“
Growing with
our customers”
Bâloise-Holding
Annual Report 2006
CONTENTS
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Contents
Baloise at a glance
The essentials in brief
The Baloise’s markets
The strategy of the Baloise Group
To our shareholders
Rolf Schäuble and Frank Schnewlin on the record result
Baloise share
Illustrations in the Annual Report
Review of the business year
“Giardino all’italiana”,
a comprehensive work of art by Luciano Fabro*,
photos by Barbara Graf Horka.
Group
Switzerland
Germany
Belgium and Luxembourg
The Baloise strives for profitable growth –
Other countries
together with its customers, with whom it main-
tains a partnerlike relationship. The illustrations
Growing with our customers
in this report symbolize this ambition: human
Switzerland: Financial services provider
creation blends with nature in the “Giardino
Belgium: Gezinsplan
all‘italiana” in front of the Baloise Asset Man-
Germany: Customer retention
agement building in the heart of Basel. A piece
of authentic Baloise world.
Sustainable business conduct
Human resources: We want excellence in leadership
In the mid 1990s the Baloise commissioned
Ecology: Going easy on the environment
the renowned Italian artist Luciano Fabro with
Risk management: Risk is our business
an unusual project. Fabro transformed the sur-
Corporate governance: Transparency in management
roundings of the Baloise’s new offi ce situat-
ed on the Picassoplatz in the heart of Basel
Board of Directors and management structure
into a garden landscape. He called it “Giardino
Board of Directors
all’italiana”. In Fabro’s spatial design, the offi ce
Management structure
building seems to rise up out of a huge dark sur-
face. Like a sea at nighttime, it refl ects the stel-
Management information
lar constellations of the southern hemisphere.
Consolidated income statement
Bright inlaid marble represents the Milky Way,
Consolidated balance sheet
electric lights mark the positions of the stars.
Business volume, premiums and combined ratio
Steles made of granite stand erect on this dark
Technical income statement
ground, cut like in the vineyards of Giornico in
Gross premiums by line of business
southern Switzerland.
■
Embedded value
Banking business
■* Luciano Fabro, born 1936 in Turin, lives in
Investment performance
Milan. He has had numerous solo exhibitions
Bâloise-Holding, income statement
in Europe and the USA to his name since the
Bâloise-Holding, balance sheet
mid 1960s. He has also published a large
Bâloise-Holding, notes
number of works on the theory of art and won
several international prizes and awards.
Addresses
1
2
4
8
12
16
20
21
22
23
26
29
30
34
38
40
42
60
61
64
66
67
68
69
70
72
73
77
78
79
83
BALOISE AT A GLANCE | THE ESSENTIALS IN BRIEF
1
+/– %
0.3
–3.5
–1.8
39.7
1.3
112.5
65.0
–17.4
86.3
75.2
5.1
3.6
13.6
Who we are
The Baloise Group operates in select-
ed markets of continental Europe. With
around 8,000 employees, the Baloise
provides comprehensive insurance and
pension solutions to individuals and com-
panies. To achieve sustainable and prof-
itable growth, the Group focuses on
high-value customers and distributors.
Bâloise-Holding registered shares are
included in the Swiss Market Index and
traded under the symbol BALN.
Highlights in 2006
■ Record profi t of CHF 707.1 million.
■ 15.3% return on equity, goal reached
two years earlier than planned.
■ Net combined ratio of 94.0% thanks to
a focus on target customers and opera-
tional excellence.
■ Life insurance new business margin
of 7.3%.
■ 39.7% growth in targeted unit-linked
life insurance segment.
What we want to achieve
■ Assuming ongoing favorable market
conditions: return on equity of at least
15% and a combined ratio in the non-
life business of well below 100%.
■ Continuous increase of earnings per
share.
■ Overall business growth in line with
market average.
■ Above-average growth in high-value
target segments, including unit-linked
The essentials in brief
Business volume
Gross premiums written, nonlife
Gross premiums written, life
Subtotal of IFRS gross premiums written1
Investment-type premiums
Total business volume
in CHF million
Business results
Nonlife profi t2
Life profi t2
Banking profi t2
Profi t of other activities / corporate business2
Consolidated profi t
in CHF million
Balance sheet
2005
3,055.4
3,783.7
6,839.1
554.4
7,393.5
255.1
149.2
77.0
48.0
403.5
2006
3,065.1
3,651.4
6,716.5
774.7
7,491.2
542.2
246.2
63.6
89.4
707.1
Investments (including unit-linked life insurance)
56,470.1
59,357.1
44,915.9
46,521.8
4,391.3
4,986.5
10.3
100.6
100.0
5.3
5.0
15.3
90.2
94.0
7.3
4.5
2,359.7
2,627.8
225.4
12.0
217.2
15.9
Technical reserves
Equity
in CHF million
Ratios
Return on equity (RoE)
Combined ratio, nonlife (gross)
Combined ratio, nonlife (net)
New business margin, life
Investment performance
in percent
Embedded value, life insurance
Embedded value
APE (annual premium equivalent)
Value of new business
in CHF million
Key share data
Shares issued in units
Consolidated profi t per share in CHF
Equity per share in CHF3
Closing price in CHF
Market capitalization in CHF million
Dividend per share in CHF4
55,307,150
55,307,150
life insurance.
7.3
79.8
76.75
4,244.8
2.2
12.9
91.0
121.80
6,736.4
3.8
76.7
14.1
58.7
58.7
72.7
■ Focus on organic growth and targeted
acquisitions in existing markets in
continental Europe.
1 Premiums written and policy fees, gross
2 Before taxes and fi nancing costs
3 Calculated on the basis of consolidated shareholders’ equity before minority interests and average number of outstanding shares
4 2006 based on proposal to the General Meeting
Bâloise-Holding Annual Report 2006
2
BALOISE AT A GLANCE | THE BALOISE‘S MARKETS
The Baloise’s markets
The Baloise focuses on markets,
customers, distribution
channels and solutions with
high value-adding potential.
Customers
Private individuals as well as small and
Regional markets
Switzerland, Germany, Belgium, Luxem-
medium-sized enterprises with a favorable
bourg, Austria and Croatia.
risk and return profi le. Selected industrial
clients in Switzerland and in Germany.
Switzerland
In its home market of Switzerland the Baloise
Germany
The Baloise operates in Germany through
operates under the Basler Versicherungen
the Basler Versicherungen and Deutscher
and Baloise Bank SoBa brands. Basler Ver-
Ring units. Basler, based in Bad Homburg,
sicherungen is the corporation’s biggest
focuses on property insurance and offers
business unit. As a fi nancial services pro-
fi nancial security and retirement solutions
vider, it focuses on comprehensive insur-
for private individuals, small and medium
ance and pension solutions. Its customers
enterprises and selected industrial cus-
are private individuals, small and medium-
tomers. For distribution the Baloise main-
sized enterprises and selected industrial
ly relies on its own sales force and on bro-
corporations. The Baloise’s own sales staff
kers.
forms the heart of the distribution system.
Deutscher Ring in Hamburg is a pen-
Additionally there are selected agents for
sion and savings specialist for individuals.
specifi c product and customer segments
The core of its offerings consists of retire-
as well as brokers and the internet. Baloise
ment and health-related fi nancial prod-
Bank SoBa positions itself as a universal
ucts. Deutscher Ring is also represented
bank in the Solothurn region and supple-
in Slovakia and in Czech Republic. In addi-
ments the Baloise’s pension product range
tion to its own sales staff, Deutscher Ring
in a targeted fashion with bank products
works with OVB and ZEUS as agents and
sold through the insurance sales force.
with brokers.
Baloise Asset Management AG in Basel
provides various investment solutions for
institutional investors.
2005
2006
2005
2006
Full-time equivalents
3,578.9 3,516.9
Full-time equivalents
2,854.4 2,830.8
Business volume in CHF million 3,865.0 3,730.4
Business volume in CHF million 2,255.3 2,305.3
Combined ratio (gross)
Basler Versicherungen
in percent
113.3
87.8
Combined ratio (gross)
Basler Versicherungen
in percent
Combined ratio (gross)
Deutscher Ring
in percent
93.9
92.6
94.5
94.4
Bâloise-Holding Annual Report 2006
BALOISE AT A GLANCE | THE BALOISE‘S MARKETS
3
Core business
Solutions in insurance and pension. As a
Distribution channels
Baloise sales force in conjunction with
supplement to pension business: banking
selected distribution partners.
in Switzerland.
Belgium
In the Belgian market, the Baloise Group
Luxembourg
Baloise Assurances provides private and
Austria and Croatia
In Austria, Basler Versicherungen offers
operates in Flanders under the Mercator
business clients in the Grand Duchy with
insurance and pension solutions to pri-
Verzekeringen brand. Mercator sees itself
a comprehensive range of insurance, pen-
vate individuals and small and medium-
as a trusted partner of choice for local pro-
sion and asset-building products. Outside
sized enterprises. The unit’s distribution
fessional brokers. The company provides
its home market, Baloise Luxembourg also
is handled primarily by its own sales staff,
a comprehensive assortment of personal
sells pension and asset-building products
assisted by selected brokers. Basler is a
and property insurance products for indi-
in various European Union countries in col-
leader in its target market segment of phy-
viduals and for small to medium-sized
laboration with strong banking partners.
sicians and medical staff. Basler Osiguran-
companies.
je takes a similar approach in Croatia.
2005
2006
2005
2006
2005
2006
Full-time equivalents
709.2
680.7
Full-time equivalents
119.6
128.0
Full-time equivalents
286.3
302.8
Business volume in CHF million
757.6
738.7
Business volume in CHF million
342.2
535.2
Business volume in CHF million
127.9
141.5
Combined ratio (gross)
Mercator Verzekeringen
in percent
94.1
92.7
Combined ratio (gross)
Baloise Assurances
in percent
86.8
89.7
Combined ratio (gross)
Basler Österreich and Croatia
103.7
99.7
in percent
Bâloise-Holding Annual Report 2006
4
BALOISE AT A GLANCE | THE STRATEGY OF THE BALOISE GROUP
The strategy of the Baloise Group
Everything revolves around our customers
We want them to be enthusiastic about us and our services and – as a result – to be their
trusted partner of choice. Thanks to such long-term relationships based on mutual benefi t
we are capable of sustained growth and above-average profi ts. This in turn enables us to
invest in the welfare of our customers, staff and investors and in securing our own future.
Our primary goal is profi table growth. We see our development mainly in organic growth
in our preferred customer segments with high value-generating potential. In making
targeted acquisitions we concentrate on developing our market position in our existing
markets.
In carrying out this strategy
we rely strongly on our
own professional skills and
ability to execute. The focus
is on the quality of the
relationship with our stake-
holders.
Clients
Our target clients are responsible indi-
Shareholders
For our shareholders we grow the value
viduals and businesses who take protect-
of the corporation. We strive to provide a
ing their property and safeguarding their
return on the capital entrusted to us that
future seriously. We offer them compre-
signifi cantly exceeds the cost of capital.
hensive solutions for all stages of life. They
We maintain an income-oriented distribu-
see us as service providers with a passion.
tion policy. We regularly and transparent-
We adjust our prices and terms to risk-
ly inform our owners of the course of busi-
determining characteristics, enabling us
ness and implementation of our strategy.
to offer a differentiated product range.
Bâloise-Holding Annual Report 2006
BALOISE AT A GLANCE | THE STRATEGY OF THE BALOISE GROUP
5
Within the framework of our strategic principles, our business units and local brands bear
full responsibility for their own markets. This keeps us close to the market and best able
to address its needs. At the corporate level, we maintain a balanced investment policy and
effi ciently control risk and capital. We hold as much capital as needed to do business in
a sound and fl exible manner.
For our major stakeholder groups, this means:
Employees
Capable, high-performing, loyal employ-
External distribution partners
Depending on the market, we conduct all
The public
We are a responsible member of society.
ees make up the core of our skill-based
or part of our business through distribu-
As an insurance and pension company, we
strategy. We offer them an attractive
tion partners. These are as strongly com-
help sustain the functioning of national
en vironment with development prospects
mitted to outstanding customer manage-
economies, societies and enterprises every
and the ability to continually expand and
ment and exceptional service quality as we
day. Thanks to our sizable earning power,
unfold their abilities. We make purposeful
are. We seek to maintain the same relation-
we contribute substantially to fi nancing
and sustainable investments in the skills
ship of trust with our distribution partners
the public sector. Our sustainable corpo-
of our employees. We are fair and commit-
that we do with our preferred customers.
rate policy makes us a reliable employer.
ted to mutual partnership. In return, we
expect our employees to work hard and
have a sense of responsibility and a highly
developed passion for the customer.
We create and maintain value-generating
jobs. We make responsible use of natural
resources.
Bâloise-Holding Annual Report 2006
TO OUR SHAREHOLDERS
Rolf Schäuble and
Frank Schnewlin
on the record result
8
Baloise share 12
Bâloise-Holding Annual Report 2006
8
TO OUR SHAREHOLDERS | ROLF SCHÄUBLE AND FRANK SCHNEWLIN ON THE RECORD RESULT
Chairman of the Board Rolf Schäuble (left) and CEO Frank Schnewlin.
“Operationally strong, record results,
fi t for the future”
Chairman of the Board Rolf
Did you reach your goals in 2006?
Schäuble and CEO Frank Schnewlin
take satisfaction in record earnings
of CHF 707 million. The Baloise is
fi t for the future.
R O L F S C H Ä U B L E : The record results speak for themselves. Our performance was well
above our own expectations. We have increased profi t signifi cantly every year since 2002.
We are operationally strong, have just achieved record earnings and look forward to the
future. This is something we can be proud of. And we are fi lled with gratitude toward our
customers, distribution partners, employees and investors.
F R A N K S C H N E W L I N : We have kept our promises. We even achieved our target return on
equity of 15% two years earlier than planned. Likewise the goal of keeping our combined
ratio under 100%. Admittedly the circumstances have helped by the absence of natural
disasters and major claims. But most of it we accomplished ourselves. We have also real-
ized our policy of adjusting our equity investments, which are comparatively high in the
industry, to developments on the capital market, and so further boosted our earnings. We
generated signifi cant capital gains last year without reducing our allocation to equities.
And fi nally, we have grown both in the target customer segments and in unit-linked life
insurance.
Bâloise-Holding Annual Report 2006
TO OUR SHAREHOLDERS | ROLF SCHÄUBLE AND FRANK SCHNEWLIN ON THE RECORD RESULT
9
What were the highlights of the past year?
R O L F S C H Ä U B L E : Our fantastic earnings are the reward for our ongoing development work.
We have been systematic in promoting operational excellence and focusing on risk-aware
clients. Now these efforts progressively paid off in 2006. These decisive advances are the
real highlights.
F R A N K S C H N E W L I N : We focused closely on operational excellence, on mastering
target customer management and on capturing new target segments. We largely
developed and built up these capabilities ourselves. There is a great deal of experience
behind what we are able to do today in sales management driven by customer value, target
risk selection, pricing and claims handling – skills we developed through numerous real-
world trials and tests that can’t simply be copied. In Luxembourg, for example, we applied
scoring methods to launch a successful motor vehicle insurance solution with pricing cor-
responding to new risk groups. The new capabilities are a sign that everyone in the corpo-
ration is learning from the experience and strengths of the individual units. This is some-
thing we will continue to pursue, so that we can further improve our operational margin
relative to the market.
“ The key advances
in target customer management
are the real success story.”
You have achieved the best earnings result and highest return on equity in the history
of the Baloise. What are these achievements worth?
R O L F S C H Ä U B L E : Our aim is and remains to make our income structure as sustainable
as possible. We want to remain predictable for our partners. We are convinced that we
will continue to be able to achieve high profi t growth in the years to come, because our
earnings are substantially based on operating performance in our core business. Our suc-
cess makes us proud and happy, but not blind. We can also see that factors we have only
limited control over played some role in our record earnings – primarily claims levels and
the capital markets.
F R A N K S C H N E W L I N : We have always believed in our own power to move things in the right
direction. We will continue to do so in the future and will maintain our commitment to oper-
ational excellence, anchor target customer management even more fi rmly and develop new
target segments for profi table growth. I am convinced that there is great potential in this.
It will secure more advances in income in comparison with the market and make us less
dependent on economic cycles. As our profi ts have steadily grown, we have continually
shored up our balance sheet. Today this puts us in a situation where we can largely fi nance
our own future expansion.
You started a three-year share buyback program in 2006. Why?
R O L F S C H Ä U B L E : We only hold as much capital as we need for our business activities.
We return surplus capital to our shareholders, because they know best what they want
to do with it. Of course we also have the opportunity to put capital into expanding our
business instead of into buybacks, especially by investing in acquisitions. This is some-
thing we regularly consider. But acquisitions must be of value so that the money is always
working in the shareholders’ interest. If this is not the case, then the share buyback
remains the best alternative.
Bâloise-Holding Annual Report 2006
10
TO OUR SHAREHOLDERS | ROLF SCHÄUBLE AND FRANK SCHNEWLIN ON THE RECORD RESULT
Actual growth was rather moderate.
F R A N K S C H N E W L I N : The environment was challenging, and we did manage 1.3% growth.
In the nonlife business, intense competition is making it diffi cult right now to create growth
that generates value. Our principle of earnings before growth naturally limits prospects for
growth. In traditional life insurance, we’re not seeing much action due to low interest rates.
Unit-linked products, on the other hand, have a future. We grew nearly 40% in this area
and made some targeted acquisitions, like Moneymaxx in Germany and, most recently,
Winterthur-Europe Vie in Luxembourg in January 2007. Our Austria and Luxembourg units
also saw strong growth.
Where are you headed in terms of growth?
F R A N K S C H N E W L I N : Our focus is on profi table growth. Organically, we are concentrating
on those target segments and business areas where we can generate exceptional value.
Growth in unit-linked life insurance, for example, is a priority. These products offer custom-
ers attractive retirement and investment solutions. For ourselves, we can achieve good
returns with a minimum of capital. We see considerable further potential in this sector.
We are also building new fi elds of business in eastern and southeastern Europe along
with new customer, distribution and product segments in our existing markets with the
aim of securing profi table growth. And fi nally, we are also growing through targeted
acquisitions.
Are there additional areas where action is needed?
F R A N K S C H N E W L I N : Action is needed in controlling costs. Our declared goal is to steadily
reduce our unit costs over the next few years by further optimizing our business processes
and exploiting cross-border synergies, for example in IT.
“ Acquisitions are an integral part
of our strategy.”
What role will the Baloise play on the European insurance landscape in fi ve years?
R O L F S C H Ä U B L E : The Baloise has proved that it can be very successful as a mid-sized
insurer with a selective presence in Europe based on strict value generation criteria. We
will continue along this path. As a “consolidation player” we will carefully observe market
developments and expand in a targeted fashion when we see good opportunities. That‘s
what we did when we acquired Securitas in Germany in 2003, Moneymaxx in 2005, and now
Winterthur-Europe Vie. The deciding factor is not the size of the portfolio but the intrinsic
value, the potential for integration and the strategic logic. Sheer size is not a determining
factor in our business. The ability to understand risks and opportunities correctly and act
accordingly is far more important. Based on these insights, our goal is to become one of the
most profi table insurers in Europe.
What can we expect from the Baloise in 2007?
F R A N K S C H N E W L I N : In 2007 we will again experience a Baloise developing its capabilities
for its target customers and for new target segments. This puts us in a position to provide
effective solutions and exceptional service in this area. We will thereby generate growth
in the target customer segments and so enhance the quality of our insurance portfolio and
the operational income relative to the market on an ongoing basis. In general, 2007 is a
starting point for signifi cant, profi table growth in the years to come, with the goal of pro-
viding our investors with a return on their commitment to our company well above the cost
of capital.
Bâloise-Holding Annual Report 2006
TO OUR SHAREHOLDERS | ROLF SCHÄUBLE AND FRANK SCHNEWLIN ON THE RECORD RESULT
11
What can shareholders look forward to in 2007?
R O L F S C H Ä U B L E : Our record earnings will again enable us to distribute a very attrac-
tive cash dividend. We will propose to the shareholders’ meeting a dividend increase to
CHF 3.80. The Baloise will continue to pursue a policy, aimed at long-term investors, of
regularly paying attractive dividends. We will also propose to the shareholders’ meeting a
capital reduction of 2.4%, from which our shareholders will benefi t by way of the resulting
concentration of profi t. We will continue the ongoing three-year buyback program in 2007.
What is your view on acquisitions, and what prospects do you see for them?
R O L F S C H Ä U B L E : Acquisitions are an integral part of our strategy. Our focus here is on
existing markets. We look for takeover objects that will create a minimum of dilution
effects and fi t into our strategic focus.
Where will the strategic focus lie in the future?
ROLF SCHÄUBLE: The long-term focus will continue to be on our commitment to being one
of the most profi table insurers in Europe. The key to achieving this is exceptional quality of
operations, systematic organizational orientation toward high-value target clients and the
ability to maximize returns on the capital invested, i. e. to achieve a risk-adjusted return
on capital as high as possible above the cost of capital.
“ If circumstances remain favorable,
we will continue to aim
for a RoE of at least 15%.”
What are your medium-term goals in terms of growth and earning power?
FRANK SCHNEWLIN: Now the primary aim is to sustainably secure the high earning power.
Assuming ongoing favorable market conditions, we will aim for a return on equity of at
least 15% and a combined ratio in the nonlife business well below 100%. We want to
continuously increase earnings per share. Overall, we are aiming for business growth in
line with the market average. In our preferred high-value target segments, including unit-
linked life insurance, we intend to achieve above-average growth. We are concentrating on
organic growth in the existing markets in continental Europe, where we can also make use
of our fi nancial strength for targeted acquisitions.
Bâloise-Holding Annual Report 2006
12
TO OUR SHAREHOLDERS | BALOISE SHARE
Best insurance stock in Switzerland
With a price surge of 58.7%, the
Outstanding corporate results and steeply rising share prices marked the fi rst quarter of
Baloise’s share was the best-
performing insurance stock in
Switzerland in 2006 and
over the past three years. Our
the year 2006, followed by a massive drop in the second quarter. This interim dampener
was due to heightened fears of infl ation and ensuing rises in interest rates.
The Baloise share developed very well in the fi rst half of the year, appreciating by
22.4%. Over the same period, the Swiss Market Index (SMI) gained a mere 0.9%, where-
as the Swiss insurance industry index (SWX SP Insurance Price Index) decreased by 2.8%.
The Baloise share also clearly outperformed the corresponding European index (DJ STOXX
shareholders are due to
Insurance Supersector Price Index), which actually lost 0.2% in the fi rst six months.
receive a dividend up 72.7%
against the previous year.
In addition to the dividend, we
will be paying CHF 114 million
Unexpectedly poor economic indicators contributed to the fact that interest rates
sank again in the third quarter. Although low interest rates have a negative impact on the
Baloise’s business, the company’s share nevertheless surged by 59.9% to CHF 122.70 in
those three months. Strong half-year fi gures and a favorable loss experience led to the
achievement of the annual high-water mark of CHF 126.70.
The Baloise share closed at CHF 121.80 on December 29, 2006 after beginning at
back to our shareholders as part
CHF 76.75 on January 3. This translates into a 58.7% appreciation in the course of the year,
of our share buyback program.
an excellent performance in comparison with the Baloise’s peers at home and abroad: The
SMI closed at plus 15.8%, the Swiss insurance industry’s index at plus 17.7% and its Euro-
pean sister index at plus 17.2%.
Distribution to shareholders
The Board of Directors will propose to the Annual General Meeting the distribution of a
cash dividend of CHF 3.80 per share for fi scal 2006. In terms of the year-end price, this is
equivalent to a dividend yield of 3.1%.
During the share buyback program announced in March 2006, 1,074,000 shares were
repurchased (1.94% of all outstanding shares) at an average price of CHF 105.84 between
May 22 and end of December 2006. Thus a further CHF 114 million in equity was repaid to
shareholders in addition to the dividend disbursement.
Information on the current status of the share buyback program can be found at
■ www.baloise.com (cid:74) Investor Relations (cid:74) Baloise share (cid:74) Share buyback program
Shareholding structure
On December 31, 2006, one shareholder subject to registration pursuant to stock exchange
law owned more than 5% of the outstanding Baloise shares. This was Barclays Group with
5.4% of the outstanding shares as at December 31, 2006.
As a broadly based listed company, the Baloise is included in the Swiss Market Index
(SMI) and continues to fi gure in the SWX’s index calculations with a free fl oat of 100%.
The following table shows the most signifi cant registered shareholders.
Baloise share
Ticker symbol: Tk, B: BALN; R: BALZn
Nominal value: CHF 0.10
Security no.: 1.241.051
ISIN: CH0012410517
Listing: virt-x
Share type: 100% registered shares
Bâloise-Holding Annual Report 2006
TO OUR SHAREHOLDERS | BALOISE SHARE
13
Indexed share price development1 Bâloise-Holding registered 2002 – 2006
120
100
80
60
40
20
0
2002
2003
2004
2005
2006
1 December 31 2001 = 100
Bâloise-Holding registered
SWX SP Insurance Price Index (SMINNX)
Swiss Market Index
Share statistics
Closing price in CHF
High in CHF
Low in CHF
2002
55.00
155.50
46.30
2003
51.65
63.20
25.45
2004
52.50
63.10
45.75
2005
76.75
77.00
52.70
2006
121.80
126.70
76.40
Market capitalization in CHF million
3,041.9
2,856.6
2,903.6
4,244.8
6,736.4
Total shares issued in units
Shareholders
Treasury shares
Earnings per share in CHF1
Price-earnings ratio
Dividend per share in CHF2
Dividend yield2
Pay-out ratio2
Consolidated equity per share in CHF
Ratio of market capitalization to consolidated equity
1 See Financial Report 2006, section 38
2 2006 based on proposal to the General Meeting
3 Not comparable
Signifi cant shareholders as of 12/31/2006
Shareholders
Chase Nominees Group1
Barclays Group
Investors Bank & Trust1
Mellon Bank N. A.1
HSBC Overseas Nominee UK1
Nortrust Nominees Ltd.1
UBS Group
Cominvest Asset Management
in percent
55,307,150
55,307,150
55,307,150
55,307,150
55,307,150
11,974
15,027
16,251
14,614
13,386
702,540
414,303
1,176,237
887,879
1,849,548
–11.6
n. c.3
0.4
0.7
n.c.3
56.3
0.99
1.7
30.9
0.6
1.2
36.3
60.6
0.86
3.9
13.5
1.1
2.1
28.2
63.6
0.83
7.3
10.5
2.2
2.9
30.7
79.8
0.97
12.9
9.4
3.8
3.1
30.1
91.0
1.34
Total
holding at
12/31/2005
Share of
voting rights
12/31/2005
Total
holding at
12/31/2006
Share of
voting rights
12/31/2006
5.5
0.0
2.6
2.7
2.5
3.1
< 2.0
2.0
2.0
0.0
2.0
0.0
0.0
0.0
< 2.0
0.0
10.5
5.4
3.5
3.2
2.7
2.4
2.2
< 2.0
2.0
< 2.0
0.0
0.0
0.0
0.0
< 2.0
< 2.0
1 Custodian Nominees who hold shares in trust for third parties are considered as belonging to the free fl oat pursuant to the Swiss Exchange (SWX) regulations.
Such shareholder groups are not subject to registration by stock exchange law.
Bâloise-Holding Annual Report 2006
RE VIE W OF THE
BUSINESS YE AR
Group 16
Switzerland 20
Germany 21
Belgium and Luxembourg 22
Other countries 23
Bâloise-Holding Annual Report 2006
16
REVIEW OF THE BUSINESS YEAR | GROUP
Record earnings thanks to strong core business
With a profi t of CHF 707.1 million,
Overview
the Baloise Group achieved the best
earnings in its history in 2006, up
Each business unit’s earnings refl ected the corporate focus on high-value target
customers and the outstanding quality of the core business achieved through operational
excellence. The Baloise also enjoys a high degree of geographic diversifi cation of revenues,
75.2% from the previous year.
with each unit making a substantial contribution to the corporation’s earnings growth. The
A dividend increase to CHF 3.80 per
nonlife business was the star performer in 2006 with earnings before taxes and fi nanc-
ing costs of CHF 542.2 million, over twice the previous year’s fi gure. An absence of natu-
share will be proposed to the
ral disasters and major claims had a positive impact on earnings. The life insurance line
General Meeting. The Baloise has
signifi cantly increased its operating
strength each year since 2002,
building an outstanding foundation
saw strong profi t growth of 65.0% to CHF 246.2 million. Banking business earned a prof-
it of CHF 63.6 million. Thanks to excellent fi nancial market conditions and effi cient asset
management, investment income rose by 11.5% to CHF 2,297.5 million. Despite gains real-
ized and higher interest rates, the net ratio of unrealized gains in equity increased, too, by
17.5%. The proportion of investments in equities and equity-like instruments by the insur-
ance units amounted to 14.5% (2005: 13.9%). A major factor in the performance of 4.4%
for future profi table growth.
(2005: 5.0%) was the negative impact of the interest rate rise on the fair value of fi xed-
interest securities.
Total business volume, including unit-linked life insurance, grew by 1.3% to CHF 7,491.2
million (2005: CHF 7,393.5 million). Premium revenues according to IFRS accounting came
to CHF 6,716.5 million (2005: CHF 6,839.1 million), a decline of 1.8%. Business volume in
the nonlife line grew 0.3% while life insurance added 2.0%. The decisive boost came from
unit-linked life policies, which advanced by 39.7%. Growth occurred especially in Luxem-
bourg, Austria and Germany. The business volume is fairly evenly distributed by insurance
line, with life insurance accounting for 59.1% while nonlife make up 40.9%.
The Baloise Group’s scope of consolidation remained essentially unchanged in the year
under review.
Nonlife insurance
The nonlife (property insurance) line achieved earnings before taxes and fi nancing costs
of CHF 542.2 million (2005: CHF 255.1 million), a gain of 112.5%, thanks to outstanding
operating performance, the high quality of the insurance portfolio and a sharp increase in
investment income. The very low level of claims, and particularly the absence of natural
disasters and other major loss events, had a favorable effect. The combined ratio sank to
a historic low of 90.2% gross (2005: 100.6%) and 94.0% net (2005: 100.0%). It should be
noted that the prior year fi gures were impacted by severe fl oods in Switzerland and Germa-
ny. All business units improved their underwriting result or maintained it at a very strong
level; most noteworthy was the improvement in Switzerland.
55
Business volume (identical here to premium income under IFRS accounting rules) came
to CHF 3,065.1 million (2005: CHF 3,055.4 million), a slight gain of 0.3%. In general, height-
ened competition in all markets put a damper on prices and with them growth. We achieved
above-average growth in this line in Luxembourg at 11.3% and in Austria and Croatia
at 6.9%.
Premium income (gross)
by regional segment 2006
in percent
3
11
31
Switzerland
Germany
Benelux
Other countries (including elimination)
Bâloise-Holding Annual Report 2006
Combined ratio net performance
120%
110%
100%
90%
80%
70%
60%
9
.
0
1
1
2
.
3
0
1
5
.
7
9
0
.
0
0
1
0
.
4
9
2002
2003
2004
2005
2006
From 2005: excluding legally required interest on actuarial reserves for pensions
Life insurance
The life insurance line achieved earnings before taxes and fi nancing costs of CHF 246.2
million (2005: CHF 149.2 million). Key factors were the further improvement of operat-
ing effi ciency, greater value retention in the business portfolio and a favorable interest
rate trend. The disposal of participating interests in Belgium also contributed to earnings.
Business volume including unit-linked life insurance reached CHF 4,426.1 million (2005:
CHF 4.338.1 million), a gain of 2.0%. Demand for traditional asset building policies
remained weak due to continued low interest rates. The strong decline of over 12% in
single premiums in the Swiss market was more than offset by the increases in the other
business units, leading to almost 4% growth for the Group as a whole. In recurring annual
premiums, the Group posted slightly higher revenues than in the year before. Unit-linked
life policies, on the other hand, registered a steep increase, with volume rising by 39.7%.
Boosted by bullish equity markets, these products are becoming a compelling alternative
to traditional life insurance policies, which suffered from weak demand. Especially Baloise
Luxembourg and Deutscher Ring saw strong growth in this sector.
In the year under review, the embedded value of the life business rose from CHF 2,359.7
million to CHF 2,627.8 million. Investment income, modeled for the future at a slightly
higher rate, contributed CHF 83.4 million. The better than anticipated capital market devel-
opments in 2006 also had a positive impact, namely CHF 115.0 million, after consideration
of the effect on policyholder dividends. The value of new business amounted to CHF 15.9
million, its margin climbing to 7.3% (2005: 5.3%).
We expect further growth in demand for high-performing life insurance and pension
solutions in all our markets, with the greatest potential in capital market-based products
such as investment funds and unit-linked life policies. This is where our focus will be in
the coming years.
Embedded value performance
4000
3500
3000
2500
2000
1500
1000
in CHF million
1
3
6
1
0
8
9
1
7
3
1
2
0
6
3
2
8
2
6
2
2002
2003
2004
2005
2006
REVIEW OF THE BUSINESS YEAR | GROUP
17
Bâloise-Holding Annual Report 2006
18
REVIEW OF THE BUSINESS YEAR | GROUP
Bâloise-Holding Annual Report 2006
Banking
The banking segment achieved earnings before taxes and fi nancing costs of CHF 63.6 mil-
lion (2005: CHF 77.0 million). The previous year’s earnings included a one-time gain from
a reversal of credit risk impairment charges at Deutscher Ring’s Bausparkasse. All units
reported an enhancement of their operational performance. Baloise Bank SoBa’s net profi t
to CHF 29.5 million (local accounting) was particularly encouraging. The increase brought
Baloise Bank SoBa’s return on equity to 10.1%. Assets managed by Baloise Asset Manage-
ment augmented by 4.3% to CHF 39.4 billion and generated a profi t of CHF 21.3 million, up
by 28.3% year on year.
Shareholders’ equity
The Baloise Group’s shareholders’ equity came to CHF 5.0 billion (2005: CHF 4.4 billion) as
of the balance sheet date. The increase – despite share buybacks – is attributable mainly
to the outstanding earnings performance. The group solvency ratio came to 320% at the
end of 2006 including banking assets (2005: 291%).
Outlook
Now the primary aim is to sustainably secure the high earning power. Assuming ongoing
favorable market conditions, we will aim for a return on equity of at least 15% and a com-
bined ratio in the nonlife business well below 100%. We want to continuously increase
earnings per share. Overall, we are aiming for business growth in line with the market
average. In our preferred high-value target segments, including unit-linked life insurance,
we intend to achieve above-average growth. We are concentrating on organic growth in
the existing markets in continental Europe, where we can also make use of our fi nancial
strength for targeted acquisitions.
Investments
Thanks to economic growth and rising corporate earnings, international equity markets
continued to register impressive gains in 2006. Among the major indexes, the Swiss Mar-
ket Index at 15.8%, the EuroStoxx50 at 18%, the Standard & Poor’s 500 at 13.6% and the
MSCI Emerging Markets Free Index at 32.3% all performed exceptionally well. With 14.5%
of our insurance group’s investments allocated to equities (including equity-like instru-
ments), a relatively high ratio for the industry, along with a comparatively strong position
in emerging markets and good profi t-taking timing, the Baloise was one of the big winners
of the bull market.
Since major central banks further raised short-term interest rates during the strong
economy, the interest rate curve fl attened considerably in Switzerland and most other
countries. In bonds, there were substantial price drops at the short end and in the mid-
range maturity segment. Long maturity bonds saw less of a correction due to excess
demand and a continued moderate infl ation outlook. Overall 2006 was not a good year for
bonds as the performance of both the Swiss Bond Index (SBI) and European bond index-
es was slightly negative. In the United States, too, treasury bonds came in below coupon
yields with a local performance of 3.2% due to market losses. From a CHF investor’s per-
spective, investments in the U.S. were unappealing in any case since the US dollar’s 7.4%
fall would entail a considerable exchange rate loss. Since the Baloise deliberately invest-
ed in American bonds only up to the amount of our dollar-denominated liabilities in recent
years, the dollar’s poor showing hardly affected us.
REVIEW OF THE BUSINESS YEAR | GROUP
19
2005
2006 +/– %
Own investments by category1 2006
in percent
4 3
41
14
18
9
11
■
■
■
■
■
■
■
■
Fixed-interest securities
21,219.7
22,894.3
Shares
Derivatives
5,716.2
6,046.2
48.6
75.8
56.0
Investment properties
5,581.7
5,312.6 –4.8
Mortgage loans
9,833.1
9,941.4
Policy and other loans
7,802.4
7,860.2
Alternative fi nancial assets
2,122.8
2,214.6
Other short-term capital invest-
ment, cash and cash equivalents
Total
in CHF million
1,899.8
2,035.4
54,224.3 56,380.5
7.9
5.8
1.1
0.7
4.3
7.1
4.0
1 Excluding investments from unit-linked insurance
By contrast, the Baloise profi ted somewhat from the euro’s 3.5% gain against the Swiss
franc thanks to its substantial position in EUR bonds, although two-thirds of this exposure
was hedged due to risk considerations and the already high average EUR/CHF exchange
rate over the course of the year.
In alternative investments, the Baloise’s approach of pursuing a diversifi ed fund-of-
funds strategy again paid off. Both offshore companies, Baloise Alternative Investment
Strategies Ltd. (hedge funds) and Baloise Private Equity Ltd., performed well in the boom-
ing alternative investment market. Although most of our alternative investments were
denominated in US dollars and suffered from the greenback’s weakness, the Baloise was
able to offset a good portion of the exchange rate losses with corresponding gains on
derivatives through active hedging strategies.
On the Swiss property market, low mortgage interest rates coupled with a high num-
ber of residential units (40,000 fi nished and 60,000 under construction) made it harder to
fi nd enough tenants, especially for large units. Since the market for investment properties
has largely dried up owing to high demand from institutional investors, we are focusing our
investments mainly on our own properties under construction. The business units outside
Switzerland continued to diversify their portfolios.
In mortgages, fi erce competition persisted as interest rates remained low, with the
banks seeking to play out their advantage by offering refi nancing at lower rates.
The Baloise responded with its “Baloisehypo Plus” sales offensive. Through closer
co operation between the insurance sales force and Baloise Bank SoBa’s mortgage unit,
we succeeded in expanding the business without increasing risk in the portfolio.
Sales of the Baloise Fund Invest fund were again highly successful in 2006. Volume
grew from CHF 1.39 billion to CHF 1.61 billion, with the net infl ow of new money and fund
FIVE KEY POINTS
per-formance each accounting for about half the gain. We further strengthened our position
■ Record profit of CHF 707.1 million.
in the warranty fund niche we set up in 2002 by fl oating the new BFI Capital Protect PLUS
■ 15.3% return on equity, goal
(EUR) fund.
reached two years earlier than
planned.
■ Net combined ratio of 94.0% thanks
to a focus on target customers and
operational excellence.
■ Life insurance new business margin
of 7.3%.
■ 39.7% growth in targeted unit-
linked life insurance segment.
Bâloise-Holding Annual Report 2006
20
REVIEW OF THE BUSINESS YEAR | SWITZERLAND
Switzerland
The Switzerland segment achieved
record earnings of CHF 287.8
million, driven mainly by a system-
atic focus on target customers
and enhanced operating perfor-
Basler Versicherungen
The unit’s continuing focus on high-value target customers and operational excellence
brought signifi cant earnings gains. Thanks to systematic target customer management,
we accelerated profi table growth in the targeted segments far beyond market growth,
resulting in an encouraging boost in the contribution margin per customer. As a conse-
quence of various optimization measures in our own sales force and with our distribution
partners, sales channel productivity improved by about 10%. Measures to enhance opera-
mance supported by an absence of
tional excellence – namely risk-based rates, restructuring of non performing accounts and
major claims. Baloise Bank SoBa
achieved its profi tability objec-
tive. The focused fi nancial services
provider business model continued
optimized claims processes – led to outstanding operational earning power, very low claim
rates and an excellent combined ratio.
Business volume declined by 3.5% to CHF 3,730.4 million (2005: CHF 3,865.0 million),
due mainly to increasing price pressure, weak demand for traditional life insurance prod-
ucts and our value-oriented underwriting policy. Despite increasing price pressure, we are
committed to risk-based rates and underwriting to attain our revenue goals, without, how-
to prove highly successful.
ever, neglecting premium growth.
The nonlife line achieved a business volume of CHF 1,280.5 million (2005: CHF 1,286.9
million), a slight decline of 0.5% in consequence of our “earnings before growth” busi-
ness policy, which remains fi rmly in place. Accident and transport insurance saw advanc-
es while the other sectors recorded slight drops. The sales partnership with Touring Club
Switzerland again generated positive results, with the portfolio growing some 10% to
CHF 122.2 million. The number of policies sold over the Internet increased by 18%.
The nonlife line saw its best-ever operating performance in 2006 thanks also to the
exceptionally low claims volume. The gross combined ratio was an excellent 87.8% (2005:
113.3%). The previous year’s fi gure had been infl uenced by major fl ood-related claims.
Business volume in the life insurance segment, including unit-linked life insurance,
declined by 5.0% to CHF 2,449.9 million (2005: CHF 2,578.1 million). IFRS premiums
shrank by 4.7%. Demand for traditional life insurance policies, particularly single premi-
ums, was weak due to low interest rates. Volume in the individual life business fell by 4.1%
Key fi gures: Switzerland
in a contracting market. We were not yet able to participate fully in the growing unit-linked
2005
2006
life insurance market; although annual premiums saw encouraging gains, the single-pre-
Premium income (gross)
3,819.3 3,694.3
mium business declined. The group life volume fell by 4.9%, mainly because of a 12.5%
of which: life in CHF million
2,532.4 2,413.8
drop in single premiums due to changes in the co-insurance business. By contrast, annual
of which: nonlife in CHF million 1,286.9 1,280.5
premiums grew 4.0%. Thanks to the outstanding operating performance we were able to
Combined ratio (gross)
in percent
Profi t before tax
in CHF million
make larger allocations to dividend provisions in both individual and group life. The dis-
113.3
87.8
bursement ratio in the group life business came to 92%, which means, for the benefi t
of our customers, we exceeded the statutory disbursement requirement (legal quote)
96.6
287.8
of 90%.
Baloise Bank SoBa
Baloise Bank SoBa achieved a 35.5% advance in net profi t at CHF 29.5 million (local account-
ing) despite intense competition. This outstanding result validates the bank‘s strategic
focus on high-revenue target customers and enhanced effi ciency of business processes.
Baloise Bank SoBa strengthened its market position as a regional universal bank in north-
west Switzerland. With our “focused fi nancial services provider” business model, in which
banking products are sold through the insurance company’s sales force, we increased the
infl ow of new money by 7.1% over the previous year to CHF 463 million, bringing the bank’s
volume in the “focused fi nancial services provider” portfolio to CHF 1,471.3 million. Over-
all we have already gained over 15,000 new clients with this business model.
Bâloise-Holding Annual Report 2006
REVIEW OF THE BUSINESS YEAR | GERMANY
21
Germany
Basler Versicherungen (Basler Securitas until January 31, 2007)
Since February 1, 2007 the former Basler Securitas has operated under the Basler Ver-
sicherungen brand. The unit achieved a business volume of CHF 1,067.4 million (2005: CHF
1,059.5 million) with a good overall earnings trend. Given the intense competition on the
The Basler Versicherungen and
Deutscher Ring units together
achieved earnings before taxes and
German market and our business policy of pursuing high-revenue target customers, this
fi nancing costs of CHF 169.1
growth of 0.7% is satisfactory. The core property insurance line rose 0.9% while the life
insurance business volume was 0.2% above the previous year’s level. The combined ratio
million (2005: CHF 145.6 million)
at 92.6% gross (2005: 93.9%) was again an improvement over the previous year’s already
in a fi ercely contested market.
Together the two units saw growth
of 2.2% in business volume.
very good fi gure, achieved especially thanks to reinforced efforts in risk-based under-
writing, claims processing effi ciency and target customer management. Costs developed
according to expectations; claims payments declined due to improved risk selection. Busi-
ness volume in life insurance was CHF 225.0 million (2005: CHF 224.5 million), with favor-
able performance in new business.
Deutscher Ring
In accordance with the good prospects in the German pension market, Deutscher Ring
positions itself as a specialist in unit-linked life insurance and investment fund sales.
It is responding to rising competition in sales by expanding its own sales force. Spe-
cial attention is given to attractive prospects in eastern Europe, particularly through a
focused expansion of its subsidiary OVB. Deutscher Ring achieved a business volume of
CHF 1,237.9 million (2005: CHF 1,195.8 million), a gain of 3.5%. Unit-linked life insurance
accounted for most of the growth, gaining 45.6%. The acquisition of Moneymaxx in 2005
had a positive impact. Moneymaxx was consolidated for the whole fi scal year for the fi rst
time in 2006. Premium revenues according to IFRS accounting came to CHF 1,029.1 mil-
lion (2005: CHF 1,052.4 million), 2.2% below the previous year’s fi gure. In life insurance,
unit-linked products made up for weak demand for term life policies; business volume for
the life segment was CHF 1,023.3 million (2005: CHF 982.2 million), an increase of 4.2%.
The nonlife insurance line achieved a business volume of CHF 214.6 million (2005: CHF
213.6 million), outpacing the consequences of price competition in a shrinking market. The
Key fi gures: Germany
gross combined ratio of 94.4% equaled the previous year’s good showing thanks to a low
2005
2006
claims level. Bancassurance distributor OVB was very successful in its expanded activities
Premium income (gross)
2,110.1 2,093.2
in eastern Europe. OVB went public in 2006 and will continue expanding in eastern Europe,
of which: life in CHF million
1,061.5 1,036.2
while Deutscher Ring is building up a selective presence in certain markets in the region.
of which: nonlife in CHF million 1,048.6 1,057.0
Home loan bank Deutscher Ring Bausparkasse reached break-even in the fourth quar-
ter of 2006. We expect a moderate profi t here for 2007.
Combined ratio (gross)
in percent
Profi t before tax
in CHF million
94.0
93.0
145.6
169.1
Bâloise-Holding Annual Report 2006
22
REVIEW OF THE BUSINESS YEAR | BELGIUM AND LUXEMBOURG
Belgium and Luxembourg
The Benelux segment, comprising
Mercator in Flanders and Baloise
Luxembourg, achieved earnings
Belgium
Enhanced operating effi ciency, low claims, a renewed focus on carefully selected brokers
and capital gains from the sale of shareholdings and property helped Mercator signifi cant-
ly boost its profi t year on year. Low taxation was also a factor. Business volume declined
before taxes and fi nancing costs of
2.5% to CHF 738.7 million (2005: CHF 757.6 million), mainly due to a sharp decline in unit-
CHF 231.1 million (2005: CHF 94.9
linked life insurance. IFRS premium volume, however, grew by a slight 0.3% to CHF 660.2
million (2005: CHF 658.1 million). In the nonlife line, Mercator achieved a business vol-
million). Mercator is focused on
ume of CHF 541.7 million (2005: CHF 539.8 million), holding steady in a fi ercely contest-
innovative products, a concentra-
tion on targeted brokers and
further optimization of business
processes. Baloise Luxembourg
ed market. The growing profi tability in the portfolio of small and medium enterprises also
had a damping effect on business volume. The combined ratio benefi ted from a favor-
able claims environment with very few major loss events. Thanks to the low claims ratio,
the gross combined ratio was 92.7%, a further improvement against the previous year‘s
already good 94.1%. Mercator successfully launched its bundled Gezinsplan (family plan)
product. Sales of over 19,000 contracts signifi cantly exceeded expectations. The unit
realized signifi cant growth in
will continue to boost growth by launching similar products. The life insurance line was
existing and new fi elds of business.
not able to keep up with growth in the Belgian market as a whole; business volume fell
9.6% to CHF 197.0 million (2005: CHF 217.8 million). Unit-linked life insurance saw a par-
ticularly sharp decline in volume of 21.1% due to the end of the distribution partnership
with Record Bank as well as a new life insurance tax. IFRS premium volume held steady at
CHF 118.5 million.
Luxembourg
Baloise Luxembourg had a very successful year. The unit focuses on high-value target
customers and develops products with rates in line with risk. Business volume rose 56.4%
to CHF 535.2 million (2005: CHF 342.2 million), again driven mainly by unit-linked life
insurance products, which the Baloise sells across national borders thanks to the EU’s
freedom of service provision. Even excluding these products, premium volume under IFRS
accounting standards grew 16.6% to CHF 91.2 million (2005: CHF 78.2 million). The nonlife
Key fi gures: Benelux
line performed extremely well. Premium income rose 11.3%, handily outpacing the market
2005
2006
to reach CHF 47.9 million (2005: CHF 43.0 million). The gross combined ratio was 89.7%,
Premium income (gross)
736.3
751.4
slightly higher than the previous year’s exceptional 86.8%. A particular breakthrough was
of which: life in CHF million
153.5
161.8
achieved by PolyCare motor insurance, a product designed specifi cally to attract target
of which: nonlife in CHF million
582.8
589.6
customers. The unit also gained market share in distribution through brokers and among
Combined ratio (gross)
in percent
Profi t before tax
in CHF million
industrial customers. Life insurance grew 62.9% to CHF 487.3 million (2005: CHF 299.2
93.5
92.4
million) thanks to the boom in unit-linked products. We expect further growth in this sector
from the January 2007 acquisition of Winterthur-Europe Vie. Traditional life insurance also
94.9
231.1
performed well. Along with market share gains in employee pensions, this led to 23.1%
growth in the IFRS premium volume, which reached CHF 43.3 million (2005: CHF 35.2
million).
Bâloise-Holding Annual Report 2006
GESCHÄFTSGANG | OTHER COUNTRIES
23
Other countries
Austria and Croatia
Basler Austria and its Croatian subsidiary Basler Osiguranje continued their growth thanks
to systematic and consistent target customer focus and expansion of the sales force. Basler
Austria’s business volume (including Croatia) rose by a good 10.6% to CHF 141.5 million
Basler Austria and Basler Osigu-
ranje in Croatia are successfully
pursuing their growth course thanks
(2005: CHF 127.9 million) while premiums according to IFRS accounting gained 7.5% to
to consistent focus on target
reach CHF 137.5 million (2005: CHF 127.9 million). In the medical practitioner’s segment,
where we hold an especially strong position in both Austria and Croatia, we again achieved
customers and the expansion of
double-digit growth. The Croatian Basler Osiguranje segment made substantial progress
distribution capacity.
in the life business. At 6.9%, Basler Austria (including Croatia) advanced in excess of the
market average in nonlife insurance with revenues of CHF 97.9 million (2005: CHF 91.6 mil-
lion). Thanks to a signifi cantly lower loss ratio, the gross combined ratio improved to 99.7%
(2005: 103.7%). Business volume in the life insurance line increased by 20.0% to CHF 43.6
million (2005: CHF 36.3 million). Similarly to other Baloise Group markets, single premiums
declined due to weak demand while recurring premiums saw gains. Starting in 2007, we
will implement a new approach to prevention in Austria called “Baloise World of Security”
which will allow us to realize our loss prevention function in a more comprehensive fash-
ion. We expect this approach to enhance our appeal in the coming years and lead to further
positive growth.
Reinsurance, fi nancing companies and equity holdings
This segment comprises companies for reinsurance, special investments and fi nancing as
well as equity holdings and further corporate business.
The contribution of the segment “Other countries” to earnings before taxes advanced to
CHF 253.4 million (2005: CHF 192.2 million). The increase is largely attributable to the
good performance of the reinsurance units thanks to low claims along with solid returns
on alternative investments.
Key fi gures: Other countries
2005
2006
Premium income (gross)
173.4
177.6
of which: life in CHF million
36.3
39.6
of which: nonlife in CHF million
137.1
138.0
Combined ratio (gross)
in percent
Profi t before tax
in CHF million
70.3
89.8
192.2
253.4
Bâloise-Holding Annual Report 2006
GROWING WITH
OUR CUSTOMERS
Switzerland: Financial
services provider 26
Belgium: Gezinsplan 29
Germany: Customer retention 30
Bâloise-Holding Annual Report 2006
26
GROWING WITH OUR CUSTOMERS | SWITZERLAND
Our customers receive the best of banking and insurance
T H E B A N C A S S U R A N C E D R E A M pursued by many banks and insurance companies dis-
integrated several years ago. The Baloise’s “Focused Financial Services Provider” model
on the other hand has proved successful. What is it that Basler Versicherungen and Baloise
Bank SoBa do differently or better? And how do customers benefi t? Christian Andrik (Head
of the Baloise Bank SoBa branch in Basel) and Jürg Graf (Basler Versicherungen customer
adviser in the Bernese Oberland) have the answers.
Baloise Insurance and Baloise Bank SoBa have positioned themselves as focused
fi nancial services providers. What does this mean?
C H R I S T I A N A N D R I K : We generate added value for our customers by providing compre-
hensive advice as well as seeking and fi nding individual solutions in insurance, pension,
asset management and fi nancing matters. Unlike conventional bancassurance strategies,
we market only selected banking products via our customer advisors.
J Ü R G G R A F : Our customers receive the best of banking and insurance. And they have a
single point of contact for all issues around money and fi nancial security. This is an increas-
ingly important point for many customers.
Over the past years the bancassurance strategies of other banks and insurers have
failed. What is it that you do differently or better?
C H R I S T I A N A N D R I K : Our two lines don’t compete, we complement one another with our
respective strengths. After all, we both have a common target: to fi nd the best solutions
for our customers. In the end, it doesn’t matter whether this is a banking, an insurance or
a combined solution.
J Ü R G G R A F : Depending on the situation at hand, I might recommend to the customer a cer-
tain investment to place some recently drawn insurance benefi ts, or a restructuring of the
securities portfolio – a banking service, although I’m actually an insurance specialist. At
the end of the day, it is the value added for the customer that counts.
Insurance and banking products are, to a certain extent, in competition with one another.
How is this in your case?
G R A F : We don’t clash. Whether I recommend a banking or an insurance product has no impact
on my pay package. Therefore I am free to advise my customers in a solution-oriented and not
product-oriented fashion. So that customers get what they really need, no more and no less.
Our measure of success is customer satisfaction.
C H R I S T I A N A N D R I K : Our banking and insurance products complement one another in an
ideal way. Let me give you an example: A customer wants to invest a certain amount, let’s
say CHF 30,000. He can either use the sum as a single premium for a life insurance policy
or put it into a savings account. It all depends which solution is best suited to his fi nancial
needs. With us, he can obtain either solution from a single source.
Mr Graf, you work as a customer advisor for Basler Versicherungen.
What are the advantages of the focused fi nancial services provider model for you?
J Ü R G G R A F : As a banker who subsequently trained to become an insurance specialist, the
answer is clear to my mind. We have combined the respective strengths of a bank and an
insurance company to the advantage of our clients. I have been living this philosophy for
nearly fi ve years now.
Basler Versicherungen in
Switzerland and Baloise Bank
SoBa are highly successful
with their “Focused Financial
Services Provider” model
Bâloise-Holding Annual Report 2006
And for you, Mr Andrik, as Head of the Baloise Bank SoBa branch in Basel?
C H R I S T I A N A N D R I K : This model has helped us expand our network, and it has also given
us access to new customers. Moreover, I can now rely on my customers always having a
competent local contact, irrespective of where they live. Another very important aspect
for me is the possibility of know-how exchange among the Baloise’s customer advisors.
Again, it is the customers who ultimately profi t.
How else do customers benefi t from this cooperation?
C H R I S T I A N A N D R I K : Their added value is primarily the possibility of obtaining custom-
ized solutions for insurance, pensions, asset management and fi nancing from a single
port of call.
J Ü R G G R A F : In order to provide comprehensive advice, we need all the relevant informa-
tion from the customers, for example on existing pension schemes or mortgages, as well
as documents such as a tax return form including asset statement. The more we know
about their personal and fi nancial situation, the more in-depth advice and added value we
can provide.
What added value do you generate in concrete terms?
C H R I S T I A N A N D R I K : Besides competent advice and solutions from a single source, the
added value lies primarily in our bundled solutions. These consist of intelligently linked
banking and insurance products. BALOISELIFE PLUS is an example of this, the ideal combi-
nation of insurance protection and saving. Customers can pay in in a fl exible way and still
withdraw assets at an early stage, for instance to fi nance residential property.
J Ü R G G R A F : Another case in point is the recently introduced BALOISELIFE KIDS, a unique
product in the Swiss market, combining a savings account for children with preferential
interest and risk insurance.
With just one contact for customers, how can you ensure that they receive competent
advice in matters as diverse as insurance, investment, fi nancing and pensions?
J Ü R G G R A F : This is ensured primarily by the training and experience of each individual cus-
tomer advisor. And if I happen to be at a loss for a particular answer, I can always draw on
the advice and knowledge of one of my specialist colleagues. Knowledge exchange within
the Baloise Group is crucial for me and helps me develop my competence as an advisor.
C H R I S T I A N A N D R I K : The fi rst port of call for a customer is always the advisor who is
responsible for them and knows them best. If this is the insurance advisor and the custom-
er wants an analysis of his securities portfolio, the advisor can always obtain information
from his banking colleague and so ensure that he always has the latest information and
recommendations to pass on to the customer.
What can a customer wanting comprehensive advice expect?
J Ü R G G R A F : First of all, we sit down and analyze his or her current situation. Then we
together defi ne the targets. On this basis, we draw up customized solutions enabling
them to reach these targets. This process is repeated once every fi ve years, unless
there is a signifi cant change in the customer’s professional or family-related situation
beforehand.
C H R I S T I A N A N D R I K : We work through a checklist to make sure that nothing gets forgot-
ten. On a fi le up to twelve pages long, we record information on the customer’s personal
and fi nancial situation. This demands a large degree of openness and trust on the part of
the customer. For that, they will receive 360-degree advice with regard to their fi nancial
matters. And all of this free of charge …
GROWING WITH OUR CUSTOMERS | SWITZERLAND
27
Bâloise-Holding Annual Report 2006
Let’s take a concrete example: Your customer is planning to buy a house. What will
he have to take into consideration? And what do you need to know in order to provide
competent advice?
C H R I S T I A N A N D R I K : The most important question of course is whether he can and real-
ly wants to afford it. We help him calculate whether the fi nancial burden to be incurred is
reasonable in terms of income and assets. If the answer is yes, then we advise him on how
best to fi nance the house, also from a tax point of view. He may also need to factor in future
events such as an anticipated inheritance or premature retirement.
J Ü R G G R A F : For house purchases in particular, it is crucial for us to know as much as
possible about the client’s fi nancial situation. If for instance the customer shows us his
tax return forms, we can demonstrate the impact that the purchase will have on his fi s-
cal situation.
Next comes the question of fi nancing the purchase. What do you usually suggest?
J Ü R G G R A F : The answer here is as varied as the people posing the question. There is
no one-size-fi ts-all solution. It takes individual counselling – something we gladly take
enough time for.
Nowadays change is the only constant factor in many people’s lives. How fl exible is your
fi nancing?
C H R I S T I A N A N D R I K : This is where our advice becomes particularly valuable. We have
products to suit every life situation and are well aware of how quickly circumstances can
sometimes change. That’s why we are fl exible and ready to support our customers to the
greatest possible extent.
J Ü R G G R A F : Open communication is key here, since only then can we provide the tailored
advice that customers rightly expect of us. We for our part are open and honest too. It can
happen, for example, that we advise against a purchase if we realize that it would stretch
the customer beyond their fi nancial means.
Residential property is a form of provision for the future. Does this make sense – or do
you have alternatives for someone who wants to remain fi nancially fl exible?
C H R I S T I A N A N D R I K : Residential property is actually a very sensible form of provision for
the future. But not necessarily for everyone. There are numerous alternatives ranging from
a savings account or life insurance policy through to a securities portfolio possibly com-
bined with an asset management mandate. The customers’ personal and fi nancial circum-
stances as well as their preferences, hopes and dreams are the decisive factors.
J Ü R G G R A F : There is no such thing as the perfect provision for the future. Not least,
because most forms of pension provision will have an impact on the customer’s tax bill,
both before and after retirement. Pension planning must match the individual in question,
not vice versa. In fact, this applies to all our solutions. That is why it is so important that
we take enough time for every single customer. Ultimately, it takes tailored solutions to
make a perfect fi t.
28
GROWING WITH OUR CUSTOMERS | SWITZERLAND
THREE KEY POINTS
■ Together with customers, we seek
individualized solutions in matters
of insurance, pensions, financing
and asset building.
■ Our customers have a single point
of contact for all their money and
security related issues.
■ We advise our customers in a
solution-oriented way.
Bâloise-Holding Annual Report 2006
GROWING WITH OUR CUSTOMERS | BELGIUM
29
Innovation for the Belgian market
Mercator, the Baloise’s Belgian subsidiary, is a well-established insurance group that oper-
Mercator’s family plan generates
ates exclusively in the Flemish part of the country. This means it has in-depth knowledge
of the local market. A knowledge that has helped Mercator expand its market position, so
that it now makes a considerable contribution to the Baloise Group’s consolidated profi t.
recognizable added value for cus-
tomers, brokers and the Baloise.
Antwerp-based Mercator aims to grow and to strengthen customer retention. In early
From the beginning, this innovative
2006 it launched an innovative product tailored to the characteristics of the Flemish mar-
ket, yet distinct from comparable rival products. The product is called Gezinsplan (fam-
product was a success. It was sold
ily plan) and is targeted at all private individuals living in the same household. Custom-
over 19,000 times in 2006.
ers must have three nonlife insurance policies to their name to qualify for a Gezinsplan.
As usual in Belgium, the services of various independent brokers are a prerequisite for
sustainable growth. Brokers represent by far the most signifi cant distribution channel for
insurance products.
Support for brokers
Mercator is now focusing predominantly on brokers interested in in-depth and long-term
cooperation. One such broker is Steve Van Bael, who works for the family fi rm Groep Save-
mak. “Mercator is my most important partner. It provides customized support for my mar-
keting planning and implementation, both fi nancially and in administrative matters. Mer-
cator not only pays bonuses to successful brokers, it also offers training sessions which
provide detailed information on the characteristics and advantages of the company’s prod-
ucts. Mercator also organizes workshops at which I can give my own input and so partici-
pate in the ongoing process of improving products in line with client requirements.”
The Gezinsplan’s added value for customers is that it gives them a better overview
of their state of insurance. New policies can be included in the plan or superfl uous ones
removed at any time. The advantage of the Gezinsplan for Mercator is that it noticeably
reduces the administrative workload and thus costs. Moreover, Gezinsplan policyholders
can have their monthly premiums debited directly to their bank or post offi ce account.
Target exceeded
With its Gezinsplan, Mercator has found an ideal solution for all parties involved: custom-
ers, brokers, and the Baloise.
And the strategy is paying off. When launching the product at the beginning of 2006,
Mercator’s management set the target of selling 18,000 such plans within two years. This
target was already surpassed by the end of 2006. On average, one additional Mercator pol-
icy was concluded with every customer contact resulting from the introduction of the Gez-
insplan. This translates into an acquisition rate of 100%!
In the words of experienced broker Steve Van Bael: “Mercator launched an innovative
product that has gone down very well with my demanding clientele.” After all, Van Bael is
THREE KEY POINTS
out to sell not the cheapest, but the best products. And this is where Mercator defi nitely
■ The Gezinsplan is aimed at all
has an edge over its rivals, in his opinion.
individuals living in the same
household.
■ Customers obtain a better over-
view of their insurance affairs.
■ Brokers receive individualized sup-
port from Mercator for the planning
and implementation of marketing
measures.
Bâloise-Holding Annual Report 2006
30
GROWING WITH OUR CUSTOMERS | GERMANY
In permanent contact with customers
With a variety of measures,
Deutscher Ring stays in contact
with its customers – also
M A R E N M Ä H L M A N N is usually sceptical about such special offers. A 5% discount on the
packages of nearly all German travel agents. Can this be true? She is well aware of how
tight margins are in the travel industry. All the same, 36-year-old Ms Mählmann books a
week’s hiking holiday for two on the Canary Islands including half board at a wonderful
after conclusion of the contract.
resort hotel. And in doing so saves over 100 euros. There’s a reason behind her trust in this
specifi c offer: Urlaubsplus, the travel agent, works closely together with Deutscher Ring,
where she recently took out a life insurance policy.
Retaining customer interest
Urlaubsplus is part of a network built up last year by the Baloise’s largest foreign subsid-
iary in connection with its new customer management program. Target: to tie the roughly
1.6 million Deutscher Ring customers more closely to the company. “Many customers for-
get about their insurer pretty fast,” explains Michael Hagemann, the man responsible for
dialog marketing at the Deutscher Ring headquarters in Hamburg. “Once the insurance con-
tract is concluded, the policy is put into some folder and often retrieved only years later.
That’s usually it as far as direct customer relations are concerned. The insurer simply no
longer exists in the customer’s mind.”
This is precisely what Deutscher Ring wants to prevent. Hagemann explains how: “We
want the dialog with our customers to continue, we want to add variety and, from time to
time, surprise our customers. Then we as a company and the advisor responsible will not
be forgotten so fast.”
“We want to retain our customer’s interest and trust by offering added value that goes
far beyond what they have normally come to expect from an insurance company,” con-
tinues Michael Hagemann. Just a run-of-the-mill marketing ploy? Not at all. It is the result
of intelligently built relationships interwoven with special measures. Measures that, at
the end of the day, generate value all round – for the customers, the network partners and
Deutscher Ring itself. A win-win-win situation.
Numerous advantages thanks to RingCard and the customer magazine
Two weeks after concluding her insurance contract, Maren Mählmann received the Ring-
Card mail informing her, among other things, of the fi ve percent travel discount. The let-
ter also contained her personal customer card, the RingCard, which gives her access to a
variety of services, information and advice in insurance matters, round the clock, 365 days
a year. The card also opens the door to offers with exclusive discounts from selected
cooperation partners which she can consult and take up via a website accessible only to
Deutscher Ring customers.
With such benefi ts extended, clients are usually willing to fi ll out the questionnaire
enclosed with the RingCard mail. This in turn provides Deutscher Ring with valuable infor-
mation on its new clients, in particular on any further insurance needs they may still have.
Good relationships are always a matter of give and take, and customer relationships are no
exception. One out of every six new customers fi lls out and returns the questionnaire – a
high return rate in this line of business. “Satisfi ed customers are the prerequisite for main-
taining and expanding successful customer relations,” says Michael Hagemann, “fi rst we
give them individual, high-quality advice and subsequently offer them comprehensive ser-
vices. As a result, customers come to feel they have chosen the right insurance company.
Even well after the policy has been concluded.”
Bâloise-Holding Annual Report 2006
GROWING WITH OUR CUSTOMERS | GERMANY
31
Besides the RingCard mailing, clients have, since 2006, also been sent the magazine
“DerRing” four times a year. The subtitle “Mehr wissen, besser leben” (know more, live
better) expresses the philosophy behind it in a nutshell. The magazine – created by expe-
rienced journalists – contains 32 pages of useful information on topics such as asset man-
agement, pensions, health and leisure. Numerous service elements and a strong focus on
dialog enhance its value. Readers can for example swiftly obtain or access further-going
information or arrange a meeting with an advisor via a postcard, a phone number or an
internet address from the magazine. Requests are directed to Deutscher Ring’s inhouse
Service Center with its 100 or so insurance specialists. These inform the distribution part-
ner responsible, who immediately contacts the client in question. This ensures that cus-
tomers will always end up talking to their personal advisors, irrespective of the channel
through which they have voiced their request. And Deutscher Ring quite literally gives face
time to its client.
The very fi rst issue of “DerRing” won Europe’s highly coveted silver “Best of Corporate
Publishing” award in the building society and fi nancial services provider category. And not
only experts appreciate the magazine. According to a representative survey, it is read by
a full 81% of Deutscher Ring’s customers. An outstanding fi gure.
Ascertained higher customer satisfaction
A further element in the integrated communication concept is the “thank-you-very-much-
for-your-trust” mailing. Each client who concludes a further contract receives a letter with
a fl ower voucher worth fi ve euros. So Deutscher Ring expresses its gratitude both in words
and through fl owers.
The personal RingCard with its numerous advantages, the attractive customer maga-
zine, the fl oral greetings, the regular service and product information and the availabili-
ty of a local, personal contact – all this adds up to greater customer satisfaction. Michael
Hagemann draws the conclusion: “The more satisfi ed a customer is, the greater the like-
lihood that he or she will again opt for Deutscher Ring when a new insurance need aris-
es. Both the satisfaction value and the number of contracts have been shown to lead to
higher customer retention.” With this modern service concept, Hagemann and his col-
leagues are obviously on the right track, as underscored by a study conducted by the Swiss
Handelsblatt and the University of St. Gallen, which nominated Deutscher Ring Germany’s
most customer-oriented health insurer.
By the way, Maren Mählmann will be receiving another letter from Deutscher Ring at the
end of July. No insurance proposal this time, no magazine, but a birthday card. She is turn-
THREE KEY POINTS
ing 37 on July 30. Happy birthday!
■ Deutscher Ring impresses clients
with its comprehensive range of
services.
■ Thanks to RingCard clients have
round-the-clock access to services,
information and advice in insur-
ance matters.
■ The magazine “DerRing” is a valu-
able provider of information and
advice on issues around pensions,
asset building, health and leisure.
Bâloise-Holding Annual Report 2006
SUSTAINABLE
BUSINESS CONDUC T
Human resources 34
Ecology 38
Risk management 40
Corporate governance 42
Bâloise-Holding Annual Report 2006
34
SUSTAINABLE BUSINESS CONDUCT | HUMAN RESOURCES
“We want excellence in leadership”
The Baloise strategy is customer
The Baloise aims to be the trusted partner of choice not only for its business partners
oriented. There is however a close
link between customer satisfaction
and investors, but also for its employees. What is it that makes the Baloise an attractive
employer today?
There are three main reasons for this. First, the Baloise is a successful company. For
and employee satisfaction. Both
employees, success is a form of recognition of their own input. Success makes them proud
are a pillar of business success and
of their company and stimulates them to perform well. Second, there’s the size of the
Baloise. It is large enough to offer its staff a highly professional structure and a wide range
so both deserve in-depth attention
of development opportunities in various markets and functions. But it is also small enough
and a systematic approach, accor-
ding to Markus Jordi, Head of Corpo-
rate Human Resources.
to have a human face and enable personal exchange of knowledge and best practice expe-
rience on the basis of what I would call the “Baloise spirit.” Third, there is its distinct cul-
ture built on a solid past, tradition, emotion and an above-average focus on staff and staff
development. I realize time and again that these are the very characteristics that top peo-
ple on the job market are looking for.
Are these criteria also refl ected in staff satisfaction surveys?
Achieving a high level of staff satisfaction is one of the key targets of our HR work and ulti-
mately a basis for business success. Empirical studies in recent years have shown that
there is a close link between staff and customer satisfaction. So the relevance of this issue
can be derived directly from our strategy. We regularly measure staff satisfaction. The
results are very good in comparison with our direct competitors. This does not, however,
prevent us from casting a self-critical eye on any weaknesses that surface in our surveys.
We will continue to seek feedback from our employees on a regular basis as a way of ensur-
ing our credibility. This credibility is refl ected not only by the surveys we carry out, but
also in other indicators such as the periodic staff interviews, performance reviews and the
appraisal of line managers which evaluates management quality in an anonymous form.
Indeed, the quality of leadership is one of the prime factors of staff satisfaction. This is
also why we place such emphasis on excellence in leadership.
Satisfi ed staff need both challenges and support. Is that what they get?
Focus on staff and their development is one of the pillars of our corporate culture. Our
cross-border feedback platforms in the Advanced Management and Strategic Leadership
programs give us very good insight into where we stand.
Skills development is one of our prime focal points, both at organizational and indi-
vidual level. In collective exchange and learning processes, we identify and develop skills
and seek to implement them in our core business. How can we set up a scoring/pricing
system? How can we improve our claims handling? What can we learn from past experienc-
es? And of course we support individual employees in the development of their specifi c
skills. Each country provides its own systematic development measures. Our Belgian unit
for example draws up requirement profi les and then makes target/actual comparisons.
Deutscher Ring Group has a longstanding tradition in talent and management develop-
ment. Basler Deutschland in Bad Homburg, too, has a professional management develop-
ment program for talented staff and puts a lot of work into the quality of its management
team. Our colleagues in Austria and Luxembourg work systematically on improving strate-
gically relevant skillsets. In Switzerland, staff portfolio analysis, strategic personnel plan-
ning and systematic skills development are all applied to bring about a longterm “upskill-
ing” of our workforce.
Bâloise-Holding Annual Report 2006
SUSTAINABLE BUSINESS CONDUCT | HUMAN RESOURCES
35
Human Resources has the diffi cult task of reconciling rapid changes in society with
a given corporate strategy. What successes can you list in this context?
In a diffi cult economic environment, the Baloise has successfully evolved into a highly prof-
itable enterprise. This is evidence for me that our human capital is well aligned with our
strategy. We have worked intensively at developing our skillsets over the past few years,
viewing ourselves as a learning organization. Particularly in the fi eld of target customer
management, we have made enormous progress. Never before has the Baloise known its
clients as well as it does today.
Does the Baloise also know its employees?
Our strategy is customer driven. That’s why we will continue to work at our customer rela-
tionship competencies. I believe, however, that just as much attention must be paid to
the employer-employee relationship and that our staff also deserve nothing less than a
methodical and systematic approach to this relationship. This is another reason why we
place such emphasis on the quality of our management portfolio: to ensure that our man-
agers are capable of guiding and supporting their staff in the demanding development
processes. Our healthy corporate culture is now being enriched by a reinforced focus on
targets, performance and implementation. A willingness to put in above-average perfor-
mance has become indispensable. It’s like in sports: success motivates, unleashes pas-
sion and creates a fresh dynamic.
PREPARING FOR A POSSIBLE
PANDEMIC
Prevention means a lot to us, not
You say that a strong culture, excellence in leadership and high performance levels are
only for our insurance business, but
the foundations of the Baloise’s success. What then are the top-most priorities for HR?
also in view of threats we ourselves
Excellence in leadership is no doubt the strategic priority. It comprises three elements.
are faced with, such as an influenza
First, there is the targeted identifi cation and recruitment process. Then come systematic
pandemic. Our groupwide prevention
support and empowerment through the appropriate development measures. And third, we
strategy is based on the following
strive for longterm staff retention by means of a performance and success-based culture
pillars:
and attractive employment terms. We use feedback processes as well as a Group wide pro-
gram which helps staff on the road to leadership through learning, exchange of knowledge
■ PROTECTION OF STAFF
and experience, and enhanced self-awareness. It is the same kind of process that also
Besides protection offered by the
enables people to become true specialists in their fi elds. We will support the identifi cation
state and private providers, all
process in an increasingly pragmatic way and expand the exchange of talented staff within
employees will receive additional
the Baloise Group. To promote not only strategic knowledge and business competence, but
means of protection such as
also excellence in leadership, we also need to have a common cross-border understanding
masks, gloves and in certain cases,
within the Group of what we mean by excellent leadership.
subject to local permission and in
cooperation with the authorities,
Common procedure, common targets. How can this be aligned with the maxim claiming
Tamiflu®, a medicament.
that all business is local?
We need strong local HR organizations that are represented on the executive management
■ SAFEGUARDING BUSINESS
teams and are integrated in the management processes. Corporate Human Resources
defi nes uniform strategic impulses and promotes understanding of how we can put our
PROCESSES
To ensure that business processes
business strategy into operation at HR level on the basis of local circumstances. Ultimate-
are upheld, we have revised the
ly, it’s about adding value for the Group by jointly developing skills, systems, tools, mini-
local contingency plans, supple-
mum standards and the sharing of best practice.
menting them with the pandemic
scenario. Regular information on
measures taken has been made
available internally since 2006.
Bâloise-Holding Annual Report 2006
36
SUSTAINABLE BUSINESS CONDUCT | HUMAN RESOURCES
The following case examples provi-
de an insight into how the key com-
petencies stipulated by the HR stra-
tegy are developed and put into
practice in the various countries.
High-level performance and result orientation
Basler Switzerland introduced its Individual Performance Management (IPM) system in
January 2006. The comprehensive performance agreement for each employee now in-
cludes not only the annual targets but also the main tasks and responsibilities. The agree-
ment process includes a discussion of the skills required for the specifi c tasks, a conduct
analysis and a catalogue of measures to be taken. IPM stands for the process by which the
Baloise assesses, steers and rewards each employee’s contribution to the company’s suc-
cess. It also provides the link between the targets and strategies of the company and the
targets and tasks of the individual staff member.
Highly qualifi ed learning organization
For Mercator in Belgium, the start of the “function exercise@mercator” project in 2006
represented a fi rst step on the road to becoming a learning organization. One of the proj-
ect targets is to establish a competence profi le for each function. It is derived from the
result-oriented function description and includes both technical knowledge and soft skill
requirements. The profi le will form the basis for the employee’s further career develop-
ment. It also facilitates effi cient communication between staff and line managers.
Excellent leadership and management skills
Deutscher Ring launched the second edition of its demanding two-year development pro-
gram for future departmental heads and in-house project managers in 2006. The aim of
the program is to retain high-potential staff members, develop management talent within
the company’s own ranks and enhance the company’s management quality over the long
term. Participants are accompanied by mentors from top management throughout the pro-
gram. The program builds on individualized learning and development plans with a strong
link to the candidate’s practical work. Six out of the nine graduates assumed management
or project management functions already before the end of the program.
Pinpointing management potential
Basler Deutschland applied its Personnel Portfolio Conference successfully for the second
time in 2006. It is used to measure the performance and potential of senior managers. In
the course of the conference, each company board introduced its top managers and their
appraisals. Through a common, transparent decision-taking process, there emerged an
overall view of Basler’s top management potential and the necessary individual steps to
be taken to exploit this potential. A clear take of the company’s leadership potential auto-
matically make it easier to handle transition processes successfully.
High standing in the job market
Basler Switzerland developed its Insurance Trainee Program in 2006 in addition to the
existing General Trainee Program (GTP). The aim is to gain talented and highly qualifi ed
young people for the core insurance business and to prepare them for managerial, spe-
cialist or project management functions. The individual training modules are held in vari-
ous insurance segments at head offi ce. A module involving stints with the sales teams can
also be selected.
Bâloise-Holding Annual Report 2006
SUSTAINABLE BUSINESS CONDUCT | HUMAN RESOURCES
37
Corporate culture focused on staff and customers
A project team from Basler Austria initiated workshops in 2006 aimed at fostering corpo-
rate culture in 2006 for staff from all sectors and hierarchic levels of the company. The
target was to improve communication and enhance cooperation between the different
departments and functions. Through team and confi dence building activities, the partici-
pants swiftly got to know and understand one another better.
KE Y FIGURES
■ The Baloise Group‘s staff count amounted to 7,459 as at December 31, 2006 (2005:
7,548). Note: Since the Annual Report 2005, staff fi gures have been stated in terms
of full time equivalents (FTE).
■ The staff turnover rate decreased slightly by 0.5% in 2006, coming to a little over
9%.
■ The number of younger staff members increased somewhat in 2006. Overall, the
average age went up, refl ecting the general demographic trend.
■ Around 18% of the workforce opted for part-time work in 2006. Even though the
number of men in this category rose slightly, part-time positions were still pre-
dominantly held by women.
■ About CHF 20 million was spent on staff training and development in 2006. Staff
members spent a total of 21,499 days on basic and advanced training courses.
■ 320 positions were offered to apprentices, trainees and interns throughout the
Group. This refl ects the signifi cance that the Baloise attaches to the education and
training of young people.
Workforce by gender
in percent
43
43
Category
Men in %
Women in %
Men in %
Women in %
2005
2006
Staff
57
Middle
Management
Senior
Management
Total
49
83
93
58
51
17
7
42
49
79
90
57
51
21
10
43
Men
Women
The Board of Directors of Bâloise-Holding comprises eight
men and two women.
TOP LINKS
■ www.baloise.com/careers
(cid:74) Facts and figures
(cid:74) Values and culture
(cid:74) Management training
(cid:74) Open positions
Bâloise-Holding Annual Report 2006
38
SUSTAINABLE BUSINESS CONDUCT | ECOLOGY
Going easy on the environment
With a variety of measures the
Baloise is striving to continually
reduce its direct impact on the envi-
Awareness of environmental effi ciency in our own operations
Since 1995 we have recorded our energy and material fl ows according to the recommenda-
tions of the Association for Environmental Management in Banks, Savings Banks and Insu-
rance Companies (VfU). The fi gures provided in the Annual Report refer to the larger pro-
ronment. In 1995, as one of the fi rst
perties used in operations. This is where 58% of all employees work and is generally also
insurance companies, it signed the
declaration of sustainable develop-
ment included in the United Nations
where central functions such as computer centers and staff cafeterias are located.
Encouraging reduction in energy and material fl ows
Energy and material fl ows have declined since the prior year, an encouraging result! See
below for details. Consumption fi gures for the individual country units are available at
Environment Programme. The
www.baloise.com.
principles it contains are
substantiated in the groupwide
Ergonomic advantages and energy savings to boot
Electric power consumption declined in 2006 due to low power consumption for offi ce air
environmental mission statement.
conditioning thanks to a relatively cool summer and to various internal measures. Over
3000 CRT monitors were replaced by fl at-panel screens at Basler Versicherungen in Swit-
zerland and Deutscher Ring in Germany. The result is not only enhanced ergonomics for our
employees, but also substantial direct electric power savings. A conventional CRT monitor
consumes about 2.5 kW per day, whereas a fl at-panel screens consumes only 0.9 kW. Dis-
plays that consume less power also give off less heat, reducing the need for cooling in air
conditioned offi ces.
Tracking down energy drains and further reducing electricity consumption
Fluctuations in consumption fi gures often refl ect transitory climatic conditions such as
long, warm summers with strong demand for cooling or relatively mild winters with a corre-
spondingly low number of heating days. We expect major future savings primarily through
newer technologies and more effi cient use of infrastructure. One example is replacing the
nearly 25-year-old lighting fi xtures in the corridors, and open-plan offi ces of the main cor-
porate headquarters building, which will nearly halve electric power consumption. To use
existing infrastructure more effi ciently, we integrated a country unit’s computing center
into the Basel center in 2006. We will apply focused measures to reduce electricity con-
sumption by a further fi ve percent over the next fi ve years. Changes in the environment and
scarcer energy resources both oblige and motivate us to do our part as a responsible cor-
porate citizen.
Avoiding waste while doing good
The Baloise believes in reducing, reusing and recycling waste. We recycled a total of 187 tons
of paper and cardboard at corporate headquarters in 2006. Deutscher Ring replaced 1,400
desktop computers in the summer of 2006. Of the computers replaced, 400 were donated
to schools in Hamburg and 1,000 to a dealer for refurbishing and reuse.
Bâloise-Holding Annual Report 2006
SUSTAINABLE BUSINESS CONDUCT | ECOLOGY
39
2004 absolute
2005 absolute
2006 absolute
relative
Unit
Employees
Energy reference area
Sites
5,346
160,460
14
4,946
156,948
13
4,618
154,089
13
headcount
ERA m2
number of buildings
Electric power consumption
27,763,505 kWh
27,445,345 kWh
26,020,455 kWh
5,635
kWh / employee
Heating energy consumption
17,045,531 kWh
16,121,210 kWh
15,613,007 kWh
Water consumption
Paper consumption
Paper varieties, percent
73,056 m3
957 t
72,936 m3
851 t
71,571 m3
794 t
101
62
172
kWh / m2
l / employee / day
kg / employee
5.00%
recycled
95.00%
chlorine-free
–/–
chlorine bleached
Copy paper consumption
85.3 m A4 sheets
81.6 m A4 sheets
81.6 Mio. A4 sheets
17,659
A4 sheets / employee
Solid waste volume
Waste varieties, percent
1,122t
1,059t
1,019t
221
kg / employee
49.00%
paper / cardboard
10.00%
other materials
3.00%
special waste
38.00%
misc. waste / trash
+/– %
(absolute)
–7.10%
–1.86%
0.00%
–5.48%
–3.25%
–1.91%
–7.18%
–4.56%
–3.93%
Business travel
14.37 Mio. km
13.15 Mio. km
13.15 Mio. km
2,848
km / employee
0.00%
Modes of travel, percent
23.30%
km by air
47.50%
km by road
29.10%
km by public transport
CO2 emissions
19,643t
18,925t
18,084t
3,916
kg / employee
–4.65%
1 Consumption fi gures for the Luxembourg unit are not included in the table as the company was moving into new premises at the time.
CO2 emissions reduced
Electric power in Switzerland is primarily generated by hydroelectric and nuclear power
plants, both low-CO2 sources. CO2 emissions from electric power consumption in our envi-
ronmental assessment were calculated in accordance with the guidelines of the Union for
the Coordination of Transmission of Electricity (UCPTE 92). These guidelines assume that
electric power is generated from a mix of coal, gas, diesel, nuclear and hydro sources and
yield higher CO2 emissions than those of Switzerland’s actual hydro and nuclear based
power generation. The reported CO2 impact from electric power consumption in our envi-
ronmental assessment is thus correspondingly higher. Six of the 13 major operating sites
are heated by district heating, which causes lower CO2 emissions than local heating with
gas or heating oil. This reduces the CO2 impact of heating in our environmental assess-
ment accordingly.
Fair to our partners, fair to the environment
We have formulated procurement principles to reduce environmental impacts at all of our
locations in Switzerland. These principles also help induce our partners to establish high
standards and commit to supplying environmentally friendly products. For imports, we
require our suppliers to provide certifi cation of compliance with International Labor Orga-
nization ILO conventions. As a fair partner to our suppliers, we actively oppose improper
practices, from the tendering process through to delivery and payment.
Since sustainability is part of our daily business, we have integrated the topic directly into
our Annual Report. A separate Sustainability Report is no longer published. For more infor-
mation on sustainability, please see:
■ www.baloise.com (cid:74) Profi le (cid:74) Sustainability
TOP LINKS
■ www.baloise.com/sustainability
(cid:74) Commitment to sustainability
(cid:74) Environmental audit
(cid:74) Environmental mission statement
Bâloise-Holding Annual Report 2006
40
SUSTAINABLE BUSINESS CONDUCT | RISK MANAGEMENT
Risk management – risk is our business
Risk management is increasingly
How does the Baloise deal with risk management? German Egloff, CFO of Bâloise-Holding,
crucial for the insurance business
due to greater regulatory demands
explains how things fi t together.
What does the Baloise Group mean by risk management?
and the trend toward risk-based
G E R M A N E G L O F F : Handling risk is really what our business is all about. Our clients entrust
us with their risks and expect us to keep them under control. Thus all of our employees are
risk managers in the broadest sense.
As a business in the fi eld of risk, we must as far as possible be able to avoid surprises in
the occurrence of risks and always act with foresight. This is a big challenge that requires
a great deal of experience.
What does risk management mean to you in a fi nancial sense?
G E R M A N E G L O F F : First of all it refers to judicious management of the capital entrusted to
us by our shareholders. The core question we face every day is, how do we economically
achieve the optimum return on our capital? The relationship of income to risk and capital
effi ciency are issues at the heart of our business.
Concretely, professional risk management ensures the best-possible sustainable creation
of value, which in turn provides the basis for the Baloise Group to thrive in the long term.
The capital strength achieved in this way is what provides security for policyholders in the
truest sense. Consequently, risk management addresses the combined needs of custom-
ers and shareholders.
This is a particular challenge for the Board of Directors and Corporate Executive Commit-
tee, who bear the ultimate responsibility for risk management.
How does the Baloise manage risks?
G E R M A N E G L O F F : We possess a highly sophisticated system of methods, processes and
reports for monitoring and managing our risks on an ongoing basis. One example is our
model for determining risk capital, which we implemented back in 1998 and have since
developed further. At present we are transitioning to an even better model which complies
fully with the requirements of Solvency II and the Swiss Solvency Test. With this we will be
well equipped to deal with regulatory demands in all our markets.
The system is supported by an internal organizational structure incorporating a system of
checks and balances which defi nes and embodies clear risk categories in the roles of risk
owners and risk controllers.
These risk categories are systematically documented in a “risk map.” They cover the full
span of our business activities. Examples include insurance risk, investment risk and oper-
ating risk. All categories are recorded, monitored and reported on in line with their magni-
tude. Predefi ned response plans are used to control the substantial risks.
And how does this system fi t in with your approach of concentrating on high-revenue
customers?
G E R M A N E G L O F F : From the customer’s perspective, risk management means offering
them the product at a fair price in line with the risk. Thus a risk management system must
provide the right impetus not only at the corporate level, but also at the customer level.
business management.
Bâloise-Holding Annual Report 2006
SUSTAINABLE BUSINESS CONDUCT | RISK MANAGEMENT
41
Mr Egloff, can you give us some examples of how effective risk management is at the
Baloise?
G E R M A N E G L O F F : I can illustrate this by three examples.
First, the corporation sets out targets for each business unit in the business plan. These
targets individually address the risk situations of the units and are built into the perfor-
mance targets of local management.
Second, we only really fi nd out how effective a risk management system is when confront-
ed with extreme situations. Our system proved itself in the stock market crash of 2001 to
2003. Despite an initially high exposure in equities, we made it through this diffi cult phase
without having to seek new capital infusion. The fl ood-related claims in December 2005,
when gross claims of CHF 220 million resulted in a net loss expense of only about CHF 70
million, illustrated the effectiveness of our use of reinsurance as a risk management tool.
Third, our risk management culture is refl ected in our day-to-day business. Our most impor-
tant business processes are closely linked to the risk management process. For example,
we have institutionalized monthly reporting of our risk capital position and regular report-
ing on individual risks. Risk topics are standard agenda items for every management meet-
ing between the Group CEO and local CEOs.
Is there a connection between the share buy-back program and risk management?
G E R M A N E G L O F F : We have a very high-quality balance sheet today and are adequate-
ly capitalized for our business and risk profi le. Thanks to our good revenue situation and
profi t quality we have the ability – and have done so more than once in the past – to dis-
tribute attractive cash dividends to our shareholders and additionally to pay back a part
of our equity.
What are the current hot topics in the insurance business?
G E R M A N E G L O F F : The debate on mandatory earthquake insurance in Switzerland has only
just begun. Or consider the topic of climate change. The crucial thing here is to understand
the immediate effect on insurance so that appropriate measures can be initiated.
What challenges does the future hold?
G E R M A N E G L O F F : Risk management is a strategic issue at the Baloise Group because
effective risk management is a key competitive advantage for us. It enables us to strength-
en and expand our position in three ways: through pricing commensurate with risk, by
managing risk at the portfolio and business unit levels, and by high-quality capital man-
agement. Generally this makes us less dependent on market fl uctuations. The ability to
deploy capital in a resolute and effi cient manner in terms of maintaining an optimum rela-
tionship between risk and income will continue to be one of our strengths.
This is why the further development of our risk management strategy, which is well under-
way, is such an over-arching, high-priority task.
THREE KEY POINTS
■ Our professional risk management
ensures optimum and sustainable
value creation.
■ Financial capacity is policyholder
protection in the strictest sense.
■ Risk management is one of our top
strategic priorities.
Bâloise-Holding Annual Report 2006
42
SUSTAINABLE BUSINESS CONDUCT | CORPORATE GOVERNANCE
Transparent corporate governance
As a value-oriented company, the
Against the background of the Swiss Code of Best Practice and the SWX Corporate Gover-
Baloise has always been commit-
ted to responsible corporate gover-
nance Directive, the Baloise is above all dedicated to a corporate culture with high ethi-
cal standards and an emphasis on the integrity of company and employees. The Baloise is
convinced that outstanding corporate governance will have a positive effect on the com-
nance, a tradition we carry forward
pany’s long-term performance.
To enhance transparency and comparability with previous years and with other com-
panies, this section follows the structure of the July 1, 2002 version of the SWX Corpo-
rate Governance Directive. The amended Swiss Code of Obligations (Art. 663b bis and
Art. 663c[3]) and the amended SWX Corporate Governance Directive, which both entered
into force on January 1, 2007 for the fi nancial year beginning on or after January 1, 2007,
will be used in the 2007 Annual Report.
1. Group structure and shareholders
Corporate structure
The Baloise is organized as a holding company in the form of a joint-stock company under
Swiss law. It is domiciled in Basel and is listed on the SWX Swiss Exchange. On December 31,
2006 the Baloise Group had a market capitalization of CHF 6,736.4 million. Information
on the Baloise’s shares can be found on page 12 of the Annual Report. The major compa-
nies and equity holdings as of December 31, 2006 are found in the Notes to the fi nancial
statements in the Financial Report starting on page 74. In addition to Bâloise-Holding, the
subsidiary OVB Holding AG has also been exchange-listed since July 21, 2006. It is traded
on the Prime Standard market of the Frankfurt Stock Exchange (ISIN DE0006286560). For
more information please see www.ovb.ag.
Segment reports by region and business segment are found in the Notes to the fi nan-
cial statements in the Financial Report starting on page 36.
The Group’s operating management structure is presented on page 61 of the Annual
Report.
Shareholders
Changes in share ownership
As of December 31, 2006 one shareholder subject to registration pursuant to Swiss stock
exchange law held more than 5% of outstanding Baloise shares.
As a widely-held public corporation, the Baloise is part of the Swiss Market Index (SMI)
and is included in the SWX’s index calculations with 100% of shares in free fl oat.
Shareholder structure
As of December 31, 2006, Barclays Group held 5.4% of outstanding shares. A total of
13,386 shareholders were recorded in the Baloise share register on December 31, 2006.
The number of registered shareholders was 8.4% lower than in the previous year.
More information on the structure of shareholders as of December 31, 2006 can be
found in the section “Baloise share” starting on page 12 of the Annual Report.
today.
Bâloise-Holding Annual Report 2006
SUSTAINABLE BUSINESS CONDUCT | CORPORATE GOVERNANCE
43
Treasury stock
The Baloise held 1,849,548 treasury shares on December 31, 2006. These shares are used
in the incentive and employee share ownership programs, among other things.
Cross-shareholdings
There are no cross-holdings either of share capital or voting rights.
2. Capital structure
Distribution policy
The Baloise pursues a policy of continuous distributions based on earnings. Along with
conventional cash dividends, additional distribution methods such as share buybacks and
options are also used. As a rule, about one-third of annual earnings is distributed, taking
account of the Group’s self-fi nancing needs.
Share buyback program
The Baloise Board of Directors resolved on March 10, 2006 to repurchase up to 10% of
issued share capital within the next three years. This amounts to a maximum of 5,530,715
registered shares with a nominal value of CHF 0.10 each. The shares will be repurchased
through a separate trading line, deducting withholding tax. At present the Baloise has not
yet made any decision concerning the use of the repurchased registered shares. It has the
options of using the repurchased shares for a capital reduction or for acquisitions or to
resell them.
The second trading line was opened on May 22, 2006 on virt-x. By the end of 2006,
1,074,000 shares had been repurchased, representing 1.94% of outstanding shares. In
relation to the volume of the share buyback program for up to 5,530,715 shares, 19.4%
of the maximum approved volume has been repurchased so far since the start of the
program.
The buyback volume and prices are published weekly on the Internet.
■ www.baloise.com (cid:74) Investor relations (cid:74) Baloise share (cid:74) Share buyback program
Distributions to shareholders
Through our shareholder-friendly distribution policy, the Baloise has repaid CHF 484.3 mil-
lion to its shareholders via cash dividends and share buybacks over the past fi ve years.
Year
2002
2003
2004
2005
2006
Total
Cash dividends
Share buybacks
132.7
22.1
33.2
60.8
121.7
370.5
–/–
–/–
–/–
–/–
113.8
113.8
Total
132.7
22.1
33.2
60.8
235.5
484.3
In CHF million, at March 31 of each year before 2005, at December 31 starting in 2005 (end of the fi scal year).
Bâloise-Holding Annual Report 2006
44
SUSTAINABLE BUSINESS CONDUCT | CORPORATE GOVERNANCE
Bâloise-Holding shareholders’ equity
The following table shows changes in shareholders’ equity over the past three reporting
years.
Changes in Bâloise-Holding shareholders’ equity (before allocation of profi t)
Share capital
General reserve
Reserve for treasury stock
Unallocated reserve
Retained earnings
Bâloise-Holding
shareholders’ equity
Fiscal year
2004/2005
Fiscal year
2005
Fiscal year
2006
5.5
11.7
16.7
520.8
125.0
679.7
5.5
11.7
7.9
593.2
138.5
756.8
5.5
11.7
119.1
498.1
258.1
892.5
In CHF million, at March 31 of each year before 2005, at December 31 starting in 2005 (end of the fi scal year).
Bâloise-Holding’s share capital has remained unchanged over the past three reporting
years at CHF 5.5 million. It is split into 55,307,150 dividend-entitled registered shares with
a par value of CHF 0.10.
Further information on Baloise shares can be found in the section “Shareholders’ par-
ticipation rights” on page 53.
Authorized and conditional capital, other fi nancing instruments
Authorized capital
Bâloise-Holding has no authorized capital.
Conditional capital
The Annual General Meeting of 2004 created conditional capital (Art. 3 Articles of Incorpo-
ration). Through this the share capital may be increased by a maximum of 5,530,715 reg-
istered shares with a par value of CHF 0.10 each, for a maximum increase in nominal share
capital of CHF 553,072.
The conditional capital is intended to secure any option or conversion rights grant-
ed in connection with bonds or similar instruments. No such fi nancing instruments have
been issued to date. Subscription rights for shareholders are excluded. The right to pur-
chase the new registered shares belongs to the current holders of options and conversion
rights.
The Board of Directors may restrict or exclude shareholders’ pre-emption rights for the
issue of options and convertible bonds on international capital markets. Further details on
the structure of the conditional capital can be found in Art. 3 of Bâloise-Holding’s Articles
of Incorporation.
■ www.baloise.com (cid:74) Profi le (cid:74) Corporate governance (cid:74) Rules and regulations
Other fi nancing instruments
There are no participation certifi cates, bonus certifi cates or bonds convertible to Company
participation rights or options issued by the Company.
Bâloise-Holding Annual Report 2006
SUSTAINABLE BUSINESS CONDUCT | CORPORATE GOVERNANCE
45
Baloise Group consolidated equity
The consolidated shareholders’ equity of the Baloise Group as of December 31, 2006
totaled CHF 4,986.5 million. Details on developments in 2006 and 2005 can be found in
the Financial Report on pages 8 and 9 in the “Consolidated statement of changes in equi-
ty” of the consolidated fi nancial statements. All details for 2004 can be found in the “Con-
solidated statement of changes in equity” on page 10 of the 2005 Financial Report.
Outstanding bonds
Bâloise-Holding and other Group companies have issued bonds to the public. At the end of
2006 a total of four bond issues from Bâloise-Holding and subsidiaries were outstanding
with the public. Details on the outstanding bonds can be found in the Notes to the fi nan-
cial statements of Bâloise-Holding on page 80 and on the Internet.
■ www.baloise.com (cid:74) Investor relations (cid:74) Bonds
3. Board of Directors
Members
Name
Nationality
Dr. Rolf Schäuble, Chairman
Dr. Georg F. Krayer, Vice Chairman
Dr. Christoph J. C. Albrecht
Dr. Andreas Burckhardt
Dr. Hansjörg Frei
Prof. Dr. Gertrud Höhler
Dr. Klaus Jenny
Werner Kummer
Dr. Arend Oetker
Dr. Eveline Saupper
CH
CH
CH
CH
CH
D
CH
CH
D
CH
Age
63
64
69
56
65
66
65
60
68
49
Term began
Term ends
1993
1995
1985
1999
2004
1998
2003
2000
1996
1999
2008
2007
2009
2009
2007
2007
2009
2007
2008
2008
Only the Chairman of the Board of Directors holds an executive position. All other members
are non-executive and independent. They were not responsible for the management of any
company of the Group during the three fi scal years preceding the period under review and
have no material business relations with the Baloise Group.
The following members were confi rmed in offi ce for a new three-year term in the year under
review:
■ Dr. Christoph J. C. Albrecht,
■ Dr. Andreas Burckhardt and
■ Dr. Klaus Jenny.
Rolf Schäuble (1944, Swiss, Dr. oec. HSG) has served on the Board of Directors since 1993,
since 1994 as Chairman. From 1996 until February 28, 2002 he was also Managing Director
and CEO. Upon completing his studies in economics he was awarded the degree of Dr. oec.
at the University of St. Gallen. From 1975 to 1993 he held various positions at the Zurich
Insurance Group in Zurich culminating in membership of the Group Executive Board.
Bâloise-Holding Annual Report 2006
46
SUSTAINABLE BUSINESS CONDUCT | CORPORATE GOVERNANCE
Georg F. Krayer (1943, Swiss, Dr. iur.) has served on the Board of Directors since 1995, as
Vice Chairman since 2004. He studied law and holds the degree of Dr. iur. He is Chairman
of the Board of Directors of Bank Sarasin & Cie AG, Basel, and was Chairman of the Swiss
Bankers Association until 2003. He is an independent non-executive director.
Christoph J. C. Albrecht (1938, Swiss, Dr. iur.) has served on the Board of Directors since
1985. He studied law and was awarded the Dr. iur. degree at the University of Basel and is
currently a partner at the law fi rm of Joerin Hopf, Basel, working as an attorney-at-law and
notary. Christoph J. C. Albrecht is Chairman of the Board of Directors of Thüring AG, Basel,
and sole member of the Board of Directors of Interhaba AG, Basel. He is an independent
non-executive director.
Andreas Burckhardt (1951, Swiss, Dr. iur.) has served on the Board of Directors since 1999.
He studied law at the Universities of Basel and Geneva and holds a Dr. iur. degree. He
worked at Fides Treuhandgesellschaft from 1982 to 1987 and was General Secretary of the
Baloise Group from 1988 to 1994. He has been Director of the Basel Chamber of Commerce
since 1994. Andreas Burckhardt is Vice President of the Swiss Association of Chambers of
Commerce and President of the Great Council of the Canton of Basel-Stadt for 2006/2007.
He is an independent non-executive director.
Hansjörg Frei (1941, Swiss, Dr. iur.) has served on the Board of Directors since 2004. He
studied law and was awarded the Dr. iur. degree at the University of Zurich. Hansjörg Frei
was employed at Winterthur from 1982, culminating as member of the Group Executive
Board for operations in Switzerland, and was a member of the Executive Board (Head of
International Country Management) at Credit Suisse Financial Services from 2000 until his
retirement in mid-2003. From 2000 to 2003 he was Chairman of the Swiss Insurance Asso-
ciation (SIA). Hansjörg Frei is a member of the Board of Directors of Ems-Chemie Holding
AG and Chairman of the Pension Fund of the Ems Group. Since February 2006 he has been
Chairman of the SVP (Swiss People’s Party) for the Canton of Zurich. He is an independent
non-executive director.
Gertrud Höhler (1941, German, Prof. Dr. phil.) has served on the Board of Directors since
1998. She is a business and political consultant and was Professor of Literature and Ger-
man at the University of Paderborn from 1976 to 1993. She studied literature and art his-
tory in Bonn, Berlin, Zurich and Mannheim. Gertrud Höhler served as consultant for public
relations issues at Deutsche Bank AG from 1987 to 1990 and as non-executive Director for
Grand Metropolitan PLC, London, from 1992 to 1995. She serves on the Boards of Direc-
tors of Ciba Spezialitätenchemie AG, Basel, and Georg Fischer AG, Schaffhausen. Gertrud
Höhler is an independent non-executive director.
Klaus Jenny (1942, Swiss, Dr. oec. HSG) has served on the Board of Directors since 2003.
He studied economics and was awarded the Dr. oec. degree at the University of St. Gallen.
Klaus Jenny was a member of the General Directorate of Schweizerische Kreditanstalt and
member of the Credit Suisse Group Executive Board from 1987, serving most recently as
CEO of the Credit Suisse Private Banking business unit. Since 1999 he has been a private
fi nancial advisor for businesses and individuals. He serves on the Boards of Directors of
Clariant AG, Maus Frères SA and several private companies. Klaus Jenny is an independent
non-executive director.
Bâloise-Holding Annual Report 2006
SUSTAINABLE BUSINESS CONDUCT | CORPORATE GOVERNANCE
47
Werner Kummer (1947, Swiss, dipl. Ing. ETH, MBA Insead) has served on the Board of
Directors since 2000. From 1990 to 1994 he chaired the Executive Board of Schindler
Aufzüge AG, joining the Schindler Group Management Committee with responsibility for
the Asia Pacifi c region in 1998. From 1998 to March 2004 he was CEO of Forbo Holding AG.
Werner Kummer is a self-employed business consultant, member of the Boards of Direc-
tors of WMH Walter Meier Holding AG and Schlatter Holding AG, Chairman of the Board of
Directors of Gebrüder Meier AG, member of the Supervisory Board Committee of Schindler
Deutschland Holding GmbH and member of the board of the Zurich Chamber of Commerce.
He is an independent non-executive director.
Arend Oetker (1939, German, Dr. rer. pol.) has served on the Board of Directors since 1996.
He studied management and political science at the Universities of Hamburg, Berlin and
Cologne and was awarded the Dr. rer. pol. degree at the University of Cologne. He is Exec-
utive Partner of Dr. Arend Oetker GmbH & Co. KG, Berlin, as well as Chairman of the Super-
visory Board of Schwartauer Werke GmbH & Co. KGaA, Bad Schwartau, Chairman of the
Board of Hero AG, Lenzburg, member of the Supervisory Board of Degussa AG, Düsseldorf,
member of the Supervisory and Partnership Board of Merck KGaA, Darmstadt, and Depu-
ty Chairman of the Supervisory Board of KWS Saat AG, Einbeck. He is also Chairman of the
German Council on Foreign Relations and of the Association of Donors for German Science.
Arend Oetker is an independent non-executive director.
Eveline Saupper (1958, Swiss, Dr. iur.) has served on the Board of Directors since 1999.
She studied law at the University of St. Gallen and holds a Dr. iur. degree. Today she is an
attorney-at-law and certifi ed tax expert. From 1983 to 1985 she worked at Peat Marwick
Mitchell (now KPMG Fides), Zurich, and from 1985 to 1992 for Baker & McKenzie, Zurich
and Chicago. Since 1992 she has been with Homburger Rechtsanwälte, Zurich, where she
is a partner. Eveline Saupper is a member of the Board of Directors of Intershop Holding AG,
Winterthur. She is an independent non-executive director.
Further information on the members of the Board of Directors is available on the Internet.
■ www.baloise.com (cid:74) Profi le (cid:74) Organization (cid:74) Board of directors
Cross-involvements
There are no cross-involvements.
Election and term of offi ce
The Board of Directors was made up of ten members at the close of 2006. Members are
elected by the Annual General Meeting for terms of three years. Terms are staggered, with
one-third of members’ terms expiring each year unless they are re-elected. Under age
restriction rules, a director’s mandate expires at the time of the Annual General Meet-
ing following his or her 70th birthday, at the latest. The present average age of members
is approximately 62. Each member of the Board of Directors is elected – and, at the share-
holders’ request, granted discharge – individually.
Bâloise-Holding Annual Report 2006
48
SUSTAINABLE BUSINESS CONDUCT | CORPORATE GOVERNANCE
Internal organization
Functions of the Board of Directors
Subject to the decision-making authority of the shareholders at the General Meeting, the
Board of Directors is the Company’s supreme decision-making body. Decisions are in prin-
ciple made by the Board of Directors unless competencies have been delegated by the
bylaws to the Chairman of the Board of Directors, the Committees, the Corporate Executive
Committee or the CEO. The main functions of the Board of Directors, pursuant to Art. 716a
of the Swiss Code of Obligations and Section 1 II of the bylaws, are the general manage-
ment, overall supervision and fi nancial supervision of the Company and determination of
its organizational structure.
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Committees of the Board of Directors
The work of the Board of Directors is supported by four committees. These committees
report to the Board of Directors and submit the necessary proposals in their respective
areas of responsibility. The Investment Committee and the Compensation Committee in
particular possess autonomous decision-making authority.
Overview of committees
Name
Chairman’s Committee
Audit Committee
Compensation
Committee
Investment
Committee
Dr. Rolf Schäuble
Dr. Georg F. Krayer
Dr. Christoph J. C. Albrecht
Dr. Andreas Burckhardt
Dr. Hansjörg Frei
Prof. Dr. Gertrud Höhler
Dr. Klaus Jenny
Werner Kummer
Dr. Arend Oetker
Dr. Eveline Saupper
C
VC
M
M
DC
M
M
C
C
DC
M
M
C
M
DC
M
C: Chairman, VC: Vice Chairman, DC: Deputy Chairman, M: Member
Each of the committees appointed by the Board of Directors is composed of four mem-
bers, who are elected each year by the Board. The Chairman and Deputy Chairman of the
Board of Directors are ex offi cio members of the Chairman’s Committee. The Chairman of
the Board of Directors may not be a member of the Audit Committee. The basic duties of
the Committees are governed by the bylaws and the written regulations pertaining to each
committee.
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Functions of the committees
The Chairman’s Committee provides advice on particularly important business trans-
actions, especially important strategic and personnel decisions. It also functions as a
Nomination Committee. The same members make up the Investment Committee, which
approves the Group’s investment policies and real estate investments for the Group’s own
use at Head Offi ce.
The Compensation Committee sets the structure and amount of compensation to mem-
bers of the Board of Directors and salaries of Corporate Executive Committee members. It
formulates an incentive plan setting forth high-level corporate goals and defi ning attain-
ment of these goals. It approves compensation policies for Corporate Executive Committee
members and oversees their proper application.
Bâloise-Holding Annual Report 2006
SUSTAINABLE BUSINESS CONDUCT | CORPORATE GOVERNANCE
49
The Audit Committee supports the Board of Directors in its general and fi nancial over-
sight duties, which cannot be delegated (Art. 716a, Swiss Code of Obligations), by form-
ing its own judgment of the organizational structure and functioning of the internal and
external auditing system and the annual and consolidated fi nancial statements. The Audit
Committee additionally assesses the quality of the internal control system, including risk
management, and gives scrutiny to the state of compliance within the company. The Audit
Committee discussed the fi scal 2006 consolidated fi nancial statements both with man-
agement and with the external auditors. On the basis of these discussions, the Audit Com-
mittee recommended that the audited annual fi nancial statements be incorporated into
the Group’s Annual Report for the fi scal year ended December 31, 2006 for submission to
the Annual General Meeting. The Board of Directors concurred with this proposal.
Board of Directors and committee meetings
In accordance with the bylaws, the full Board of Directors meets as often as business
requires, but no less than four times a year.
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In 2006 the full Board of Directors met fi ve times. The following table shows the directors’
attendance at full Board meetings. All committee members were present at all of the addi-
tional 16 committee meetings. Thus board attendance by members of the Baloise Board of
Directors is a respectable 99.5%.
Board attendance 2006:
Meetings of the full Board of Directors
Name
3/10/06
4/28/06
8/31/06
12/6/06
12/7/06
Dr. Rolf Schäuble, president
Dr. Georg F. Krayer, vice president
Dr. Christoph J. C. Albrecht
Dr. Andreas Burckhardt
Dr. Hansjörg Frei
Prof. Dr. Gertrud Höhler
Dr. Klaus Jenny
Werner Kummer
Dr. Arend Oetker
Dr. Eveline Saupper
x
x
x
x
x
x
x
x
x
x
x
x
x
x
x
x
x
x
x
x
x
x
x
x
x
x
x
x
x
x
x
x
x
x
x
x
x
x
o
x
x
x
x
x
x
x
x
x
x
x
x = present, o = absent.
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In 2006, as every year, a seminar was held for members of the Board of Directors. This
year’s main topic was site location in relation to corporate strategy.
The Chairman’s Committee met eight times last year, including one two-day strategy
session. The Investment Committee met once. The Audit Committee held fi ve meetings,
the Compensation Committee two.
Members of the Corporate Executive Committee are regularly invited to meetings of
the full Board of Directors. Meetings of the Audit Committee are generally attended by the
Chief Executive Offi cer, the Chief Financial Offi cer, the head of the Corporate Audit depart-
ment, the head of Legal, Tax and Compliance (who is also Secretary of the Board of Direc-
tors) and representatives of the external auditors.
Bâloise-Holding Annual Report 2006
50
SUSTAINABLE BUSINESS CONDUCT | CORPORATE GOVERNANCE
Division of authorities and duties between the Board of Directors and the
Corporate Executive Committee
The division of authorities and duties between the Board of Directors and the Corporate
Executive Committee is primarily governed by the bylaws and investment regulations. Both
documents are continually reviewed and updated as changing circumstances require.
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Tools for auditing and monitoring the Corporate Executive Committee
The Corporate Audit department with its ten auditors reports directly to the Chairman of
the Board of Directors. The auditors are experts in underwriting, actuarial theory, fi nance
and information technology. Since effective risk management is of central importance for
an insurance group, a section of the Annual Report starting on page 40 and of the Financial
Report starting on page 23 is dedicated to the management of fi nancial risks.
Members of the Board of Directors are provided with minutes of Corporate Executive
Committee meetings for inspection.
4. The Corporate Executive Committee
The management structure of the Baloise Group is presented on page 61.
Frank Schnewlin (1951, Swiss, Dr. ès. sc. écon., Master of Science LSE, MBA Harvard) stud-
ied business management at the University of St. Gallen, graduating with a degree in eco-
nomics (lic. oec. HSG) with specialization in insurance and risk management. He earned a
Master of Science at the London School of Economics, Master of Business Administration
at Harvard Business School, Boston, and a doctorate in economics (Dr. ès. sc. écon.) at the
University of Lausanne. He was a Research Fellow at Harvard Business School. He worked
at the Institut für Versicherungswirtschaft, St. Gallen, and Citibank N. A., New York. He was
employed at Zurich Financial Services Group from 1983 to 2002 in various positions. He
joined its Group Management Board in 1993 with responsibility for the Southern Europe,
Asia/Pacifi c, Latin America, Middle East and Africa business division and served as Head
of Corporate Center and on the Executive Committee of the Group Management Board from
November 2000. Frank Schnewlin has been Chief Executive Offi cer and Head of the Inter-
national Division at the Baloise Group since March 2002. He is a board member of the
Basel Chamber of Commerce.
German Egloff (1958, Swiss, lic. oec. HSG) graduated in management studies from the Uni-
versity of St. Gallen. From 1985 he held various management positions at Winterthur Insur-
ance, Switzerland. He served as head of Management Support from 1990 to 1995, where
among other things he was responsible for developing a management information system.
From 1997 he was responsible for individual non-life insurance as a member of the Execu-
tive Board, including managing Wincare and serving as Chairman of the Board for Sancare.
From 1998 to 2002 he was Chief Financial Offi cer of Winterthur Switzerland and member of
the Administrative Board of Wincare, serving as Chairman from 2000. From 2002 to 2004
he was Chief Financial Offi cer at Zurich Financial Services, Switzerland, with responsibil-
ity for fi nance, human resources, IT, logistics and procurement. Since December 1, 2004
he has served on the Corporate Executive Committee (head of Corporate Finance) with
responsibility for fi nancial relations, fi nancial management and fi nancial accounting, as
well as corporate development and run-off since August 31, 2005.
Bâloise-Holding Annual Report 2006
SUSTAINABLE BUSINESS CONDUCT | CORPORATE GOVERNANCE
51
Martin Strobel (1966, German, Dr. rer. pol.) studied computer science, business manage-
ment and business information systems at the universities of Kaiserslautern, Windsor
(Canada) and Bamberg, completing his studies with a doctorate (Dr. rer. pol.). From 1993
to 1999 he held various posts at Boston Consulting Group, Düsseldorf, in the fi elds of stra-
tegic IT management in the banking and insurance sector. He joined the Baloise Group at
the start of 1999, serving as head of IT at Baloise Switzerland and responsible for major
cross-division insurance and fi nance projects within the Baloise Group. Since 2003 he has
served on the Corporate Executive Committee with responsibility for the Switzerland divi-
sion. Martin Strobel serves on the Board of the Swiss Insurance Association (SIA) and on
the Board of Prevo-System AG, Basel.
Martin Wenk (1957, Swiss, lic. iur.) studied law at the University of Basel, graduating with
a lic. iur. degree. From 1982 to 1992 he worked for a major bank, where he occupied a
number of posts: after initially working as an investment advisor to institutional clients,
he went on to head a private banking group in New York and then became a sector head
in securities sales, where he primarily attended to the needs of major institutionals. Dur-
ing this period, he attended further training courses in Switzerland and the United States.
From 1992 to 2000 he headed Portfolio Management Switzerland at the Baloise Group.
Here he was responsible for managing the assets of various Baloise Group companies in
Switzerland and abroad, including the pension funds. In 2001 he was appointed as a mem-
ber of the Corporate Executive Committee, responsible for the Asset Management division
comprising the Investment Strategy and Investment Controlling, Baloise Asset Manage-
ment, Real Estate and Baloise Fund Invest units. Martin Wenk is Chairman of the Invest-
ment Commission of the Swiss Insurance Association SIA and serves on the boards of Uni-
gestion Holding, Geneva and HW Finanz AG, Pratteln.
Further information on the members of the Corporate Executive Committee is available on
the Internet.
With the exception of Martin Strobel and Martin Wenk, the members of the Corporate
Executive Committee do not serve on the boards of companies outside the Baloise Group.
There are no management contracts assigning management duties to third parties.
■ www.baloise.com (cid:74) Profi le (cid:74) Organization (cid:74) Corporate Executive Committee
5. Compensation, shareholdings, loans
Compensation for most of the operating management team consists of a base salary and
an incentive based on the attainment of corporate and individual goals.
Corporate policy on insider trading and management transactions was updated during
the year under review, incorporating a strong recommendation not to trade in the compa-
ny’s own shares, and especially not in derivatives. Sale of shares from expired stock own-
ership plans during a designated window period is excepted. A total of only six manage-
ment transactions subject to SWX disclosure took place during 2006.
The previous goal agreement system was replaced by an individual performance man-
agement process (IPM) in the year under review. Individual performance, and with it incen-
tive pay, is based on attainment of personal goals and performance of personal tasks.
The new IPM process still allows for the assignment of higher-level goals. The Compen-
sation Committee also has the option of considering corporate earnings with a correction
factor of at least 0.8 and at most 1.3, to be multiplied by the individual performance result.
(For example, if the incentive is CHF 20,000, the Compensation Committee may, consider-
ing corporate earnings, reduce this amount to as little as CHF 16,000 by applying a factor
of 0.8 or increase it to as much as CHF 26,000 by applying a factor of 1.3.)
Bâloise-Holding Annual Report 2006
52
SUSTAINABLE BUSINESS CONDUCT | CORPORATE GOVERNANCE
The following section is divided into three parts:
■ Members of the Board of Directors (other than the Chairman),
■ Chairman of the Board of Directors,
■ Corporate Executive Committee.
Members of the Board of Directors
Members of the Board of Directors other than the Chairman receive a lump-sum cash emol-
ument established by the Board’s Compensation Committee. Since 2006, 25% of direc-
tors’ annual fees have been paid in shares with a vesting period of three years. As is the
case for direct share subscriptions by management, the members of the Board of Directors
receive a discount of 10% from the market price.
The 2006 fi gures subject to disclosure under the applicable directive are as follows for
the nine non-executive members of the Board of Directors:
Cash compensation
Shares granted
Options granted
Additional fees and remuneration
Total compensation
Shareholdings and options
Shareholdings
CHF 1,020,000
CHF
340,000
–/–
–/–
CHF 1,360,000
Registered shares
61,570
Loans to members of governing bodies1
Mortages and policy loans
(1 Person) CHF
650,000
1 Mortgages are granted at employee terms (1% below the client interest rate for variable-rate mortgages; preferential interest for fi xed-
rate mortgages). There are no policy loans.
Chairman of the Board of Directors and Corporate Executive Committee
The Compensation Committee of the Board of Directors establishes the amount and type
of compensation for the Chairman of the Board of Directors and members of the Corporate
Executive Committee. Compensation is composed of a base salary plus an incentive of up
to 70% of the base salary (increased from two-thirds of the base salary the previous year)
based on attainment of corporate and individual goals. The new target incentive is 54%,
which can be increased up to 70% through outperformance. The Compensation Commit-
tee also has the option of considering corporate earnings, applying a correction factor of
at least 0.8 and at most 1.3.
50% of the incentive must be drawn in stock. The corporate goals are developed in a
multi-stage process and approved by the Compensation Committee for the following year.
The individual goals are closely related to the accountabilities of each member of the Cor-
porate Executive Committee. They are established jointly with the individual’s supervisor
and likewise approved by the Compensation Committee. Two forms of share-based com-
pensation are available to all individuals eligible for an incentive:
1. The shares may be subscribed directly at a preferential price 10% below the current
market price.
2. The subscription is associated with a loan which leverages the effect of the share
subscription. Repayment of the loan upon elapse of a three-year vesting period is hedged
by a put option fi nanced by the sale of a call option. Once the vesting period elapses, the
employee may freely dispose of the shares remaining after repayment of the loan.
Bâloise-Holding Annual Report 2006
SUSTAINABLE BUSINESS CONDUCT | CORPORATE GOVERNANCE
53
CHF
CHF
2,194,412
783,385
–/–
–/–
CHF
2,977,797
Chairman of the Board of Directors: Dr. Rolf Schäuble
Cash compensation
Shares granted
Options granted
Additional fees and remuneration
Total compensation
Shareholdings and options
Shareholdings
Registered shares
47,384
Loans to members of governing bodies1
Mortages and policy loans
–/–
1 Mortgages are granted at employee terms (1% below the client interest rate for variable-rate mortgages; preferential interest for fi xed-
rate mortgages). There are no policy loans.
Members of the Corporate Executive Committee
The 2006 fi gures subject to disclosure under the applicable directive are as follows for the
four members of the Corporate Executive Committee:
Cash compensation
Shares granted
Options granted
Additional fees and remuneration
Total compensation
Shareholdings and options
Shareholdings
CHF
CHF
3,639,708
1,835,767
–/–
–/–
CHF
5,475,475
Registered shares
220,747
Loans to members of governing bodies1
Mortages and policy loans
(1 Person) CHF 1,000,000
1 Mortgages are granted at employee terms (1% below the client interest rate for variable-rate mortgages; preferential interest for fi xed-
rate mortgages). There are no policy loans.
CHF 433,334 was disbursed to a former member of the Corporate Executive Committee for
incentive payments and pay continuation.
6. Shareholders’ participation rights
Voting rights
Baloise share capital consists solely of registered shares. The are no shares with preferred
voting rights. In order to maintain a broad shareholder base and protect minority share-
holders, no shareholder is registered with more than 2% of voting rights, regardless of
the number of shares held. The Board of Directors may approve exceptions to this rule by
a two-thirds majority of all members (Art. 5 Articles of Incorporation). There are currently
no exceptions.
Each share conveys a right to one vote. In exercising voting rights, no shareholder may
directly or indirectly combine his own and proxy votes for a total of more than one-fi fth of
the shares entitled to vote at the Annual General Meeting. Each shareholder may assign
the exercise of his voting right to another shareholder by a written proxy (Art. 16 Articles
of Incorporation).
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Bâloise-Holding Annual Report 2006
54
SUSTAINABLE BUSINESS CONDUCT | CORPORATE GOVERNANCE
Statutory quorums
The Annual General Meeting has a quorum regardless of the number of shareholders and
proxy votes present, subject to the obligatory cases prescribed by law (Art. 17 Articles of
Incorporation).
Waiver of statutory voting rights limitations requires the consent of at least three-
fourths of the votes represented at the Annual General Meeting, which must also com-
prise at least one-third of all shares issued by the Company. The same qualifi ed majority
applies likewise in the other cases specifi ed in Art. 17 (3) a–h Articles of Incorporation. In
other cases, resolutions are adopted by a simple majority of shares voted (Art. 17 Articles
of Incorporation), subject to mandatory provisions of law.
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Convocation of the Annual General Meeting
The Annual General Meeting is generally held in April, but no later than six months after the
end of the fi scal year. The Bâloise-Holding fi scal year ends on December 31. The General
Meeting is convoked at least 20 days before the assembly date. Each registered sharehold-
er receives a personal invitation with agenda. The invitation and agenda are published
in the Schweizerisches Handelsamtsblatt, in various newspapers and on the Internet.
Extraordinary General Meetings are convoked by resolution of the Annual General Meet-
ing, the Board of Directors or the external auditors. An extraordinary General Meeting
must also be convoked by the Board of Directors, in accordance with applicable law, at the
request of shareholders (Art. 11 Articles of Incorporation). Pursuant to Art. 699 (3) Swiss
Code of Obligations, these shareholders must represent at least 10% of the share capital.
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Agenda items
Pursuant to Art. 699 (3) Swiss Code of Obligations, one or more shareholders who together
represent shares with a par value of at least CHF 100,000 may apply for items to be placed
on the agenda. Such application must be submitted to the Board of Directors in writing with
an indication of the matters to be brought before the General Meeting no later than six weeks
before the regular Annual General Meeting (Art. 14 Articles of Incorporation).
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Entry in the share register
All shareholders who are entered in the share register as a shareholder with voting right as at
the cut-off date (a few days prior to the Annual General Meeting) specifi ed by the Board of Direc-
tors in the letter of invitation are entitled to vote at the Annual General Meeting (§16 of the Arti-
cles of Incorporation).
Admissibility of nominee registrations, along with an indication of percent clauses, if
any, and registration requirements are governed by Art. 5 of the Articles of Incorporation.
Procedures and requirements for prohibition or restriction of transferability are governed
by the provisions of Art. 5 and Art. 17.
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Bâloise-Holding Annual Report 2006
SUSTAINABLE BUSINESS CONDUCT | CORPORATE GOVERNANCE
55
7. Changes of control and defense measures
Shareholders or groups of shareholders acting in collusion have an obligation, upon
acquiring 33% of all Baloise shares, to tender a takeover offer to all remaining sharehold-
ers. The Baloise has not opted to modify or waive this rule. There is neither a statutory opt-
ing-out nor an opting-up clause as specifi ed in the Federal Act on Stock Exchanges and
Securities Trading (SESTA).
There are agreements with the members of the Corporate Executive Committee and
other senior managers which, in the event of termination by the employer (or under cer-
tain circumstances by the employee) within a certain period after a change of control, will
trigger a severance benefi t. The amount of these benefi ts is within the customary range
for the market.
8. Auditors
PricewaterhouseCoopers (PwC) and its predecessor Schweizerische Treuhandgesell-
schaft/STG-Coopers & Lybrand have been the Baloise’s external auditors since 1962,
elected annually by the Annual General Meeting. Peter Lüssi has performed auditing func-
tions for the Baloise since 1999 and has served as Lead Auditor since 2002. Based on the
applicable regulations to safeguard the independence of external auditors, Mr Martin Frei
has been appointed lead auditor starting from fi scal 2007.
PwC has been the external auditor of practically all Group companies since 2005.
PricewaterhouseCoopers fees
Auditing fees
Fees for audit-related activities
Consulting fees
Total
in CHF (rounded to thousands)
2005
5,358,000
238,000
1,076,000
6,672,000
2006
5,723,000
313,000
1,313,000
7,349,000
The Baloise has an Audit Committee made up of independent members qualifi ed in fi nance
and accounting. The Audit Committee met fi ve times during the year under review, with
the external auditors in attendance each time. At these meetings the Audit Committee
received exhaustive documentation on fi ndings of the external auditors, especially in rela-
tion to discussion of the annual and semi-annual fi nancial statements. The Audit Commit-
tee assesses the performance of the external auditors and their collaboration with the
Internal Audit group, Risk Management and Compliance. In particular, it discusses their
audit work and reports with the external auditors along with the material results and the
most important issues arising during the audit process.
Before the start of the annual audit, the Audit Committee reviews the scope of the
examination and proposes areas warranting special attention. The Audit Committee there-
upon investigates the independence of the external auditors. It proposes external auditors
to the Board of Directors for election by the Annual General Meeting and makes recommen-
dations concerning the auditors’ fees. The Audit Committee reviews the external auditors’
fees annually. The Audit Committee reviews the usefulness of the external auditors’ ser-
vices not performed in connection with their auditing activities. There is a written directive
stipulating that material services not related to auditing activities require prior approval
by the Internal Audit unit.
Bâloise-Holding Annual Report 2006
56
SUSTAINABLE BUSINESS CONDUCT | CORPORATE GOVERNANCE
9. Information policy
Information principles
The Baloise Group regularly and openly provides comprehensive information to sharehold-
ers, potential investors, employees, clients and the general public. All registered share-
holders receive Annual and Semi-Annual Reports providing commentary on the course of
business. The Financial Report is sent to shareholders on request. All publications are
made available to all shareholders simultaneously. All investors enjoy equal information
rights. We use technologies such as webcasting and teleconferencing to open our meet-
ings with fi nancial analysts to the general public.
Information events
The Baloise provides comprehensive information on its business activities at
■
Media conferences: Earnings are presented and goals, strategies and business activi-
ties are explained at media conferences (annual and half-year media conferences).
■
Financial analyst meetings: Financial analyst meetings take place at the close of each
year and half-year, with a parallel webcast and teleconference. The events can be down-
loaded afterwards from the Internet.
■
Annual General Meetings: Shareholders are given information on the course of busi-
ness at the Annual General Meeting. Speeches given at the Annual General Meeting are
published on the Internet.
■
■
■
Road shows: Regular road shows are held at various fi nancial centers.
Investor conferences: Key business and strategy topics are reviewed in depth.
Individual meetings with analysts, investors and media representatives: Relations with
analysts, investors and the media are cultivated on an ongoing basis.
All information on the Baloise events can be found at www.baloise.com.
Information on Baloise shares
Information on the Baloise’s shares can be found on page 12 of the Annual Report.
■ www.baloise.com (cid:74) Investor relations (cid:74) Baloise share
Financial calendar
Important dates for investors, including publication dates of the annual and semi-annual
fi nancial statements, are available on the Internet. The date and invitation to the Annual
General Meeting, date of closure of the share register and ex-dividend date if any are also
published.
■ www.baloise.com (cid:74) Investor relations (cid:74) IR agenda
Available documents
Media releases, disclosures, presentations, Annual Reports, Financial Reports, Semi-
Annual Reports and further documents are available to the public on the Internet. All doc-
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Bâloise-Holding Annual Report 2006
SUSTAINABLE BUSINESS CONDUCT | CORPORATE GOVERNANCE
57
Contacts
Investor Relations
Carsten Stolz
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Aeschengraben 21
4002 Basel
Phone +41 61 285 83 65
Fax +41 61 285 75 62
E-mail carsten.stolz@baloise.com
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Fax +41 61 285 91 90
E-mail thomas.sieber@baloise.com
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Bâloise-Holding Annual Report 2006
BOARD OF DIREC TORS AND
MANAGEMENT STRUC T URE
60
Board of Directors
61
Management structure
Bâloise-Holding Annual Report 2006
60
BOARD OF DIRECTORS AND MANAGEMENT STRUCTURE | BOARD OF DIRECTORS
Board of Directors
Members
Board committees
Rolf Schäuble, Chairman, Lenzburg
Georg F. Krayer, Vice-Chairman, Basel
Christoph J. C. Albrecht, Basel
Andreas Burckhardt, Basel
Hansjörg Frei, Mönchaltorf
Gertrud Höhler, Berlin
Klaus Jenny, Zürich
Werner Kummer, Küsnacht
Arend Oetker, Berlin
Eveline Saupper, Pfäffi kon SZ
Secretary to the Board of Directors
Thomas Sieber, Rheinfelden
Internal Audit
Erich Benischke, Basel
Auditors
PricewaterhouseCoopers AG, Basel
Chairman’s Committee
Rolf Schäuble, Chairman
Georg F. Krayer, Vice-Chairman
Hansjörg Frei
Klaus Jenny
Audit Committee
Werner Kummer, Chairman
Christoph J. C. Albrecht, Vice-Chairman
Andreas Burckhardt
Hansjörg Frei
Compensation Committee
Georg F. Krayer, Chairman
Klaus Jenny, Vice-Chairman
Gertrud Höhler
Eveline Saupper
Investment Committee
Rolf Schäuble, Chairman
Georg F. Krayer, Vice-Chairman
Hansjörg Frei
Klaus Jenny
Bâloise-Holding Annual Report 2006
BOARD OF DIRECTORS AND MANAGEMENT STRUCTURE | MANAGEMENT STRUCTURE
61
Management structure
CEO
Frank Schnewlin*
Group/Regional Performance Management
Annemarie D’Hulster / Martin Kampik
Corporate Secretary
Markus von Escher
Legal, Tax and Compliance
Thomas Sieber
Corporate Communications
Thomas Kähr
Corporate Human Resources
Markus Jordi
Switzerland
Martin Strobel*
International
Frank Schnewlin*
Finance
German Egloff*
Asset Management
Martin Wenk*
Private and Corporate
Customers
Franz J. Kaltenbach
Baloise Bank SoBa
Alois Müller
Sales and Marketing
Daniel Fluri
Information Systems
and Logistics
René Güttinger
Accounting/Controlling
Urs Bienz
Deutscher Ring Germany
Wolfgang Fauter
Financial Accounting
Michael Müller
Basler Germany
Frank Grund
Baloise Luxembourg
André Bredimus
Financial Management
Stefan Nölker
Financial Relations
Carsten Stolz
Basler Austria and Croatia
Lothar Mayrhofer
Corporate Development
Thomas Wodrich
Mercator Belgium
Jan De Meulder
Run-Off
Bruno Rappo
Investment Strategy and
Investment Controlling
Bernhard Casar
Baloise Asset Management
Reto Diezi
Baloise Fund Invest
Robert Antonietti
Real Estate
Urs Degen
* Member of the Corporate Executive Commitee
Bâloise-Holding Annual Report 2006
MANAGEMENT INFORMATION
Consolidated
income statement 64
Consolidated balance sheet 66
Business volume,
premiums and combined ratio 67
Technical income statement 68
Gross premiums
by line of business 69
Embedded value 70
Banking business 72
Investment performance 73
BÂLOISE-HOLDING
Income statement 77
Balance sheet 78
Notes 79
Bâloise-Holding Annual Report 2006
64
MANAGEMENT INFORMATION | CONSOLIDATED INCOME STATEMENT
Consolidated income statement
Five-year review (restated from 2004)
2002
7,249.0
–203.0
7,046.0
2,021.9
–793.2
300.9
53.5
191.5
2003
7,371.1
–256.4
7,114.7
2004
6,936.0
–211.2
6,724.8
2005
6,835.1
–197.3
6,637.8
2006
6,706.6
–187.5
6,519.1
2,063.8
1,862.1
1,794.5
1,823.7
–32.7
319.0
26.4
157.7
265.2
312.2
3.7
137.1
549.4
211.9
35.5
74.3
702.8
286.4
62.0
144.3
8,820.6
9,648.9
9,305.1
9,303.4
9,538.3
–4,773.1
–2,358.2
–5,561.3
–1,645.4
–5,418.4
–1,251.4
–5,772.1
–1,094.6
–5,325.0
–1,080.8
58.2
–461.8
–740.3
–67.1
–111.7
–334.2
–703.2
78.7
–277.1
–835.6
–75.9
–98.9
–296.4
–671.1
51.6
–475.3
–806.4
–75.9
–90.1
–248.9
–612.9
189.7
–524.8
–815.1
–88.1
–78.5
–130.0
–460.6
43.4
–493.8
–847.8
–93.9
–67.0
–156.5
–575.5
–9,491.4
–9,383.0
–8,927.7
–8,774.1
–8,596.9
–43.5
–714.3
82.7
–631.6
–634.5
2.9
–11.6
–11.6
–42.2
223.7
–125.4
98.3
91.4
6.9
1.7
1.7
–52.6
324.8
–101.5
223.3
210.0
13.3
–53.4
475.9
–72.4
403.5
395.8
7.7
–28.2
913.2
–206.1
707.1
699.4
7.7
3.9
3.9
7.3
7.3
12.9
12.9
Income
Premiums earned and policy fees (gross)1
Reinsurance premiums ceded
Premiums earned and policy fees for own account
Investment income
Realized gains and losses on investments2
Income from services rendered
Results from investments in associates
Other operating income
Income
Expense
Claims and benefi ts paid (gross)
Change in technical reserves (gross)
Share of reinsurance in losses inccurred
Acquisition costs
Operating and administrative expenses for insurance business
Investment expenses
Interest expenses on insurance liabilities
Expense from fi nancial contracts
Other operating expenses
Expense
Borrowing costs
Profi t / loss before taxes
Income taxes
Profi t / loss for the period
Attributable to:
Shareholders
Minority interests
in CHF million
Earnings / loss per share
Diluted
Basic
in CHF
Bâloise-Holding Annual Report 2006
MANAGEMENT INFORMATION | CONSOLIDATED INCOME STATEMENT
65
Additional information
Gross premiums written and policy fees
Investment-type premiums
Gross premiums, policy fees and investment-type premiums
in CHF million
Assets for the account and the risk
of life insurance policyholders in CHF million
Combined ratio (gross)3
Reserve ratio nonlife
in percent
2002
7,274.5
253.0
7,527.5
550.5
105.2
181.1
1 In accordance with the accounting policies of the Baloise Group, investment-type premiums are not included in premiums
earned and policy fees.
2 Including fi nancial liabilities held for trading (derivative fi nancial instruments).
3 After 2005, excluding legally required interest on annuity reserves.
2003
7,374.7
261.0
7,635.7
2004
6,941.3
443.0
7,384.3
2005
6,839.1
554.4
7,393.5
2006
6,716.5
774.7
7,491.2
798.2
97.6
177.4
1,143.6
2,245.8
2,976.6
93.0
179.6
100.6
187.0
90.2
194.8
Bâloise-Holding Annual Report 2006
66
MANAGEMENT INFORMATION | CONSOLIDATED BALANCE SHEET
Consolidated balance sheet
Five-year review (restated from 2004)
Assets
Property, plant and equipment
Intangible assets
Investments in associates
Investment properties
Financial assets of an equity nature
Financial assets of a debt nature
Mortgages and loans
Derivative fi nancial instruments
Other assets / receivables
Deferred tax assets1
Cash and cash equivalents
Total assets
in CHF million
Liabilities and equity
Equity
Equity before minority interests
Minority interests
Total equity
Liabilities
Technical reserves (gross)
2002
705.5
958.0
302.3
5,305.7
7,175.7
2003
696.8
2004
647.5
2005
626.3
1,091.0
1,223.1
1,357.2
241.0
5,653.4
5,413.7
152.6
5,619.2
6,757.4
174.7
5,581.7
9,839.0
24,899.1
32,367.0
23,208.8
22,915.1
12,052.4
12,459.1
16,995.5
17,635.5
212.8
292.9
264.9
48.6
2006
638.3
1,357.5
175.0
5,312.6
10,902.3
24,523.3
17,801.6
75.8
4,093.0
4,484.1
2,516.9
2,652.3
2,478.8
529.9
679.4
905.9
695.9
999.7
698.0
34.5
450.2
25.8
741.5
56,913.8
64,300.8
59,083.6
61,315.1
64,032.5
2002
2003
2004
2005
3,088.1
3,319.8
3,433.9
4,330.4
28.0
40.7
63.9
60.9
3,116.1
3,360.5
3,497.8
4,391.3
2006
4,921.9
64.6
4,986.5
38,921.0
43,521.2
42,825.8
44,915.9
46,521.8
Liabilities from the banking business and fi nancial contracts
8,393.5
9,904.1
5,493.9
6,062.5
Derivative fi nancial instruments
Accrued and other liabilities
Deferred tax liabilities1
Total liabilities
Total equity and liabilities
in CHF million
87.0
5,184.7
1,211.5
252.4
5,621.8
1,640.8
160.3
5,395.7
1,710.1
243.4
4,965.1
736.9
53,797.7
60,940.3
55,585.8
56,923.8
59,046.0
56,913.8
64,300.8
59,083.6
61,315.1
64,032.5
6,744.0
44.6
4,929.3
806.3
1 From 2005 on deferred tax assets and liabilities have been netted against one another provided the conditions for offsetting according to IFRS are fullfi lled.
Bâloise-Holding Annual Report 2006
MANAGEMENT INFORMATION | BUSINESS VOLUME, PREMIUMS AND COMBINED RATIO
67
Business volume, premiums and combined ratio
Business volume 2005
Group Switzerland
Germany
Benelux
Other countries
Nonlife
Life
Basler
Securitas
Deutscher
Ring
Total
Belgium
3,055.4 1,286.9
835.0
213.6 1,048.6
539.8
3,783.7
2,532.4
222.7
838.8 1,061.5
118.3
Subtotal of IFRS gross premiums written1
6,839.1
3,819.3 1,057.7 1,052.4 2,110.1
658.1
Luxem-
bourg
43.0
35.2
78.2
Total
Austria
582.8
153.5
91.6
36.3
736.3
127.9
Investment-type premiums
Total business volume
in CHF million
554.4
45.7
1.8
143.4
145.2
99.5
264.0
363.5
–/–
7,393.5 3,865.0 1,059.5 1,195.8 2,255.3
757.6
342.2 1,099.8
127.9
2
Other
45.5
–/–
45.5
–/–
45.5
Total
137.1
36.3
173.4
0.0
173.4
Business volume 2006
Group Switzerland
Germany
Benelux
Other countries
Nonlife
Life
Basler
Securitas
Deutscher
Ring
Total
Belgium
3,065.1
1,280.5
842.4
214.6 1,057.0
541.7
3,651.4
2,413.8
221.7
814.5 1,036.2
118.5
Subtotal of IFRS gross premiums written1
6,716.5
3,694.3 1,064.1 1,029.1 2,093.2
660.2
Luxem-
bourg
47.9
43.3
91.2
Investment-type premiums
Total business volume
in CHF million
774.7
36.1
3.3
208.8
212.1
78.5
444.0
522.5
7,491.2 3,730.4 1,067.4 1,237.9 2,305.3
738.7
535.2 1,273.9
141.5
Total
Austria
589.6
161.8
751.4
97.9
39.6
137.5
4.0
2
Other
40.1
–/–
40.1
–/–
40.1
Total
138.0
39.6
177.6
4.0
181.6
Combined ratio (gross), nonlife, 20053
Group Switzerland
Germany
Benelux
Other countries
Loss ratio
Cost ratio
Surplus sharing ratio
Combined ratio
as a percentage of premiums earned
Basler
Securitas
Deutscher
Ring
Total
Belgium
70.5
29.7
0.4
88.4
24.1
0.8
100.6
113.3
63.9
29.7
0.3
93.9
37.8
56.7
–/–
94.5
58.6
35.2
0.2
94.0
61.9
32.2
0.0
94.1
Luxem-
bourg
47.4
39.4
–/–
86.8
Total
Austria
60.8
32.7
0.0
64.7
39.0
–/–
93.5
103.7
2
Other
–11.3
16.5
–1.0
4.2
Total
39.2
31.4
–0.3
70.3
Combined ratio (gross), nonlife, 20063
Group Switzerland
Germany
Benelux
Other countries
Basler
Securitas
Deutscher
Ring
Total
Belgium
62.0
24.5
1.3
87.8
61.8
30.3
0.5
92.6
41.3
53.1
–/–
94.4
57.7
34.9
0.4
93.0
59.2
33.5
0.0
92.7
Luxem-
bourg
51.1
38.5
0.1
89.7
59.4
30.1
0.7
90.2
Loss ratio
Cost ratio
Surplus sharing ratio
Combined ratio
as a percentage of premiums earned
Combined ratio (net), nonlife3
Loss ratio
Cost ratio
Surplus sharing ratio
Combined ratio
as a percentage of premiums earned
Reserve ratio nonlife
Technical reserve for own account
Premiums written and policy fees
for own account
Reserve ratio in percent
in CHF million
1 Premiums written and policy fees (gross).
2 Group business, run-off.
3 Excluding legally required interest on annuity reserves.
2
Other
47.4
16.8
1.3
65.5
Total
Austria
58.6
33.8
0.0
92.4
59.2
40.5
–/–
99.7
Gross
Total
55.8
33.6
0.4
89.8
Net
2005
2006
2005
2006
70.5
29.7
0.4
100.6
59.4
30.1
0.7
90.2
68.3
31.3
0.4
100.0
61.6
31.6
0.8
94.0
2005
2006
5,401.7
5,624.0
2,888.9 2,886.6
187.0
194.8
Bâloise-Holding Annual Report 2006
68
MANAGEMENT INFORMATION | TECHNICAL INCOME STATEMENT
Technical income statement
Gross
Gross premiums written and policy fees
Changes in unearned premiums
Premiums earned and policy fees (gross)
Claims and benefi ts paid (gross)
Change in technical reserves (gross)
Change in loss reserves / actuarial reserves1
Policyholders’ dividends incurred
Technical costs
Total underwriting result (gross)
Reinsurance ceded
Reinsurance premiums ceded
Claims and benefi ts paid
Reinsurance share in loss paid
Policyholders’ dividends incurred
Technical costs
Total underwriting result of business ceded
For own account
Premiums earned and policy fees
Claims and benefi ts paid
Change in loss reserves / actuarial reserves1
Policyholders’ dividends incurred
Technical costs
Total underwriting result for own account
Investment income (gross)
Realized capital gains and losses on investments2
Investment expenses
Other fi nancial income and expenses
Investment result
Borrowing costs
Profi t before taxes
Income taxes
Profi t / loss for the period
in CHF million
1 Including change in claim processing cost provisions.
2 Including fi nancial liabilities held for trading (derivative fi nancial instruments).
Bâloise-Holding Annual Report 2006
Nonlife
2006
2005
2005
Life
2006
3,055.4
3,065.1
3,783.7
3,651.4
–4.0
–9.9
–/–
–/–
3,051.4
3,055.2
3,783.7
3,651.4
–1,847.4
–1,801.9
–3,924.7
–3,523.1
–333.4
–11.4
–42.3
–21.4
–912.8
–925.2
–462.9
–286.8
–524.3
–585.6
–431.6
–508.1
–53.6
264.4
–1,415.0
–1,397.0
–183.5
–167.7
60.0
131.8
–0.1
10.1
18.3
132.6
–97.8
0.1
9.0
–123.8
–13.8
63.9
–66.3
0.3
16.4
0.5
–19.8
6.2
1.6
0.8
3.9
–7.3
2,867.9
2,887.5
3,769.9
3,631.6
–1,787.4
–1,669.3
–3,860.8
–3,516.9
–201.6
–140.1
–11.5
–21.3
–902.7
–916.2
–529.2
–286.5
–507.9
–584.0
–430.8
–504.2
–35.3
282.8
65.3
–19.5
–38.2
290.4
–/–
255.1
–10.8
140.6
–1,414.5
–1,404.3
296.6
121.6
–19.8
1,350.7
1,368.2
428.6
–68.3
474.3
–73.6
3.2
–147.3
–118.4
401.6
1,563.7
1,650.5
–/–
542.2
–92.4
–/–
149.2
–23.3
–/–
246.2
–80.1
244.3
449.8
125.9
166.1
MANAGEMENT INFORMATION | GROSS PREMIUMS BY LINE OF BUSINESS
69
Gross premiums by line of business
Nonlife
Accident
Health
General liability
Transport
Marine
Property
Miscellaneous
Reinsurance assumed
Gross premiums written – nonlife
in CHF million
Life
Single premiums
Recurring premiums
Investment-type premiums
Gross premiums written – life
in CHF million
2005
435.6
110.3
328.9
2006
444.8
107.4
340.8
1,010.3
1,002.1
148.9
917.3
41.5
62.6
148.0
926.1
42.3
53.6
3,055.4
3,065.1
2005
2006
1,637.8
1,697.5
2,700.3
2,728.5
–554.4
–774.6
3,783.7
3,651.4
+/– %
2.1
–2.6
3.6
–0.8
–0.6
1.0
1.9
–14.4
0.3
+/– %
3.6
1.0
39.7
–3.5
Bâloise-Holding Annual Report 2006
70
MANAGEMENT INFORMATION | EMBEDDED VALUE
Embedded value
Development of embedded value
Embedded value at January 1
Operating profi t from insurance business in force and adjusted equity and
profi t from new business
Economic changes, including changes in unrealized gains and losses on investments
(equities and properties)
Dividends and capital movements
Exchange differences
Embedded value at December 31
of which: value of insurance business in force
of which: adjusted equity
of which: cost of solvency
in CHF million; all fi gures after taxes
New business
Value new business in CHF million
APE1 in CHF million
Sensitivity of new business value to risk discount rate (+/– 1.0%)
Ratio new business value to APE
in percent
Sensitivities
+/– 1% change in risk discount rate
+/– 10% change in market value of equities
+/– 10% change in market value of properties
+/– 0.5% change in new money rate
in percent
1 Annual premium equivalent = 100% annual premium of new business + 10% single premium.
2005
2006
2,136.8
2,359.7
206.3
134.7
14.1
0.0
2.5
178.1
–60.2
15.4
2,359.7
2,627.8
1’072.9
1,096.2
1’761.9
2,011.1
–475.1
–479.6
2005
12.0
225.4
–47.1/
+54.6
5.3
2006
15.9
217.2
–31.9 /
+33.9
7.3
2005
2006
–6.3/+7.3 –6.3 / +7.2
+6.3/–6.3 +6.3 / –6.3
+5.1/–5.1 +4.5 / –4.5
+4.5/–4.9 +3.8 / –4.1
The embedded value of the life insurance business con-
company Deutscher PensionsRing the embedded value
sists of three elements: the adjusted net asset value of the
consists only of the shareholders’ equity in accordance
life insurance activities, the value of insurance business
with IFRS.
in force and the cost of solvency capital. Embedded value
does not take into account any new business that will be
The value of insurance business in force corresponds to the
written in the future.
earnings generated by the insurance portfolio in the future.
These earnings are obtained by discounting expected fu-
The adjusted net asset value is based on the market value
ture cash fl ows arising from the existing insurance con-
of investments and the statutory value of liabilities from
tracts. A large number of assumptions need to be made to
insurance operations. The unrealized gains and losses on
calculate this value, the most important of which are listed
investments (equities and properties), which can be sub-
in the table below.
ject to signifi cant fl uctuations, represent a signifi cant part
of the adjusted net asset value. For the life operations of
The cost of solvency is the charge for the cost of capital
Luxembourg, Austria and Croatia as well as for the German
supporting the solvency requirements of the business.
Bâloise-Holding Annual Report 2006
MANAGEMENT INFORMATION | EMBEDDED VALUE
71
Geographic breakdown of embedded value
Switzerland
of which: value of insurance business in force
of which: adjusted equity
of which: cost of solvency
EU
of which: value of insurance business in force
of which: adjusted equity
of which: cost of solvency
Consolidation
Embedded value at December 31
in CHF million; all fi gures after taxes
New business
New business margin Switzerland in percent
Value of new business in CHF million
APE in CHF million
New business margin EU in percent
Value of new business in CHF million
APE in CHF million
Assumptions in percent
Group
Risk discount rate
Bond yield
Share return
Property return
Switzerland
Risk discount rate
Bond yield
Share return
Property return
EU
Risk discount rate
Bond yield
Share return
Property return
2005
2006
1,974.2
2,242.0
872.9
861.7
1’474.0
1,756.5
–372.7
–376.2
445.5
200.0
347.9
451.4
234.5
320.3
–102.4
–103.4
–60.0
–65.7
2,359.7
2,627.8
2005
6.5
7.6
117.8
4.1
4.4
2006
10.2
10.9
106.4
4.5
5.0
107.7
110.8
2005
2006
7.6
7.6
2.7–2.9
2.85–2.85
7.2
4.8
7.5
7.2
4.8
7.5
2.5.–2.7 2.65–2.65
7.0
4.75
7.0
4.75
8.2
8.3
3.6–3.9
4.0–4.0
8.0
5.0
8.0
5.2
External review: Deloitte and Touche LLP have reviewed the choice of methodology together with the assumptions and calculations made by Baloise Group in the
calculation of the embedded value results of its Life Business at December 31, 2006. Deloitte has reported to the Baloise Group that it considers that the methodology
is appropriate, Baloise’s assumptions are altogether reasonable and that the embedded value results as published above have been properly compiled on the basis
of methodology and assumptions chosen. For the purpose of this report, Deloitte has performed certain checks on data provided by the Baloise Group, but has relied on
fi nancial information underlying the Group’s fi nancial statements.
Bâloise-Holding Annual Report 2006
72
MANAGEMENT INFORMATION | BANKING BUSINESS
Banking business
Results from banking business
Total interest income
Total interest expense
Net interest income
Result from commission business and services
Result from trading business
Other income
Total income from banking business
Personnel expense
Operating expenses
Total expenses related to banking business
Gross profi t / loss
Losses and value adjustments related to credit risks
Amortization and depreciation on property, plant and equipment and on
intangible assets
Profi t / loss before tax and minority interests
Income taxes
Profi t / loss for the period
in CHF million
Additional information
Assets managed for third parties
Risk-weighted-assets banking activities
in CHF million
Asset allocation
Fixed income securities
Shares
Derivative fi nancial instruments
Alternative fi nancial assets
Investment properties
Mortgages
Policy loans and other loans
Other short-term investments
Total
in CHF million
Bâloise-Holding Annual Report 2006
2005
176.6
–77.9
98.7
53.2
–2.1
–1.9
2006
181.5
–81.2
100.3
69.2
–1.7
3.1
147.9
170.9
–49.7
–42.4
–92.1
–49.5
–48.1
–97.6
55.8
73.3
31.7
–5.6
–10.5
77.0
–9.9
67.1
–4.1
63.6
–12.3
51.3
2005
2006
8,187.7
8,950.6
3,449.7
3,443.7
2005
311.7
1.7
35.0
–/–
3.3
2006
295.6
1.7
12.4
–/–
0.0
4,808.5
4,909.0
297.4
111.0
270.7
130.5
5,568.6
5,619.9
MANAGEMENT INFORMATION | INVESTMENT PERFORMANCE
73
Investment performance
Investment performance 2005 (excluding unit-linked investments)
Current investment income
Realized gains and losses and valuation changes
charged to income (net)
Change in unrealized gains and losses in equity
Investment management costs
Operating profi t
Fixed-interest
securities
692.7
159.0
–70.0
–34.3
747.4
Shares
113.4
362.8
763.4
–8.9
1,230.7
Investment
properties
Mortgages, policy
loans and other
loans
Alternative
fi nancial assets,
derivatives and
other
Total
253.1
694.7
40.6
1,794.5
–58.8
–/–
–12.1
182.2
7.2
–/–
–12.8
689.1
–116.4
–99.6
–20.0
353.8
593.8
–88.1
–195.4
2,654.0
Average level of investments
21,121.7
4,939.9
5,600.5
17,315.5
4,334.7
53,312.3
Performance in percent
in CHF million
3.5
24.9
3.3
4.0
–4.5
5.0
Investment performance 2006 (excluding unit-linked investments)
Current investment income
Realized gains and losses and valuation changes
charged to income (net)
Change in unrealized gains and losses in equity
Investment management costs
Operating profi t
Fixed-interest
securities
715.4
70.9
–446.9
–33.1
306.3
Shares
139.9
462.6
396.3
–8.6
990.2
Investment
properties
Mortgages, policy
loans and other
loans
Alternative
fi nancial assets,
derivatives and
other
Total
231.1
683.3
54.0
1,823.7
80.5
–/–
–13.7
297.9
–11.8
–/–
–12.2
659.3
–34.7
223.3
–26.1
216.5
567.5
172.7
–93.7
2,470.2
Average level of investments
22,057.0
5,881.2
5,447.1
17,718.6
4,198.5
55,302.4
Performance in percent
in CHF million
1.4
16.8
5.5
3.7
5.2
4.5
Bâloise-Holding Annual Report 2006
74
MANAGEMENT INFORMATION | INVESTMENT PERFORMANCE
Current investment income, insurance
Fixed income securities
Shares
Derivative fi nancial instruments
Alternative fi nancial assets
Investment properties
Mortgages
Policy loans and other loans
Other short-term investments
Total current investment income
in CHF million, excluding unit-linked investments
Realized gains and losses, insurance
Fixed income securities
Shares
Derivative fi nancial instruments
Alternative fi nancial assets
Investment properties
Mortgages
Policy loans and other loans
Other short-term investments
Total investment gains and losses
in CHF million, excluding unit-linked investments
Asset allocation, insurance
Fixed income securities
Shares
Derivative fi nancial instruments
Alternative fi nancial assets
Investment properties
Mortgages
Policy loans and other loans
Other short-term investments
Total
in CHF million, excluding unit-linked investments
2005
2006
Nonlife
136.3
23.1
–/–
1.5
49.9
13.2
47.6
11.2
Life
541.1
83.1
–/–
3.2
188.3
180.8
333.7
20.5
Total
677.4
106.2
–/–
4.7
238.2
194.0
381.3
31.7
Nonlife
152.6
29.6
–/–
2.5
44.3
11.3
44.0
12.3
Life
552.2
109.6
–/–
5.0
181.6
167.6
324.6
27.6
Total
704.8
139.2
0.0
7.5
225.9
178.9
368.6
39.9
282.8
1,350.7
1,633.5
296.6
1,368.2
1,664.8
2005
2006
Nonlife
39.7
79.5
–33.5
7.6
–26.9
–1.5
–1.0
1.4
65.3
Nonlife
4,418.0
1,145.7
0.4
341.1
959.0
355.4
973.0
676.0
Life
119.6
219.4
–81.7
23.9
–30.9
–16.4
1.3
–0.4
234.8
2005
Life
16,475.3
4,284.4
1.1
1,754.9
4,275.7
4,669.2
7,562.1
802.3
Total
159.3
298.9
–115.2
31.5
–57.8
–17.9
0.3
1.0
300.1
Total
20,893.3
5,430.1
1.5
2,096.0
5,234.7
5,024.6
8,535.1
1,478.3
Nonlife
–5.0
117.1
–11.3
15.7
1.8
–2.0
3.4
1.9
Life
76.0
313.4
–109.8
69.7
1.8
–2.8
4.5
0.7
121.6
353.5
Nonlife
5,060.8
1,258.5
1.7
356.7
942.3
371.3
973.3
417.2
2006
Life
17,520.2
4,763.6
23.2
1,819.6
4,203.2
4,661.1
7,324.8
1,044.1
Total
71.0
430.5
–121.1
85.4
3.6
–4.8
7.9
2.6
475.1
Total
22,581.0
6,022.1
24.9
2,176.3
5,145.5
5,032.4
8,298.1
1,461.3
8,868.6
39,825.0
48,693.6
9,381.8
41,359.8
50,741.6
Bâloise-Holding Annual Report 2006
75
Bâloise-Holding Annual Report 2006
76
Bâloise-Holding Annual Report 2006
MANAGEMENT INFORMATION | BÂLOISE-HOLDING, INCOME STATEMENT
77
Income statement: Bâloise-Holding
Income
Income from securities
Gains on securities
Income from participating interests
Interest on loans to Group companies
Income from fi nancial assets
Other interest receivable
Realized gains on noncurrent assets
Other income
Total income
Expense
Administrative expense
Interest payable
Amortization of / losses from noncurrent assets
Other expense
Total expense
Overall result
Total income
Total expense
Profi t before taxes
Taxes on income and capital
Profi t for the period
in CHF
4/1/05–12/31/05 1/1/06–12/31/06
6,651,261
154
1,096,732
25,310,753
108,684,691
296,367,229
997,317
726,134
76,250
538,882
2,817,633
4,504,038
2,118,235
–/–
52,012,799
1,981,336
175,104,802
328,778,642
–4,267,612
–3,742,074
–32,496,238
–27,145,016
–/–
–30,000,000
–188,698
–8,677,454
–36,952,548
–69,564,544
175,104,802
328,778,642
–36,952,548
–69,564,544
138,152,254
259,214,098
–240,296
–1,775,000
137,911,958
257,439,098
Bâloise-Holding Annual Report 2006
Note
12/31/2005
12/31/2006
3,534
165,255,888
118,675,178
60,000,000
3,895,912
302,023
38,684,692
66,039,185
165,976,512
113,771,232
327,235,828
405,368,328
2 1,446,104,075
1,416,104,075
3
–/–
30,000,000
11,795,298
11,795,298
1,457,899,373
1,457,899,373
1,785,135,201 1,863,267,701
4
5
12,470
13,659,447
113,350,509
34,246,220
900,000,000
900,000,000
688,250
9,081,676
14,297,882
13,730,900
1,028,349,111
970,718,243
5,530,715
5,530,715
11,724,001
11,724,001
6
7,817,186
119,058,201
593,186,056
498,145,041
138,528,132
258,091,500
756,786,090
892,549,458
1,785,135,201 1,863,267,701
78
MANAGEMENT INFORMATION | BÂLOISE-HOLDING, BALANCE SHEET
Balance sheet: Bâloise-Holding
Assets
Cash and cash equivalents
Receivables from Group companies
Other receivables
Accruals
Securities
Current assets
Participating interests
Loans to Group companies
Financial assets
Noncurrent assets
Total assets
Liabilities and equity
Short-term liabilities
Payables to Group companies
Bonds
Provisions
Deferrals
Liabilities
Share capital
General reserve
Reserve for treasury shares
Unappropriated reserve
Retained earnings
Shareholders’ equity
Total liabilities and equity
in CHF
Bâloise-Holding Annual Report 2006
MANAGEMENT INFORMATION | BÂLOISE-HOLDING, NOTES
79
Notes to the financial statemens of Bâloise-Holding
1. Basis of preparation
The Bâloise-Holding accounts comply with Swiss legal
requirements.
Holding at
3/31/2005
Holding at
12/31/2006
Shares / holdings at
12/31/2006
in %
in %
Currency
in million
100
100
100
100
100
75
100
100
100
100
100
100
100
100
100
100
100
100
75
100
100
100
100
100
100
100
CHF
CHF
CHF
CHF
CHF
CHF
EUR
EUR
CHF
EUR
CHF
CHF
CHF
75.0
50.0
50.0
1.5
1.5
0.2
20.5
0.0
229.0
0.1
31.2
5.0
1.4
2. Participations
Company
Basler, Versicherungs-Gesellschaft, Basel
Basler Lebens-Versicherungs-Gesellschaft, Basel
Baloise Bank SoBa, Solothurn
Baloise Asset Management Schweiz AG, Basel
Baloise Asset Management International AG, Basel
Haakon AG, Basel
Basler Versicherung Beteiligungsgesellschaft mbH, Hamburg
Baloise Beteiligungs-Holding GmbH, Bad Homburg
Baloise (Luxembourg) Holding S.A., Bertrange (Luxembourg)
Baloise Fund Invest Advico, Bertrange / Luxembourg
Baloise Insurance Co, (I.O.M), Ltd, Douglas / Isle of Man
Baloise Insurance Company (Bermuda) Ltd., Hamilton / Bermuda
Baloise Finance (Jersey) Ltd., St. Helier / Jersey
The holdings have been rounded to the nearest percent. Additional
information about the participating interests of Bâloise-Holding is
given on pages 74 and 75.
3. Loans to Group companies
Baloise Bank SoBa was given a subordinated loan of CHF 30 million.
4. Bonds
Amount
CHF 300 million
CHF 250 million
CHF 350 million1
1 raised by CHF 100 million in 2005
Interes rate
Issued Maturity date
3.25%
3.375%
2.375%
1998
2003
2004
4/7/2008
12/15/2009
12/20/2010
5. Provisions
Fluctuation provision amounting to CHF 50 million was reversed in
2005 and taken to “Other income”.
Bâloise-Holding Annual Report 2006
80
MANAGEMENT INFORMATION | BÂLOISE-HOLDING, NOTES
6. Treasury shares
Baloise Group companies purchased a total of 291,837 shares at an
The average purchase price including shares bought back
through the second trading line is CHF 103.
average price of CHF 91 (excluding share buybacks through the sec-
Bâloise-Holding’s reserve for treasury shares was increased by
ond trading line). They sold 337,837 shares during the year under
CHF 111.2 million, charged against the general reserve, at Decem-
review, also at an average price of CHF 91, and together held 95,560
ber 31, 2006.
Bâloise-Holding shares as of December 31, 2006. Bâloise-Holding
also purchased 1,074,000 shares through a second trading line at
an average price of CHF 106. These shares are included in the Secu-
rities item on the balance sheet.
Shareholders
Chase Nominees Group1
Barclays Group
Investors Bank & Trust1
Mellon Bank N. A.1
HSBC Overseas Nominee UK1
Nortrust Nominees Ltd.1
UBS Group
Cominvest Asset Management
in percent
Total
holding at
12/31/2005
Share of
voting rights
12/31/2005
Total
holding at
12/31/2006
Share of
voting rights
12/31/2006
5.5
0.0
2.6
2.7
2.5
3.1
< 2.0
2.0
2.0
0.0
2.0
0.0
0.0
0.0
< 2.0
0.0
10.5
5.4
3.5
3.2
2.7
2.4
2.2
< 2.0
2.0
< 2.0
0.0
0.0
0.0
0.0
< 2.0
< 2.0
1 Custodian Nominees who hold shares in trust for third parties are considered as belonging to the free fl oat pursuant to the Swiss Exchange (SWX) regulations.
Such shareholder groups are not subject to registration by stock exchange law.
7. Signifi cant shareholders
One shareholder held over 5% of outstanding Baloise shares on
9. Income from participating interests
Dividend claims pursuant to resolutions of the Annual General
December 31, 2006. This was Barclays Group wit 5.4% of outstand-
Meetings of Baloise Fund Invest Advico, Luxembourg, February 8,
ing shares as of December 31, 2006.
2007; of Baloise Finance (Jersey) Ltd., St. Helier (Jersey), February
As a widely-held public corporation, the Baloise is part of the
15, 2007; of Baloise Asset Management Schweiz AG, Basel, Baloise
Swiss Market Index (SMI) and is included in the SWX’s index calcu-
Asset Management International AG, Basel and Haakon AG, Basel,
lations with 100% of shares in free fl oat.
February 22, 2007; and of Baloise Bank SoBa, Solothurn, March 8,
The above table displays the current shareholder structure as of
2007 (income from participating interests) for fi scal year 2006 are
December 31, 2006.
reported as accrued income (accruals).
8. Contingent liabilities
Guarantee liabilities amounted to CHF 214.9 million at December
10. Personnel expenses
Administrative expenses include CHF 1.5 million in personnel
31, 2006 (previous year: CHF 447.6 million). During the previous
expenses for the year under review (previous year: CHF 1.3 million).
year CHF 204.0 for the guarantee of the convertible bond issued by
Baloise Finance (Jersey) Ltd was written back; the bond was repaid
during the year under review.
Bâloise-Holding is jointly liable for value-added tax payable by
all companies under the leadership of Basler Versicherungen sub-
ject to group taxation.
Bâloise-Holding Annual Report 2006
MANAGEMENT INFORMATION | BÂLOISE-HOLDING, NOTES
81
Proposed appropriation of retained earnings
Profi t for the period
Earnings carried forward
Retained earnings
Dividend in accordance with Articles of Incorporation
Available for distribution at General Meeting
Proposals by the Board of Directors
Appropriation to unallocated reserve
Additional dividend
Retained earnings to be carried forward
in CHF
The above distribution is in accordance with the provisions of
Article 30 of the Articles of Incorporation and results in a distri-
bution of CHF 3.80 gross per share (CHF 2.47 after deduction of
withholding tax).
4/1/05–12/31/05 1/1/06–12/31/06
137,911,958
257,439,098
616,174
652,402
138,528,132
258,091,500
–276,536
–276,536
138,251,596
257,814,964
–16,200,000
–47,300,000
–121,399,194
–209,890,634
652,402
624,330
Bâloise-Holding Annual Report 2006
82
Bâloise-Holding Annual Report 2006
ADDRESSES
83
Addresses
Switzerland
Basler Versicherungen
Aeschengraben 21
CH-4002 Basel
Phone +41 61 285 85 85
Fax +41 61 285 70 70
E-mail insurance@baloise.ch
www.baloise.ch
Germany
Basler Versicherungen
Basler Strasse 4
D-61281 Bad Homburg
Phone +49 61 7213 0
Fax +49 61 7213 200
E-mail info@basler.de
www.basler.de
Austria
Basler Versicherungen
Brigittenauer Lände 50–54
A-1203 Vienna
Phone +43 1 33 160 0
Fax +43 1 33 160 200
E-mail offi ce@basler.co.at
www.basler.co.at
Luxembourg
Baloise Assurances
Atrium Business Park
23, rue du Puits Romain
Bourmicht
L-8070 Bertrange
Phone +352 290 190 1
Fax +352 290 592
E-mail info@baloise.lu
www.baloise.lu
Baloise Bank SoBa
Amtshausplatz 4
CH-4502 Solothurn
Phone +41 32 626 02 02
Fax +41 32 623 36 92
E-mail bank@baloise.ch
www.baloise.ch
Deutscher Ring
Unternehmensgruppe
Ludwig-Erhard-Strasse 22
D-20459 Hamburg
Phone +49 40 3599 7711
Fax +49 40 3599 2500
E-mail service@deutscherring.de
www.deutscherring.de
Belgium
Mercator Verzekeringen
Desguinlei 100
B-2018 Antwerpen
Phone +32 3 247 21 11
Fax +32 3 247 27 77
E-mail info@mercator.be
www.mercator.be
Croatia
Basler Osiguranje d.d.
Basler životno Osiguranje d.d.
Ulica grada Vukovara 269d/1
HR-10000 Zagreb
Phone +385 1 48 17 808
Fax +385 1 48 16 932
E-mail info@basler.hr
www.basler.hr
Bâloise-Holding
Aeschengraben 21
CH-4002 Basel
www.baloise.com