Representations of the Management Board

The Management Board of PZU declares that, to the best of their knowledge, the annual financial statements and comparable data of PZU Group have been prepared in accordance with the applicable accounting principles and provide a true, fair and clear view of the economic and financial position.

Correctness and reliability of presented financial statements

The Management Board of PZU declares that, to the best of their knowledge, the annual financial statements and comparable data of PZU Group have been prepared in accordance with the applicable accounting principles and provide a true, fair and clear view of the economic and financial position and the financial result of the Group and the management report of PZU Group presents a true picture of its development and achievements, including a description of the main risks and threats.

Selection of the entity authorized to audit financial statements

The Management Board of PZU represents that the entity authorized to audit financial statements - KPMG Audyt Sp. z o.o. sp. k. - which audited the annual consolidated financial statements was selected in accordance with the provisions of law and that the entity and certified auditors who audited the financial statements met the requirements to express an unbiased and independent opinion on the audited annual consolidated financial statements, in accordance with the applicable provisions of law and professional standards.

Significant agreements concluded between shareholders

By the date of issuing this Report on the activities of PZU, the Management Board of PZU has no knowledge about any agreements concluded between the shareholders, which could result in future changes in proportions of shares held by the existing shareholders. 

Information on significant contracts concluded

On 8 December 2016 PZU and PFR concluded an agreement with UniCredit S.p. A. to purchase 32.8% Bank Pekao S.A. shares for the total amount of PLN 10.6 billion. See more

On 16 October 2015, PZU issued a guarantee in relation to the liabilities of PZU Finance AB (publ) arising from the bonds issued by the company. See more

Related party transactions other than ones concluded on an market terms

PZU Group companies provide services to each other, as part of their capital and business ties. With the exception of companies of the Tax Capital Group, transactions are concluded on market terms. 

Tax Capital Group

On 25 September 2014, a new Tax Capital Group agreement was signed, covering the following 13 PZU Group’s companies: PZU, PZU Życie, Link4 Towarzystwo Ubezpieczeń SA, PZU Centrum Operacji SA, PZU Pomoc SA, Ogrodowa-Inwestycje Sp. z o.o., Ipsilon Sp. z o.o., PZU Asset Management SA, TFI PZU SA, Ipsilon Bis SA, PZU Finanse Sp. z o.o., Omicron SA, Omicron Bis SA. The tax capital group was established for a 3-year period - between 1 January 2015 and 31 December 2017.

PZU is the dominating and representing company of the tax capital group. In accordance with art. 25 section 1 of the CIT act, the tax capital group makes monthly settlements with the Treasury Office. PZU makes advance payments to the Treasury Office in scope of CIT owed from all companies, while PZU Życie provides PZU with advance CIT payments concerning the business activity of PZU Życie.

Acquisition of own shares in the reporting year

As an element of its commercial activity, Alior Bank performs transactions involving own shares and futures contracts on PZU shares. As at 31 December 2016 Alior Bank held 18,700 PZU shares.

Loans and credits taken

The companies within PZU Group grant mutual loans to one another. The below table presents the list of loans granted in 2016 to entities related to the issuer (date of granting the loan based on cash-flow):

Guarantees and sureties issued and granted

On 31 March 2016, a guarantee agreement was concluded between PZU and Alior Bank (Current report no. 18/2016) for the total of PLN 2,5 bn. On 1 July 2016, the guarantee was terminated by Alior Bank.

Information on off-balance sheet items as at the end of 2016 has been presented in chapter.

Insurance contracts that exceed 25% of the total technical provisions and equity

In 2016, PZU Group did not conclude any insurance contract for a sum of a single risk insured, net of reinsurance, that exceed 25% of the total technical provisions and equity.

Seasonal or cyclical business

Operations of PZU are not of a seasonal or cyclical nature to the extent that would justify application of the suggestions presented in International Financial Reporting Standards.

Evaluation of financial resources management, including the ability to repay liabilities and definition of possible threats and activities, undertaken or planned by the Issuer to counteract these threats

The financial position of the Issuer is very good. It meets all the security requirements imposed by the Act on Insurance Activity and the Polish Financial Supervision Authority. A stable rating outlook of PZU confirms that the Issuer has a strong business position, high levels of equity, and is a competitive entity on the insurance market.

Financial forecast

PZU Capital Group did not publish forecasts concerning financial results.

Disputes

In 2016 and by the date of preparation of the report on the activities, PZU Group did not take part in any proceedings before court, body competent to hear arbitration proceedings or public authority body concerning liabilities or receivables of PZU or its direct and indirect subsidiaries with the value of at least 10% of the equity of PZU. The description of court cases and proceedings before the President of the Office of Competition and Consumer Protection (OCCP) is included in the consolidated financial statements of PZU Group for 2016.

As at 31 December 2016, the total value of all 134,769 cases heard by courts, bodies competent to hear arbitration proceedings or public authority bodies involving PZU Group entities was PLN 4,357 million. The amount includes PLN 3,374 million of liabilities and PLN 983 million of receivables of PZU Group companies, which accounted for 27,6% and 8,0% of the equity of PZU calculated in line with PAS, respectively.

This Management Report of PZU Capital Group for 2016 includes 205 pages with sequential numbers.