed below
for all significant CGUs:
Austria |
8.68% |
7.68% |
Bosnia |
19.99% |
10.49% |
Bulgaria |
12.51% |
6.01% |
Croatia |
11.51% |
10.51% |
Czech Republic |
10.66% |
9.66% |
Germany |
8.25% |
7.25% |
Hungary |
10.94% |
9.94% |
Italy |
10.55% |
8.55% |
Liechtenstein |
6.85% |
6.35% |
Poland |
10.94% |
9.94% |
Romania |
12.51% |
5.51% |
Serbia/Montenegro |
19.99% |
10.49% |
Slovakia |
10.66% |
9.66% |
Switzerland |
6.85% |
6.35% |
Ukraine |
18.58% |
11.58% |
Sensitivity analyses with regard to the capitalisation interest rate and
the main value drivers are performed in order to verify the results of the
appraisal of the utility value.
These analyses show that sustained surpluses on the part of the individual
CGUs are highly dependent on the actual development of these assumptions
within the individual conomies (GDP, insurance density, purchasing power
parities), particularly in the CEE markets, as well as the associated implementation
of the individual profit goals. These forecasts and the associated
actual future market situation in the currently retrocessive markets and
the impact of the continued economic crisis are the largest uncertainties
in connection with the valuation results. The statistically demonstrable development scenario according to which every crisis gives rise to a
subsequent, sustained upward trend after two to three years is taken into
account in the calculations in that an approximation of a weighted average
level was applied in derivation of the perpetuity. Exchange rate risks
were valued conservatively in that the rates as at 31 December 2008 were
carried forward into the long term. For the event that the intensity and
duration of the economic crisis turn out to be much greater than assumed
in the business plans and fundamental forecasts, unscheduled depreciations
may result for the individual CGUs.
A history of GDP development in our markets since 2006 exhibits a development
as shown in the table below. This forecast for 2010 and the following
years supports the prediction of a renewed, consistent upward trend in the
CEE markets and characterises the crisis of 2008 and 2009 as a real but
temporary slowdown in economic growth such that no long term decline
in these core markets for UNIQA is expected at this time.
Poland |
|
|
|
|
|
GDP (% in annual comparison) |
6.2 |
6.7 |
4.8 |
0.8 |
0.0 |
Hungary |
|
|
|
|
|
GDP (% in annual comparison) |
4.1 |
1.1 |
0.6 |
5.0 |
1.0 |
Czech Republic |
|
|
|
|
|
GDP (% in annual comparison) |
6.9 |
6.0 |
3.1 |
2.6 |
1.3 |
Slovakia |
|
|
|
|
|
GDP (% in annual comparison) |
8.5 |
10.4 |
6.4 |
0.8 |
3.5 |
Croatia |
|
|
|
|
|
Real GDP (% in annual comparison) |
4.8 |
5.6 |
2.0 |
3.2 |
1.1 |
Bosnia-Herzegovina |
|
|
|
|
|
Real GDP (% in annual comparison) |
6.9 |
6.8 |
5.5 |
0.5 |
2.8 |
Serbia |
|
|
|
|
|
Real GDP (% in annual comparison) |
5.6 |
7.1 |
6.5 |
0.5 |
2 |
Bulgaria |
|
|
|
|
|
Real GDP (% in annual comparison) |
6.3 |
6.2 |
6.0 |
0.5 |
2.5 |
Romania |
|
|
|
|
|
Real GDP (% in annual comparison) |
7.9 |
6.2 |
7.1 |
0.5 |
1.5 |
Ukraine |
|
|
|
|
|
GDP (% in annual comparison) |
7.3 |
7.9 |
2.1 |
8.0 |
1.0 |
Albania |
|
|
|
|
|
Real GDP (% in annual comparison) |
5.0 |
6.0 |
6.0 |
3.5 |
4.5 |
In consideration of the data and statistics upon which these calculations
are based (see above) and the trend scenarios such as GDP forecasts per
CGU or the development of the insurance density per CGU upon which
the budget projections and planning of the individual CGUs are based, no
shortfalls were identified in the impairment test in the year 2008.
The economic outlook, particularly in the markets of the Ukraine, Serbia
and Romania, but also in view of the general economic and financial market
developments, provides justification for regular performance of impairment
tests in 2009.
The purchase price allocation of the acquisition price for UNITA Vienna
InsuranceGroup S.A. according to IFRS 3 was not yet completed at the
time this Group annual report was created.
As a general rule, shares in associated companies are valued according to
the equity method using the equity held by the Group. Differences are
determined according to the principles of capital consolidation, and the
amounts are recorded under shares in associated companies. The updating
of the development of the associated companies is based on the most
recent financial statements available.
In establishing the value of shares in associated companies, an IFRS report
is generally required. Where no IFRS reports are presented, the adjustment
of the entries for these companies to the uniform Group valuation benchmarks
must be dispensed with due to a lack of available documentation;
however, this does not have any significant impact on the present Group
consolidated financial statements.
For debt consolidation, the receivables from Group companies are set off
against the payables to Group companies. As a rule, any differences have
an effect on income. Group-internal results from supplies and services are
eliminated if they are of minor significance for giving a true and fair view
of the Groups assets, financial position and income. Proceeds and other
income from supplies and services within the Group are set off against the
corresponding expenditures.