E.ON AG Annual Report 2013

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FY2013 Annual Report · E.ON AG

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2013 Annual Report

E.ON Group Financial Highlights

€ in millions

Attributable generation (MW)

– thereof renewables (MW)

Fully consolidated generation (MW)

– thereof renewables (MW)

Owned generation (billion kWh)

– thereof renewables (billion kWh)

Carbon emissions from power and heat production (million metric tons)
Specific carbon emissions (metric tons of CO2 per MWh)
Electricity sales (billion kWh)

Gas sales (billion kWh)

Sales
EBITDA1
EBIT1

Net income

Net income attributable to shareholders of E.ON SE
Underlying net income1

Investments

Expenditures on technology and innovation (including software)

Cash provided by operating activities of continuing operations

Economic net debt (at year-end)
Debt factor3

Equity

Total assets

ROACE (%)

Pretax cost of capital (%)

After-tax cost of capital (%)

Value added

Employees (at year-end)

– Percentage of female employees

– Percentage of female executives and senior managers

– Average employee turnover (%)

– Average age of employees

– TRIF (E.ON employees)
Earnings per share5, 6 (€)
Equity per share5, 6 (€)
Dividend per share7 (€)

Dividend payout
Market capitalization6 (€ in billions)

1Adjusted for extraordinary effects (see Glossary).
2Change in absolute terms.
3Ratio of economic net debt and EBITDA.
4Change in percentage points.
5Attributable to shareholders of E.ON SE.
6Based on shares outstanding.
7For the respective financial year; the 2013 figure is management’s proposed dividend.

2013

61,090

10,885

62,809

10,414

245.2

30.8

114.3

0.45

704.4

1,091.7

122,450

9,315

5,681

2,510

2,142

2,243

8,086

130

6,375

31,991

3.4

36,385

130,725

9.2

7.5

5.5

1,066

62,239

28.6

14.0

3.5

2.6

1.12

17.54

0.60

1,145

25.6

2012

67,622

10,171

70,209

10,025

263.1

30.2

125.8

0.46

740.9

1,162.1

132,093

10,771

7,012

2,613

2,189

4,170

6,997

161

8,808

35,845

3.3

38,820

140,426

11.1

7.7

5.6

2,139

72,083

28.4

12.9

3.6

2.6

1.15

18.33

1.10

2,097

26.9

+/- %

-10

-11

-7

-9

-2

-5

-6

-7

-14

-19

-4

-2

-46

+16

-19

-28

-11
+0.12

-6

-7
-1.94
-0.24
-0.14

–50

-14
+0.24
+1.14
-0.14
+12

–

-3

-4

-45

-5

Contents

CEO Letter
Report of the Supervisory Board
E.ON Stock
Strategy and Objectives
Combined Group Management Report
Consolidated Financial Statements
Supervisory Board and Board of Management
Tables and Explanations

2 CEO Letter

4 Report of the Supervisory Board

E.ON Stock

Strategy and Objectives

Corporate Profile

Technology and Innovation

Business Model
Management System

Business Report
Macroeconomic and Industry Environment

18 Combined Group Management Report
18
18
20
21
24
24
Business Performance
30
Earnings Situation
35
Financial Situation
43
Asset Situation
47
E.ON SE’s Earnings, Financial, and Asset Situation
48
Financial and Non-financial Performance Indicators
49
– ROACE and Value Added
49
– Corporate Sustainability
50
52
– Employees
56 Subsequent Events Report
56
60
69
70
72 Disclosures Regarding Takeovers
75 Corporate Governance Report
75
81
93

Forecast Report
Risk Report
Opportunity Report
Internal Control System for the Accounting Process

Corporate Governance Declaration
Compensation Report

Declaration of the Board of Management

94
94
96
97
98
100
102
104

Consolidated Financial Statements
Independent Auditors’ Report
Consolidated Statements of Income
Consolidated Statements of Recognized Income and Expenses
Consolidated Balance Sheets
Consolidated Statements of Cash Flows
Statement of Changes in Equity
Notes

208
208
210

Supervisory Board and Board of Management
Members of the Supervisory Board
Members of the Board of Management

Tables and Explanations

211
211 Explanatory Report of the Board of Management
212
216 Glossary of Financial Terms
221

Financial Calendar

Summary of Financial Highlights/Capacities/Energy Volumes

CEO Letter

In 2013 we again had to navigate difficult terrain. Although we were able to finish the financial year with results that were in
line with our expectations, these results nevertheless reflect the considerable adverse impact of our business and regulatory
environment. Our EBITDA declined by 14 percent year on year to €9.3 billion. It was inside our forecast range, as was our underlying
net income of €2.2 billion. Our underlying income per share was about €1.18. In April we’ll therefore recommend to the Annual
Shareholders Meeting that E.ON pay out a dividend of €0.60 per share. This would be a payout ratio of 51 percent of our underlying
net income, which is likewise inside the range we’ve communicated for several years.

Taking a sober view of what lies ahead, there are few indications that our market environment will rapidly or tangibly improve.
We recognized early that the magnitude of the persistent dislocations couldn’t be counteracted overnight. That’s why we
launched our E.ON 2.0 program back in 2011. Its purpose is to achieve lasting cost reductions across our company and to tangibly
improve our efficiency. It gives me great satisfaction to report to you that E.ON 2.0 is right on schedule. By the end of 2014
we’ll have initiated and largely completed most of its main measures. We will achieve our goal of lowering our controllable costs
to €8.2 billion by 2015 at the latest. We reduced E.ON’s workforce by 7,700 employees by the end of 2013. In consultation with
trade unions and works councils, we put in place numerous measures so that staff reductions were implemented in a socially
responsible manner. Our focus is increasingly on using the broad momentum from this program to establish a performance
culture in which we continually achieve enduring improvements in our cost structure. We’re making good progress in this area
as well and have identified further potential cost reductions beyond those targeted by E.ON 2.0.

Market dislocations and interventionist government policies have had a particularly severe impact on our conventional generation
business in Europe. That’s why improving the profitability of this part of our operating business was very high on our agenda in
2013. Our primary focus is on maintaining our commercial flexibility in this area as well. To this end, we continually and carefully
scrutinize the profitability of each one of our assets. As a result, we’ve decided to decommission nearly 13 GW of capacity.
That’s more than one fourth of our entire conventional fleet in Europe. But the situation will get increasingly out of balance if,
for economic reasons, we shut down power plants that are actually urgently needed to ensure supply security. For a number
of our power plants, we’ve found solutions with the local system operator that, for the time being, ensure supply security and
render the provision of this generating capacity economically viable. Policymakers are discussing other measures such as fair
rules for providing generating capacity and incentives for the construction of new capacity. All are urgently needed. Generating
capacity—and providing this capacity to ensure supply security—needs to again pay returns. Together with executives from
other multinational companies, I’ve lobbied on a European level for a rapid and comprehensive reform of the market design
for power generation, particularly the introduction of a capacity mechanism and the reform of the EU Emissions Trading
Scheme. The decision to implement back-loading is a first step in the right direction.

Alongside our extensive efforts in our operating business, we further optimized our portfolio as well. We’ve now generated
about €20 billion from the sale of noncore assets, thereby surpassing our original target of €15 billion by a wide margin. Our
successful divestments not only give us financial flexibility. They also allow us to sharpen our focus on the challenges and
opportunities in our core businesses. Despite all these efforts, we know that in the next few years as well our business will only
generate limited funds for new investments. Relative to 2013 our investments in subsequent years will be significantly lower.
Alongside necessary maintenance and network investments, we’ll focus in particular on expanding our growth businesses like
renewables and distributed-energy solutions.

With more than 5 GW of installed wind and solar capacity, we already rank among the world’s leading renewables companies.
But renewables are more than just a significant component of our generation portfolio. After just seven years of focused growth,
they’re above all a mainstay of our earnings. Our industrial-scale approach from development to maintenance makes our wind
fleet one of the most reliable and profitable in the industry. The addition, in 2013, of London Array and Kårehamn offshore wind
farms—which we delivered on time and on budget—made our wind fleet even stronger. Amrumbank West offshore wind
farm is currently under construction. When this project is completed, our wind fleet will make a reliable contribution to the

transformation of Germany’s energy system as well. Our operational excellence enables us to also be successful at taking new
approaches to unlocking capital. For example, we found investors—Pension Danmark and Danish energy utility SEAS-NVE—who
bought stakes in wind farms in the United States and Rødsand 2 offshore wind farm and entrust us with their operation. This
innovative form of capital rotation enables us to unlock invested capital more rapidly and to create additional value by investing
it to deliver other wind and solar projects in our superb development pipeline.

In the future the expansion of our end-customer business will, to a much greater degree, open up new prospects for E.ON. We
want our distributed-energy solutions and energy-efficiency services to help drive the transformation of the energy system.
We’re aware that outsiders still don’t sufficiently perceive our company in this role. Yet we’ve already installed 6,000 distributed
generating units, 4,000 of them in Germany. This business already generates nearly €1 billion in sales in Germany alone.
Distributed-energy solutions and energy-efficiency services—along with renewables and the further internationalization of our
business—are E.ON’s strategic growth areas. Our objective is ambitious: as we successfully did with renewables, we intend to
rapidly expand these businesses and make them important sources of earnings. In the future we intend to do even more—on
our own, together with our customers, and, when it makes sense, in partnership with other companies—to seize the market
opportunities created by changing energy markets. Combining our well-established business in on-site industrial cogeneration
with our new business in distributed-energy solutions was a step in this direction. We’re systematically establishing new
capabilities in online efficiency advice as well. In addition, we’ve reorganized our retail business in Germany to be more clearly
tailored to our customers’ needs, enabling us to offer our customers a full range of state-of-the-art integrated solutions.

Finally, we’re systematically establishing new businesses outside our established markets. These new businesses are, to some
extent, already bearing fruit, as in Russia. In 2013 we achieved a very strong position in Turkey’s energy market, which is
characterized by solid long-term growth. Enerjisa, our joint venture with Sabanci, accomplished a lot in 2013. This included
commissioning Turkey’s largest onshore wind farm and, through government-run auctions to privatize the country’s power
networks, securing access to a total of 9 million customers. In Brazil we’re now actively contributing our experience and expertise
to ENEVA’s new-build projects. The most recent success is the commissioning of Parnaíba 3 power plant.

Despite the many operational successes in our markets outside Europe, 2013 was not without setbacks. The policy situation and
business environment were sources of risks and deteriorated notably in recent months in Brazil, Turkey, and Russia, already
leading to a significant weakening of their currencies. The situation in Brazil remains difficult; we had to shoulder a bigger burden
than anticipated in ENEVA’s financial stabilization. We’re focusing on the things that we can influence. We remain convinced
of the long-term growth potential of our investments in these countries.

My Board of Management colleagues and I know that we still have a lot to do in order to actively and systematically adjust
E.ON to its rapidly changing market environment. We’re putting an even greater focus on our customers, developing new
business models, and tapping new markets. We’re aware that this course isn’t easy for you either. Not all of our efforts will lead
to better earnings in the short term; far-reaching changes will continue to be accompanied by setbacks in the future as well.
But I’m confident that we’ll succeed in enhancing our company’s earnings strength in the years ahead so that we can provide
you with a reliable and attractive dividend payout. On behalf of the Board of Management and all of our employees, I’d again
like to thank you for your trust in these difficult times.

Best wishes,

Dr. Johannes Teyssen

Report of the Supervisory Board

maintained contact with the members of the Supervisory
Board outside of board meetings. The Supervisory Board was
therefore continually informed about the current operating
performance of the major Group companies, significant busi-
ness transactions, the development of key financial figures,
and relevant decisions under consideration.

Implementation of E.ON’s Strategy

The global economic and financial system remained very
fragile and the long-term direction of Europe’s energy policies
uncertain. Before this backdrop, the Supervisory Board moni-
tored the advancement of E.ON’s “cleaner & better energy“
strategy in detailed discussions with the Board of Management
and at a strategy session. In Europe the Company made
important progress in sharpening the focus of its portfolio
through disposals, such as the sale of the Földgáz Group in
Hungary. The Supervisory Board approved the sale of certain
regional utilities in Germany, including the stake in E.ON
Mitte, as part of the reorganization of E.ON’s network and sales
business there. With regard to E.ON’s strategy for outside
Europe, the Supervisory Board had already approved the entry
into the Turkish market in 2012. In 2013 the Board of Manage-
ment informed us about the acquisition of two additional
distribution and sales companies in Turkey. Through Enerjisa,
E.ON’s joint venture with the Sabanci Group, E.ON now has
more than 9 million customers there. E.ON increased its pres-
ence in Brazil as well. At numerous meetings, the Supervisory
Board and its committees closely monitored the challenges
faced by E.ON’s subsidiary ENEVA and thoroughly discussed
the resulting impairment charges and the company’s under-
lying value. In addition, the Board of Management informed
us about the sale of a stake in Rødsand 2 wind farm, which
exemplifies how in the future E.ON can create value with less
capital by leveraging its employees’ capabilities. Finally, the
Supervisory Board monitored the Company’s performance-
enhancement measures, including the systematic continuation
of the E.ON 2.0 program, as well as measures to promote
the Company’s sustainability, such as the creation of a Sus-
tainability Council.

The energy industry’s economic and regulatory environment
remained difficult in 2013. In particular, the E.ON Group’s
legacy generation business continued to suffer from market
dislocations, which result in part from interventionist govern-
ment policies.

In the 2013 financial year the Supervisory Board again care-
fully performed all its duties and obligations under law, the
Company’s Articles of Association, and its own policies and
procedures. It thoroughly examined the Company’s situation
and discussed in depth the consequences of its continually
changing energy-policy and economic environment.

We advised the Board of Management regularly about the
Company’s management and continually monitored the Board
of Management’s activities, assuring ourselves that the
Company’s management was legal, purposeful, and orderly.
We were closely involved in all business transactions of key
importance to the Company and discussed these transactions
thoroughly based on the Board of Management’s reports. At
the Supervisory Board’s four regular meetings and one extraor-
dinary meeting in the 2013 financial year, we addressed in
depth all issues relevant to the Company. All Supervisory Board
members attended all meetings with the exception of two
members who were unable to attend one meeting each. The
Board of Management regularly provided us with timely and
comprehensive information in both written and oral form. At
the meetings of the full Supervisory Board and its committees,
we had sufficient opportunity to actively discuss the Board
of Management’s reports, motions, and proposed resolutions.
We voted on such matters when it was required by law, the
Company’s Articles of Association, or the Supervisory Board’s
policies and procedures. The Supervisory Board agreed to
the resolutions proposed by the Board of Management after
thoroughly examining and discussing them.

Furthermore, there was a regular exchange of information
between the Chairman of the Supervisory Board and the
Chairman of the Board of Management throughout the entire
financial year. In the case of particularly important issues,
the Chairman of the Supervisory Board was kept informed at
all times. The Chairman of the Supervisory Board likewise

Another topic of the Supervisory Board’s discussions was the
current status of the appeal to Germany’s Constitutional Court
regarding the amended Atomic Energy Act. This included
discussions of the reasons for the legal action taken against
the laws and ordinances relating to the transformation of
Germany’s energy system. Furthermore, we thoroughly dis-
cussed the increasing instances of policy and regulatory
intervention by governments of European countries such as
Italy, Spain, Sweden, Hungary, and the Netherlands.

Corporate Governance

In the 2013 financial year we again had intensive discussions
about the implementation of the recommendations of the
German Corporate Governance Code.

On December 16, 2013, in the annual declaration of compliance
issued at the end of the year, we and the Board of Management
declared that E.ON is in full compliance with the recommen-
dations of the “Government Commission German Corporate
Governance Code” dated May 13, 2013. Furthermore, we
declared that E.ON has been in full compliance with the rec-
ommendations of the “Government Commission German
Corporate Governance Code” dated May 15, 2012, since the last
annual declaration on December 10, 2012. The current version
of the declaration of compliance is in the Corporate Gover-
nance Report on page 75; the current as well as earlier versions
are continuously available to the public on the Company’s
Internet page at www.eon.com.

The Supervisory Board is aware of no indications of conflicts
of interest involving members of the Board of Management
or the Supervisory Board.

Business Situation and Energy-Policy Environment,
Medium-Term Plan, and Legal Proceedings

We discussed in detail the business situation of E.ON Group
companies in relation to developments in national and inter-
national energy markets, about which the Board of Manage-
ment continually informed us. The Supervisory Board discussed
E.ON SE’s and the E.ON Group’s current asset, financial, and
earnings situation, workforce developments, and earnings
opportunities and risks. In addition, we and the Board of Man-
agement thoroughly discussed the E.ON Group’s medium-term
plans for 2013–2015 and 2014–2016.

Another key topic of our discussions was the impact of several
factors on E.ON’s business situation:
•

Europe’s economic performance as it relates to the
ongoing sovereign debt crisis in Europe
the continuance of a variety of forms of government
intervention and their lasting impact on the energy
business across Europe
the continued tepid global economy.

•

We also dealt with markets relevant for E.ON. In the context of
the development of global fuel prices, a further deterioration
of the long-term development of power prices, the future
capacity utilization of power plants, and numerous interven-
tionist regulatory and fiscal policies—including the transfor-
mation of Germany’s energy system—we thoroughly discussed
the consequences for E.ON’s various business areas, including
the impairment charges that were necessary in this regard.
In addition, the Board of Management informed us about the
current status of negotiations with gas producers regarding
the terms of long-term gas supply contracts and of new pipe-
lines and LNG contracts. Furthermore, the Board of Manage-
ment provided information about the scope of E.ON’s use of
derivative financial instruments and how the regulation of
these instruments affects E.ON’s business. We also discussed
E.ON’s ratings situation with the Board of Management.

Report of the Supervisory Board

In 2013 the Supervisory Board amended its policies and pro-
cedures by lowering the monetary threshold for transactions
requiring Supervisory Board approval in order to conduct
appropriate governance and decision-making in view of E.ON’s
altered strategic and operating environment.

Furthermore, in 2013 the Supervisory Board conducted an
efficiency review, thoroughly discussed its findings, and used
the insights gained to implement adjustments for the future.
A number of education and training sessions on selected issues
were conducted for Supervisory Board members in 2013.

The targets for the Supervisory Board’s composition with
regard to Item 5.4.1 of the German Corporate Governance
Code and the status of their achievement are described in
the Corporate Governance Report on pages 78 and 79.

An overview of Supervisory Board members’ attendance at
meetings of the Supervisory Board and its committees is on
page 78.

Committee Work

To fulfill its duties carefully and efficiently, the Supervisory
Board has created the committees described in further detail
below. Information about the committees’ composition is in
the Corporate Governance Report on pages 79 and 80. Within
the scope permissible by law, the Supervisory Board has
transferred to the committees the authority to pass resolutions
on certain matters. Committee chairpersons reported to the full
Supervisory Board in a regular and timely manner about the
agenda and results of their respective committee’s meetings.

The Executive Committee met six times. Attendance was com-
plete at all meetings. In particular, this committee prepared
the meetings of the full Supervisory Board. Among other things,
it discussed matters relating to Board of Management com-
position and compensation and did comprehensive preparatory
work for the Supervisory Board’s resolutions on these matters.
In addition, it prepared the Supervisory Board’s resolutions
to determine that the Board of Management met its targets for
2012 and to set the targets for 2013. It also discussed the tar-
get implementation at an evaluation in the course of the year.

The Finance and Investment Committee met five times.
Attendance was complete at all meetings except one, which
one member was unable to attend. The matters addressed
by the committee included the current situation at E.ON’s joint
ventures in Brazil and Turkey, the sale of stakes in E.ON
Földgáz Trade and E.ON Földgáz Storage in Hungary, the sale
of the stake in E.ON Mitte in Germany, and other planned
portfolio measures. In particular, the committee also prepared
the Supervisory Board’s resolutions on these transactions or,
for matters on which it had the authority, made the decision
itself. Furthermore, it discussed the early refinancing of
E.ON’s syndicated credit facility and its medium-term plans
for 2013–2015 and 2014–2016 and prepared the Supervisory
Board’s resolutions on these matters. In addition, the committee
adjusted its policies and procedures to reflect the change
in the threshold for transactions requiring approval by the
Supervisory Board or itself.

the status of the Federal Court of Justice’s review of price-
adjustment clauses, and the status of derivative regulation and
the planned introduction of a financial transaction tax in
the EU. The committee regularly dealt with the development
of the Company’s rating and its current status. Other topics
included the successful processing of the German Financial
Reporting Enforcement Panel’s audit of the E.ON Group’s
2012 Consolidated Financial Statements, reportable incidents
at the E.ON Group, and current tax and insurance issues.

At its one meeting the Nomination Committee prepared the
recommendation for the 2013 Annual Shareholders Meeting
for the election of shareholder representatives. Attendance
was complete at this meeting. The requirements of German
Stock Corporation Act, the German Corporate Governance
Code, the Supervisory Board’s policies and procedures, and
the targets the Supervisory Board set for its composition
were taken into consideration by the Nomination Committee
in its recommendations for election to the Supervisory
Board, thereby ensuring that Supervisory Board members and
the Supervisory Board as a whole have the knowledge,
skills, and professional experience necessary to carry out their
duties properly.

The Audit and Risk Committee met four times. Attendance was
complete at all meetings. With due attention to the Indepen-
dent Auditor’s Report and in discussions with the independent
auditor, the committee devoted particular attention to the
2012 Financial Statements of E.ON SE (prepared in accordance
with the German Commercial Code) and the E.ON Group’s
2012 Consolidated Financial Statements and 2013 Interim
Reports of E.ON SE (prepared in accordance with International
Financial Reporting Standards, or “IFRS”). The committee
discussed the recommendation for selecting an independent
auditor for the 2013 financial year and assigned the tasks
for the auditing services, established the audit priorities, deter-
mined the independent auditor’s compensation, and verified
the auditor’s qualifications and independence in line with the
recommendations of the German Corporate Governance Code.
The committee assured itself that the independent auditor
has no conflicts of interest. Topics of particularly detailed dis-
cussions included issues relating to accounting, the internal
control system, and risk management. In addition, the commit-
tee thoroughly discussed the Combined Group Management
Report and the proposal for profit appropriation and prepared
the relevant recommendations for the Supervisory Board
and reported to the Supervisory Board. In this context, the
committee also discussed in detail the progress of significant
investment projects as well as the results of impairment
tests and the necessary impairment charges. Other focus areas
included an examination of E.ON’s risk situation, its risk-bear-
ing capacity, and the quality control of its risk-management
system. This examination was based on consultations with the
independent auditor and, among other things, reports from
the Company’s risk committee. The committee also discussed
the work done by internal audit including the audit plan in
2013 and the audit priorities for 2014. Furthermore, the com-
mittee discussed the compliance report and E.ON’s compliance
system, as well as other issues related to auditing. The Board
of Management also reported on ongoing proceedings and
on legal and regulatory risks for the E.ON Group’s business.
These include the Site Selection Act (Standortauswahlgesetz),

Report of the Supervisory Board

Examination and Approval of the Financial State-
ments, Approval of the Consolidated Financial
Statements, Proposal for Profit Appropriation

PricewaterhouseCoopers Aktiengesellschaft, Wirtschafts-
prüfungsgesellschaft, Düsseldorf, the independent auditor
chosen by the Annual Shareholders Meeting and appointed
by the Supervisory Board, audited and submitted an unquali-
fied opinion on the Financial Statements of E.ON SE and the
Combined Group Management Report for the year ended
December 31, 2013. The Consolidated Financial Statements
prepared in accordance with IFRS exempt E.ON SE from the
requirement to publish Consolidated Financial Statements in
accordance with German law.

Furthermore, the auditor examined E.ON SE’s early-warning
system regarding risks. This examination revealed that the
Board of Management has taken appropriate measures to
meet the requirements of risk monitoring and that the early-
warning system regarding risks is fulfilling its tasks.

At the Supervisory Board’s meeting on March 11, 2014, we
thoroughly discussed—in the presence of the independent
auditor and with knowledge of, and reference to, the Inde-
pendent Auditor’s Report and the results of the preliminary
review by the Audit and Risk Committee—E.ON SE’s Financial
Statements, Consolidated Financial Statements, Combined
Group Management Report, and the Board of Management’s
proposal for profit appropriation. The independent auditor
was available for supplementary questions and answers. After
concluding our own examination we determined that there
are no objections to the findings. We therefore acknowledged
and approved the Independent Auditor’s Report.

We approved the Financial Statements of E.ON SE prepared
by the Board of Management and the Consolidated Financial
Statements. The Financial Statements are thus adopted. We
agree with the Combined Group Management Report and, in
particular, with its statements concerning the future develop-
ment of the Company.

We examined the Board of Management’s proposal for profit
appropriation, which includes a cash dividend of €0.60 per
ordinary share, also taking into consideration the Company’s
liquidity and its finance and investment plans. The proposal
is in the Company’s interest with due consideration for the
shareholders’ interests. After examining and weighing all argu-
ments, we agree with the Board of Management’s proposal
for profit appropriation.

Personnel Changes on the Board of Management
and Supervisory Board

At its meeting on March 13, 2013, the Supervisory Board
appointed Dr.-Ing. Leonhard Birnbaum and Mike Winkel to the
Board of Management effective July 1 and April 1, 2013, respec-
tively. At its meeting on August 12, 2013, the Supervisory Board
appointed Klaus Schäfer to the Board of Management effec-
tive September 1, 2013.

Prof. Dr. Klaus-Dieter Maubach (March 31), Regine Stachelhaus
(June 30), and Dr. Marcus Schenck (September 30) ended their
service on the Board of Management effective the above-
shown dates in 2013. We would like to take this opportunity
to again thank them for their outstanding service to the
E.ON Group and for their steadfast dedication to its success-
ful development. We wish them all the best for the future.

Wilhelm Simson brought about the VEBA-VIAG merger which
created E.ON AG. Serving as co-CEOs until 2003, the two over-
saw a fundamental reorganization that shaped E.ON into one
of Europe’s leading energy companies. Ulrich Hartmann was
Chairman of the E.ON Supervisory Board from 2003 to 2011.
In this role he promoted the Company’s continued expansion
and integration. Ulrich Hartmann shaped E.ON like no other.
We will honor his memory.

The Supervisory Board wishes to thank the Board of Manage-
ment, the Works Councils, and all the employees of the
E.ON Group for their dedication and hard work in the 2013
financial year.

Düsseldorf, March 11, 2014
The Supervisory Board

Best wishes,

Werner Wenning
Chairman

The Supervisory Board’s term of service ended with the con-
clusion of the Annual Shareholders Meeting on May 3, 2013.
At this meeting the current shareholder representatives—
Werner Wenning, Baroness Denise Kingsmill, Prof. Dr. Ulrich
Lehner, René Obermann, Dr. Karen de Segundo, and Dr. Theo
Siegert—were reelected to the Supervisory Board. Pursuant
to the agreement on employee representation on the E.ON SE
Supervisory Board, the employee representatives—Gabriele
Gratz, Eugen-Gheorghe Luha, Erhard Ott, Klaus Dieter Raschke,
Eberhard Schomburg und Willem Vis—had already been
appointed in 2012 for the term of service following the Annual
Shareholders Meeting on May 3, 2013. At its constitutive
meeting on May 3, 2013, the Supervisory Board elected Mr.
Wenning to serve as its Chairman. On the recommendation
of the shareholder and employee representatives, respectively,
Prof. Dr. Lehner and Mr. Ott were appointed to serve as
Deputy Chairmen.

Ms. Gratz ended her service on the Supervisory Board effec-
tive December 31, 2013. She was succeeded effective January 1,
2014, by Fred Schulz, an appointed replacement member
of the Supervisory Board who had been elected to succeed
Ms. Gratz on the Finance and Investment committee at the
Board’s December meeting. We would like to thank Ms. Gratz
for her many years of dedicated service in the interest of
the Company and its employees and to wish her all the best
for the future. In addition, Mr. Schomburg was elected to
the Executive Committee effective January 1, 2014, to succeed
Mr. Raschke, who resigned from the committee.

Ulrich Hartmann, former Chairman of the Board of Manage-
ment and the Supervisory Board, passed away on January 13,
2014, at the age of 75. He joined VEBA AG in 1973 and became
Chairman of its Board of Management in 1993, leading the
company to international prominance and renown. He and

E.ON Stock

E.ON Stock in 2013

At the end of 2013 E.ON stock (including reinvested dividends)
was 2 percent above its year-end closing price for 2012,

thereby underperforming the EURO STOXX 50 index (+22 per-
cent over the same period) and its peer index, the STOXX
Utilities (+13 percent).

E.ON Stock Performance (Factoring in Reinvested Dividends)

Percentages

E.ON

EURO STOXX1

STOXX Utilities1

120

110

100

12/31/12

1/31/13

2/28/13

3/28/13

4/30/13

5/31/13

6/28/13

7/31/13

8/30/13

9/30/13

10/31/13 11/29/13 12/31/13

1Based on the performance index.

Ten-Year Performance of E.ON Stock

Development 2003–2013

Investors who purchased €5,000 worth of E.ON stock at the
end of 2003 and reinvested their cash dividends (including
the special dividend in 2006) saw the value of their invest-
ment increase to €6,958 by the end of 2013, which represents
an average annual return of 3.4 percent. E.ON stock thus
underperformed the STOXX Utilities (+6.8 percent) and the
EURO STOXX 50 (+4.3 percent).

E.ON

STOXX Utilities

EURO STOXX

Dividend

+/- %

+39

+92

+52

E.ON Stock Key Figures1
Per share (€)

Net income attributable to the
shareholders of E.ON SE

Earnings from underlying net
income

Dividend2

Dividend payout (€ in millions)

Twelve-month high3

Twelve-month low3

Year-end closing price3

Number of shares outstanding (in
millions)

Market capitalization4 (€ in billions)

E.ON stock trading volume5 (€ in
billions)

2013

1.12

1.18

0.60

1,145

14.71

11.94

13.42

1,908

25.6

36.8

2012

1.15

2.19

1.10

2,097

19.52

13.80

14.09

1,907

26.9

39.6

1Adjusted for discontinued operations.
2For the respective financial year; the 2013 figure is management’s proposed dividend.
3Xetra.
4Based on ordinary shares outstanding.
5On all German stock exchanges, including Xetra.

At the 2014 Annual Shareholders Meeting, management will
propose a cash dividend of €0.60 per share for the 2013
financial year (prior year: €1.10). Furthermore, shareholders
will be offered the option to exchange the cash dividend
partially into E.ON shares (currently held in treasury stock).
The payout ratio (as a percentage of underlying net income)
would be 51 percent compared with a ratio of 50 percent in
the prior year. Based on E.ON stock’s year-end 2013 closing
price, the dividend yield is 4.5 percent.

Dividend per Share

€ per share

Dividend

Payout ratio1 (%)

1.50

1.00

0.50

1.50

1.00

1.10

0.60

2008

2009

2010

2011

2012

2013

1Payout ratio not adjusted for discontinued operations.

Shareholder Structure

Investor Relations

Our most recent survey shows that we have roughly 72 percent
institutional investors and 28 percent retail investors. Investors
in Germany hold about 41 percent of our stock, those outside
Germany about 59 percent.

Shareholder Structure by Group1

Retail
investors 28%

Institutional

investors 72%

1Percentages based on total investors identified (excluding treasury shares).
Sources: share register and NASDAQ OMX (as of December 31, 2013).

Shareholder Structure by Country/Region1

Rest of world

41% Germany

Switzerland

France

United Kingdom

12%

Rest of Europe

10%

USA and Canada

17%

1Percentages based on total investors identified (excluding treasury shares).
Sources: share register and NASDAQ OMX (as of December 31, 2013).

Our investor relations (“IR”) are founded on four principles:
openness, continuity, credibility, and equal treatment of all
investors. Each year we work hard to be even better in each of
these areas. Our mission is to provide prompt, transparent
information at our periodic conferences, at road shows, at
eon.com, and when we meet personally with investors.

We used the forum of E.ON’s quarterly reporting to provide
the greatest-possible transparency on the many strategic
milestones and developments at our business units in 2013.
In addition, in July and October we held information events
focusing on individual business units: via teleconference,
senior managers of our Exploration & Production and Russia
units gave presentations and answered investors’ questions
about operational, strategic, and policy developments at their
respective businesses. The positive response from the capital
market encourages us to hold similar events focusing on other
units in 2014.

Despite our difficult business environment, we expanded the
dialog with our analysts and investors by significantly increas-
ing the number of road shows and personal meetings and
discussions. Continually communicating with our investors
and strengthening our relationships with them are essential
for good IR.

Want to find out more?
eon.com/investors
You can contact us at:
investorrelations@eon.com

Strategy and Objectives

Strategic Focus Areas
Since 2010 we have been tailoring E.ON’s business portfolio
toward that of a global, specialized provider of energy solutions.
The main focus of strategic development is on expanding our
operations in renewables, distributed-energy solutions, and
our businesses outside Europe. These are the areas in which
we see significant market opportunities, can capitalize on
our capabilities, and can benefit from broad public support.
We will therefore direct our new growth investments at
these businesses. In Europe we are concentrating on regions
and businesses in which we can deploy our expertise and
leverage our size and synergy advantages into attractive returns.
In 2010 we announced that we would divest €15 billion worth
of businesses by the end of 2013 in order to propel E.ON’s
transformation and to increase our financial flexibility. By the
end of 2013 we made roughly €20 billion of divestments, sig-
nificantly surpassing our target.

Another key focus area is performance and competitiveness,
which are decisive success factors in an increasingly demanding
market environment. We are committed to becoming signifi-
cantly more efficient and to further enhancing our operating
performance and innovativeness. In 2013 we launched a new
E.ON-wide initiative called “:agile.” Its purpose is to harness
our employees’ creativity to promote a culture of innovation
across our organization and to identify and develop new and
promising business ideas beyond our current portfolio. So
far our employees have submitted about 130 ideas. We have
selected about ten of these ideas, which we intend to test
and potentially develop to commercial viability outside our
established line organization.

“Cleaner & better energy” is the guiding strategic theme for
E.ON’s transformation from an integrated, primarily European
energy utility into a global, specialized provider of energy
solutions. Our products and services are cleaner if they sub-
stantially improve energy quality in terms of environmental
impact and efficiency. Our energy is better when our perfor-
mance and technology are significantly better than our
competitors’, thereby enabling us to design superior products
and services for our customers. Our strategy states a clear
commitment on our part and provides answers not only to
current challenges but also to long-term megatrends in the
European and global energy world.

A key success factor as we implement this strategy is our
systematic stakeholder orientation. We continually seek oppor-
tunities for dialog, not only with our customers but also with
our many other stakeholders—suppliers, policymakers, govern-
ment agencies, the media, environmental groups, charitable
organizations, employees, trade unions, and of course our
investors—in order to understand their opinions and expec-
tations with regard to cleaner and better energy.

E.ON’s transformation will not happen overnight but is all the
more important and urgent in light of the substantial chal-
lenges faced by our business in Europe. Power and gas markets
remain oversupplied, government regulation and intervention
continue to increase. The principles of market integration and
competition are becoming progressively less prominent. In
addition, our business is affected in a lasting way by Germany’s
transformation of its energy system and phaseout of nuclear
energy. At the same time, the public debate about the afford-
ability of energy is becoming louder, even in wealthier countries
like the United Kingdom. Our business is also affected by
technological developments, such as the significant decrease
in the manufacturing costs of renewable power generation.

We are convinced that affordability, security of supply, and
climate protection can be mutually compatible elements of
a successful business strategy, even in difficult times. Our
strategy focuses on achieving clear competitive advantages
and offering efficient, environmentally friendly energy solu-
tions in and outside Europe. The transformation of our company
will benefit our employees, customers, and investors alike.

of renewables relative to conventional technologies, helping
to make renewables increasingly competitive. Focusing exclu-
sively on the best locations and partners ensures that our
projects yield attractive returns.

Alongside renewables, competitive conventional generation
assets will remain an important part of E.ON’s business in
Europe. In principle, operationally flexible conventional gen-
erating capacity ideally supplements the steadily increasing
proportion of renewables in the energy mix and ensures a
reliable power supply even on cloudy, windless days. However,
the conventional power generation business in Europe has
for some time faced substantial margin pressure owing to the
massive, publicly supported expansion of renewables, low
wholesale prices, and overcapacity resulting from the economic
crisis. National energy-policy agendas are becoming increas-
ingly dominant; and, owing to low prices for emission allow-
ances, the EU Emissions Trading Scheme is failing to provide
incentives for low-carbon technologies. In this environment
the profitability of even the most technologically advanced,
climate-friendly gas-fired power plants is questionable, even
in the near term. Consequently, E.ON’s strategic focus in this
area is on radically restructuring its conventional generation
business in Europe by ensuring that all operations are as
cost-effective as possible and by systematically assessing the
profitability of every single power plant as well as its system
relevance. E.ON plans to shut down about 13 GW of generating
capacity for economic reasons by 2015 and achieved about
7.4 GW of this objective by year-end 2013. At the same time, we
are lobbying, on a national and European level, for the creation
of a regulatory framework that ensures that conventional
power plants remain economic to operate—and thus that the
power supply remains reliable—well into the future. This
includes the establishment of a new market design based on
competitive, nondiscriminatory capacity markets. Finally,
generating capacity that is maintained to ensure security of
supply should receive consistently appropriate compensation
throughout Europe.

The four key components of our strategy describe what we
are doing to transform our company in line with our strategy:

Investments
Less capital,
more value

Performance
Efﬁ ciency &
capabilities

Europe
Restructuring
& new business
models

Outside
Europe
Proﬁ table
growth

cleaner & better energy

Europe
Europe is and will remain our home market. The transforma-
tion of Europe’s energy system continues to offer us attractive
growth opportunities in renewables and distributed energy.
Nevertheless, a significant portion of our businesses in Europe
is under enormous pressure due to interventionist policies
and regulations and difficult economic conditions. This applies
in particular to our conventional generation business, whose
business model had been based on a liberalized EU-wide
internal market for energy. In view of the increasingly difficult
market environment, we will continue to systematically assess
the profitability of our businesses in Europe, to optimize them,
and to sharpen their focus. With these factors in mind, we
have set the following course for these businesses:

A key focus of our growth in Europe is renewables, primarily
onshore and offshore wind but also solar and biomass. In 2013
we commissioned London Array, the world’s largest offshore
wind farm. It consists of 175 turbines, has a total installed capac-
ity of 630 MW, generates enough power to supply nearly
500,000 British households, and displaces 925,000 metric tons
of carbon emissions annually. At the end of 2013 we had
more than 3.1 GW (prior year: 2.1 GW) of installed wind, solar,
and biomass capacity in Europe. In the years ahead E.ON will
continue to expand its renewable capacity on an industrial
scale. In doing so, we strive to further reduce the specific costs

Strategy and Objectives

Owing to the gradual phaseout of nuclear energy in Germany
by 2022, we do not expect to achieve our emissions target—
to halve our European generation portfolio’s specific carbon
emissions from a 1990 baseline—until 2025. Our decarbon-
ization plan is consistent with the targets recommended by
the European Commission in January 2014 in its 2030 Frame-
work for Climate and Energy Policies.

In 2013 we merged our gas-supply, gas-storage, and LNG
operations with our energy trading business. This enables us
to better realize existing synergy potential and to ensure
maximum value creation through the integrated optimization
and marketing of E.ON’s assets and contracts. The successful
adjustment of our long-term gas supply contracts to reflect
new market realities remains a strategic priority. We made
significant progress in this area in recent years and expect to
successfully conclude further negotiations with producers.
Our gas-storage business is facing increasing earnings pressure
owing to low prices for flexibility products. In response, we
will further optimize our storage portfolio, reduce costs, and
develop innovative products that enable us to improve how
we market our storage capacity. We see growth potential in
our global trading business, particularly in LNG and coal,
which we intend to gradually expand. An example of this is the
LNG contract we concluded with Qatargas in the fall of 2013
under which we can import to Europe up to 10 billion cubic
meters of natural gas over a period of five years. In 2013 we
also continued the successful implementation of our focus
strategy in Europe by selling our stakes in gas companies in
Slovakia (Slovenský Plynárenský Priemysel a.s.) and Hungary
(E.ON Földgáz Trade and E.ON Földgáz Storage).

Our focus in gas and oil production is on organic growth in the
North Sea and on continual performance improvements. The
successful start of production at Skarv field in the Norwegian
North Sea in 2013 was an important milestone in the devel-
opment of this business. In 2013 we also designed a compre-
hensive exploration strategy so that we can replace the gas
and oil we are producing in the North Sea with new reserves.
Our objective is to expand our exploration portfolio, which
currently consists of about 50 licenses, to lay the foundation
for the discovery of new gas and oil reserves. This approach
will enable us to optimally deploy E.ON Exploration & Produc-
tion’s existing know-how in projects that create value.

Attractive distribution network businesses contribute signifi-
cantly to the balance of our overall portfolio and play a critical
role in the transformation of Europe’s energy system toward
a greater reliance on renewables. We focus on network busi-
nesses that enable us to deploy our expertise in a way that
creates real added value for our customers, business partners,
and investors and that deliver a consistently high financial
and operating performance. In keeping with this clear commit-
ment, in 2013 we successfully sold our distribution operations
in Finland and reorganized our regional utility business in
Germany. As planned, in Germany E.ON can now focus on four
regional utilities: Avacon, Bayernwerk, E.DIS, and E.ON Hanse.
This will enable us to aggregate our investments and to work
with our municipal partners to transform Germany’s energy
system more purposefully and efficiently. We will develop our
network businesses across Europe in a way that is consistent
with the requirements of the new energy world. In particular,
this includes deploying smart technologies for integrating
distributed generating units and installing smart power and
gas meters at our customers’ premises.

The strategic focus of our end-customer business is on strength-
ening our competitiveness through more customer orienta-
tion, products that are more innovative, better service quality,
and greater cost efficiency. We do not just want to sell power,
gas, and heat. Instead, we want to be a leading provider of
energy solutions. As part of this effort, we are enhancing the
digital interaction between our customers and our sales
organization in order to better understand our customers’ needs
and offer appropriate solutions. We are systematically
expanding our distributed-energy business and have accord-
ingly made it a focus of our strategic development. Our
regional units and E.ON Connecting Energies are moving
forward to develop this business, which is one of the fastest-
growing segments in the energy industry. We focus on pro-
viding our customers with comprehensive distributed-energy
solutions. The package includes on-site power generation,
energy-management services, heating and cooling, energy
efficiency, and the optimal integration of customers’ on-site
energy systems into the wholesale energy market. Our offer-
ings focus on distributed generation and energy efficiency.
E.ON Connecting Energies expanded its market position in 2013
by acquiring Matrix, the U.K. market leader in IT-based energy-
efficiency solutions for commercial buildings. We plan to
offer Matrix’s product portfolio to industrial and commercial
customers outside the United Kingdom as well.

Outside Europe
European countries are concentrating on the ambitious goal
of transforming their energy systems affordably, whereas
other parts of the world are experiencing strong demand
growth and therefore need to add a large amount of techno-
logically advanced generating capacity. We have decades of
experience in the energy business, giving us deep expertise,
particularly in planning, building, and operating conventional
and renewable generating facilities, as well as energy distri-
bution and sales. We intend to increasingly profit from this
expertise outside Europe as well. To do this, we are not only
developing our existing businesses in Russia and North America
but also expanding into other attractive, fast-growing regions.
Our entry into Turkey and Brazil’s energy markets puts us well
on the way toward our objective of achieving a stronger
presence outside Europe as well.

In late 2012 we reached an agreement with the Sabanci Group,
one of Turkey’s largest financial and industrial conglomerates,
to form an energy partnership for the fast-growing Turkish
market. Enerjisa, our fifty-fifty joint venture with Sabanci, gives
us an excellent platform to seize opportunities in Turkey’s
increasingly liberalized energy market. Enerjisa’s current gen-
eration portfolio consists of approximately 2.4 GW (prior
year: 1.7 GW) of installed gas, hydro, and wind capacity, with
1.8 GW of conventional and renewables capacity under con-
struction. In 2013 Enerjisa commissioned eight hydro and wind
assets with an aggregate installed capacity of approximately
745 MW. One of these is Balikesir, which at 143 MW of installed
capacity is Turkey’s largest wind farm. We and our partner
aim for Enerjisa to have about 7.5 GW of installed capacity by
2020, which would give us a 10-percent share of Turkey’s
generation market. Enerjisa also has a power distribution and
sales business, which was originally concentrated in the
region around Ankara. In 2013 it significantly expanded this
business by acquiring power distribution and sales companies
in eastern Istanbul and the region around Adana in the
government’s privatization program. Enerjisa now distributes
and sells power to more than 9 million end-customers in
Turkey, giving it a market share of more than 20 percent. The
strategic focus of Enerjisa’s downstream business is on suc-
cessfully integrating its newly acquired companies and seizing
market opportunities created by ongoing liberalization.

Since 2012 E.ON has been active in Brazil’s attractive power
market through a strategic partnership. In March 2013 E.ON
increased its investment and now holds just under 38 percent
of the jointly owned power generation company, which changed
its name to ENEVA S.A. Brazil Development Bank BNDES is
also a significant shareholder. The remaining publicly listed
shares are broadly held. Along with the increase in E.ON’s
stake and the rebranding, ENEVA was given a clear and simple
organizational setup; together, these changes create a solid
foundation for the company’s further development. Our exper-
tise in planning, building, and operating power plants will
help ENEVA manage its existing operating business and further
expand its market presence. ENEVA has roughly 2.4 GW of
generating capacity in operation; about 0.5 GW are under con-
struction and expected to be commissioned in 2014.

Our operations in North America focus on renewables,
encompassing the development, construction, and operation
of large wind and solar farms. This also includes innovative
approaches to value creation and efficient capital deployment,
such as selling a stake in a wind farm once it is operational.
We will continue to develop our current position, which con-
sists of 18 wind and solar farms in six states with more than
2.5 GW of installed capacity, in accordance with the policy and
regulatory framework.

Our strategic focus in Russia is on the successful completion
of our conventional power new-build program. We have already
commissioned four state-of-the-art gas-fired generating units
at three sites and expect to complete the construction of a
0.8 GW coal-fired unit in 2015. Our entire new-build program
offers attractive returns and is making an important contri-
bution to the modernization of power generation in Russia.
To supplement our large-scale power generation business in
Russia, in 2013 we decided to offer distributed-energy solutions
to large industrial and commercial customers. As part of this
effort, E.ON Connecting Energies agreed to a partnership with
a leading developer and operator of commercial and industrial
parks in Russia. By offering distributed-energy solutions, we
want to help customers in Russia reduce their energy costs and
help make the country’s energy supply climate-friendlier and
more reliable.

Strategy and Objectives

Investments
Although our business environment has become even more
difficult, we see clear growth opportunities in energy markets,
particularly in renewables, distributed energy, and outside
Europe. But we also need to consider that in the years ahead
E.ON will continue to face significant business challenges
resulting from policy decisions and a substantially altered
environment in European markets.

If we want to optimally seize market opportunities, we need
to find new ways to achieve growth with less capital. We need
to grow by deploying our expertise and less by deploying
ever-increasing amounts of capital. Smart business and part-
nership models play a key role in this effort.

In renewables, for example, we leverage additional value poten-
tial by bringing on board interested partners to be co-owners
of selected individual wind farms. The sale of a stake in three
wind farms in the United States to a Danish pension fund in
2012 was an important step in implementing this. The sale, at
attractive terms, of an 80-percent stake in Rødsand 2 wind
farm to Danish energy utility SEAS-NVE was another success
in this area. Transactions like these will enable us to signifi-
cantly increase our value creation by investing freed-up capital
in new and attractive projects.

We have high expectations for our planned investments for the
period 2014–2016. In times of limited capital, it is essential to
seize the most profitable opportunities in the market. We are
therefore applying even stricter investment discipline and
expect new growth projects to deliver a return significantly
above their cost of capital.

Performance
Top performance is indispensable to remain successful in
the long term, especially in an increasingly competitive and
demanding market environment. Only if E.ON can demon-
strate—based on its capabilities—superior performance will it
create added value and thus offer truly better energy to its
customers. Our aim is for all of our business areas, including
administration, to be in the top quartile of our industry. We want
to be measured by our ability to deliver top performance and
to actively and consistently embrace a performance culture.

To enhance our performance, in the summer of 2011 we
launched a Group-wide restructuring and cost-cutting program
called E.ON 2.0. Its objective is to reduce E.ON’s controllable
costs from roughly €11 billion in 2011 to €9 billion by 2015 at the
latest (adjusted for divestments, this figure is now €8.2 billion)
in order to give us greater flexibility for investments. It also
aims to simplify E.ON’s organizational setup in order to speed
up our decision-making. The third objective is to reduce unnec-
essary tasks in our administration in order to put our operating
business at the center of what we do. The operating business
itself is also being optimized. E.ON 2.0 is on schedule and
making rapid progress. It already achieved significant, lasting
cost savings through year-end 2013. We plan to make further
significant cost reductions by 2015. We are confident that these
targets will be achieved.

E.ON 2.0 addresses four key areas: changes to our organiza-
tional setup, leaner administrative functions, improvements in
procurement, and operational excellence. The specific savings
potential for each of these areas was identified in 2011. To
realize this savings potential, employee representatives and
our line organizations were consulted and individual measures
were detailed in more than 50 projects. Implementation is
on schedule, with our units having delivered about 60 percent
of these savings. All individual measures will be completely
implemented by the end of 2014 at the latest.

On the organizational side, E.ON 2.0 aims to establish a lean,
transparent organizational setup with flat hierarchies. This
has involved significantly reducing the number of legal entities
in the E.ON Group that have complex hierarchical structures.
We have already achieved important milestones, such as the
streamlining of Group Management, the reorganization of
the Germany regional unit (including the relocation of its head-
quarters to Essen), the merger of E.ON Energy Trading and
E.ON Ruhrgas to create E.ON Global Commodities, and orga-
nizational improvements in our generation business. We also

combined the Germany regional unit’s retail business and its
customer service functions to make them more efficient and
customer-centric. At Exploration & Production and Climate &
Renewables, we implemented a functionally oriented organi-
zational setup, resulting in significant efficiency gains. Further
simplifications of our organizational structure within the
E.ON Group are planned and currently being implemented.

On the operational side, E.ON 2.0 aims to make E.ON more
competitive relative to its peers in the long run. This applies
primarily to our global generation and trading operations
and our local sales and infrastructure operations. The initiatives
will also include the standardization of processes as well as
adjustments to our corporate structure that will enable us to
achieve a top-quartile position in all of our businesses.

On the administrative side, the program aims to streamline
and consolidate support functions. In the summer of 2011
we conducted benchmarking and used these benchmarks to
define targets for several corporate functions: finance, HR,
procurement, and shared services, including our Business
Service Centers (“BSCs”). We are combining certain functions
(such as legal affairs, taxes, and certain HR functions) in Cen-
ters of Competence (“CoCs”) in order to make business and
decision-making processes leaner and faster; the establishment
of the CoCs was largely completed in 2013. Another goal of
E.ON 2.0 is to combine those support functions into BSCs that
offer considerable potential for standardization and thus for
synergy effects. We transferred some accounting functions from
our operating units to BSCs in Regensburg (Germany) and
Cluj (Romania) in 2013, thereby achieving significant improve-
ments in efficiency. We plan to make further transfers by
2015. Transactional HR functions that are not part of the CoCs
were bundled at the newly created BSCs in Berlin and Cluj.

On the procurement side, the program aims to increase the
efficiency and effectiveness of E.ON’s entire procurement
organization. E.ON 2.0 helped to create Group-wide functionally
and operationally overarching procurement teams that can
systematically leverage scale and synergy effects. Achieving
procurement savings through price negotiations, specification
adjustments, and demand reduction is an important part of
our effort to meet our non-personnel cost-reduction targets.

E.ON’s senior managers and employee representatives in and
outside Germany are closely involved with E.ON 2.0 and actively
support and expedite the implementation of the changes that
are ahead. In parallel to E.ON 2.0, E.ON is developing a perfor-
mance culture that focuses on accelerating our decision-making,
implementing decisions swiftly, standardizing processes and
activities, delineating responsibilities clearly, and, more gen-
erally, focusing on what will create value for the Group and
always paying attention to our customers’ and shareholders’
opinions and expectations. At the same time we are translating
results from individual performance measures into continuous
improvement initiatives. E.ON Climate & Renewables, for
example, has transformed a pilot project designed to maximize
wind yield into a systematic process by which every wind
turbine is assessed once a year to determine how it can be
further optimized.

Finance Strategy
The central components of E.ON’s finance strategy are capital
structure management and our dividend policy. The section
of the Combined Group Management Report entitled Financial
Situation contains explanatory information about our finance
strategy.

18 Combined Group Management Report

Business performance in 2013 in line with expectations
EBITDA, underlying net income, and operating cash flow
below prior-year figures
Management to propose dividend of €0.60 per share
2014 EBITDA expected to be between €8 and €8.6 billion

Corporate Profile

Business Model

E.ON is a major investor-owned energy company. Our organi-
zational setup clearly delineates the roles and responsibilities
of all Group companies. Our operations are segmented into
global units and regional units.

E.ON SE in Düsseldorf serves as Group Management. It over-
sees and coordinates the operations of the entire Group. We see
ourselves as a global specialized provider of energy solutions.
Five global units are responsible for Generation, Renewables,
New Build & Technology, Global Commodities, and Explora-
tion & Production. Eleven regional units manage our operating
business in Europe. Russia is another unit, and we also have
operations in Brazil and Turkey. Support functions like IT, pro-
curement, and business processes are organized functionally.

Group Management
The main task of Group Management in Düsseldorf is to
lead the entire E.ON Group by overseeing and coordinating its
operating business. This includes charting E.ON’s strategic
course, defining its financial policy and initiatives, managing
business issues that transcend individual markets, managing
risk, continually optimizing E.ON’s business portfolio, and
conducting stakeholder management.

IT, procurement, insurance, consulting, and business processes
provide valuable support for our core businesses wherever
we operate around the world. These entities and/or departments
are organized by function so that we pool professional exper-
tise across our organization and leverage synergies.

Changes in Our Reporting
Effective January 1, 2013, we changed the name of our Opti-
mization & Trading segment to Global Commodities. We merged
E.ON Energy Trading and E.ON Ruhrgas, which belong to this
segment, in the first half of 2013. The new company’s name is
E.ON Global Commodities. The name change reflects our
progress in restructuring this business. The new unit will con-
tinue to focus on optimizing our global asset base. It will also
enable us to leverage important synergies, thereby contributing
to the success of the E.ON 2.0 program as well.

Renewables
Our Renewables global unit is helping to drive renewables
growth in many countries across Europe and the world. Renew-
ables are good for the environment and have great potential
as a business, which is why we are steadily increasing renew-
ables’ share of our generation portfolio and aim to play a
leading role in this growing market. We continually seek out new
solutions and technologies that will make the energy supply
more environmentally friendly. We therefore make significant
investments in wind, biomass, solar, and marine energy.

Effective January 1, 2013, we transferred some businesses that
had been part of the Germany regional unit to the Renewables
global unit or assigned them to Group Management. We
adjusted the prior-year figures accordingly.

Global Units
We manage all our operations in Europe’s converging markets
on a cross-border basis through functionally segmented enti-
ties called global units.

Four of our global units are reportable segments: Generation,
Renewables, Global Commodities, and Exploration & Produc-
tion. A fifth, New Build & Technology, is reported under Group
Management.

New Build & Technology brings together our comprehensive
project-management and engineering expertise to support
the construction of new power plants and the operation of
existing plants across E.ON. This unit also coordinates our
Group-wide research and development projects for the E.ON
Innovation Centers.

Generation
Our generation fleet is one of the biggest and most efficient
in Europe. We have asset positions in Germany, the United
Kingdom, Sweden, Italy, Spain, France, and the Benelux coun-
tries, giving us one of the broadest geographic footprints
among European power producers. We also have one of the
most balanced fuel mixes in our industry.

The Generation global unit consists of all our conventional
(fossil and nuclear) generation assets in Europe. It manages
and optimizes these assets across national boundaries.

Global Commodities
As the link between E.ON and the world’s wholesale energy
markets, our Global Commodities unit buys and sells electric-
ity, natural gas, liquefied natural gas, oil, coal, freight, and
carbon allowances. It also manages and develops assets at
several phases of the gas value chain, such as pipelines, long-
term supply contracts, and storage facilities.

Exploration & Production
Our Exploration & Production segment has good prospects
for the future. It operates in the following focus regions: the
U.K. and Norwegian North Sea and Russia.

Regional Units
Eleven regional units manage our operating business in Europe.
They are responsible for sales, regional energy networks, and
distributed generation. They are also close partners of the
global units operating in their respective region, for which they
provide a broad range of important functions, such as HR
management and accounting. In addition, they are the sole
point of contact for all stakeholders, including policymakers,
government agencies, trade associations, and the media.

We operate in the following regions: Germany, the United
Kingdom, Sweden, Italy, Spain, France, Benelux, Hungary,
Czechia, Slovakia, and Romania; until the end of June 2012 we
operated in Bulgaria.

Corporate Profile

restructuring expenditures, impairment charges, and non-
operating earnings (which include, among other items, the
marking to market of derivatives). Consequently, EBITDA is
unaffected by investment and depreciation cycles and also
provides an indication of our cash-effective earnings (see
the commentary on pages 41 and 42 of the Combined Group
Management Report and in Note 33 of the Consolidated
Financial Statements).

E.ON presents its financial condition using, among other key
figures, debt factor. A key objective of our finance strategy
is for E.ON to have an efficient capital structure. We monitor
our capital structure by means of our debt factor, which is
equal to our economic net debt divided by EBITDA (for more
information, see the section entitled Finance Strategy on
page 43). We actively manage our capital structure. If our debt
factor is significantly above our target, it would be necessary
for us to maintain strict investment discipline. We might also
take additional countermeasures.

Alongside our main financial management key figures, this
Combined Group Management Report includes other financial
and non-financial key performance indicators (“KPIs”) to
highlight aspects of our business performance and our sustain-
ability performance vis-à-vis all our stakeholders, from our
employees and customers to the countries in which we oper-
ate. Operating cash flow, return on average capital employed
(“ROACE”), and value added are examples of our other financial
KPIs. Among the KPIs of our sustainability performance are
our carbon emissions, carbon intensity, and TRIF (which mea-
sures work-related injuries and illnesses). The sections entitled
Corporate Sustainability and Employees contain explanatory
information about these KPIs. However, these KPIs are not
the focus of the ongoing management of our businesses.

In addition, we intend to selectively expand our distributed-
energy business. Created in mid-2012, the E.ON Connecting
Energies business unit focuses on providing customers with
comprehensive distributed-energy solutions. Effective the
fourth quarter of 2013, we report this unit under Other EU
Countries.

Russia is a special-focus country, where our business centers
on power generation. This business is not integrated into
the Generation global unit because of its geographic location
and because Russia’s power system is not part of Europe’s
integrated grid.

E.ON International Energy’s mission is to work with local
partners to develop renewable and conventional generating
capacity and the distribution network business in attractive,
fast-growing regions outside Europe. Effective January 1, 2013,
we report our power generation business in Russia and our
activities in other non-EU countries (these consist of our busi-
ness in Brazil and, effective the second quarter of 2013, our
business in Turkey) under Non-EU Countries.

Management System

Our corporate strategy aims to deliver sustainable growth in
shareholder value. We have put in place a Group-wide planning
and controlling system to assist us in planning and managing
E.ON as a whole and our individual businesses with an eye to
increasing their value. This system ensures that our financial
resources are allocated efficiently. We strive to enhance our
sustainability performance efficiently and effectively as well.
We have high expectations for our sustainability performance.
We embed these expectations progressively more deeply into
our organization: across all of our businesses, entities, and
processes and along the entire value chain.

Our key figures for managing our operating business and
assessing our financial situation are EBITDA, underlying net
income, cash-effective investments, and debt factor.

Our key figure for purposes of internal management control
and as an indicator of our business units’ long-term earnings
power is earnings before interest, taxes, depreciation, and
amortization (“EBITDA”), which we adjust to exclude certain
extraordinary items. These items include net book gains,

Technology and Innovation

Global trends like climate change, urbanization, and dynami-
cally changing energy markets are fundamentally transforming
the energy supply landscape. Each step of this transformation
creates new challenges but also new opportunities. For E.ON
to help the transformation succeed, we need innovative tech-
nologies and solutions. Twelve E.ON Innovation Centers (“EICs”),
which are embedded in our existing businesses and steered
by the Technology and Innovation (“T&I”) department at Group
Management, coordinate activities in their respective tech-
nology area across our entire company:
•

Retail and end-customer applications (one EIC): develop
new business models for distributed-energy supply,
energy efficiency, and mobility
Renewables generation (two EICs): increase the cost-
effectiveness of existing wind, solar, and hydro assets
and study new renewables technologies
Infrastructure and distribution (three EICs): develop
energy-storage and energy-distribution solutions for an
increasingly decentralized and volatile generation sys-
tem
Energy intelligence and energy systems (two EICs): study
potentially fundamental changes to energy systems and
the role of data in the new energy world
Conventional generation (four EICs): improve our existing
generation fleet and optimize future investments.

•

Strategic Co-Investments
Many interesting ideas in the energy business, particularly in
distributed generation, are being developed by small, highly
innovative companies. The T&I department’s collaboration
with startups and venture-capital funds gives E.ON access to
these new technologies and business models. To ratchet up
these activities and benefit directly from the value creation of
such companies, in 2012 E.ON began making strategic co-
investments in new companies that have innovative business
models or products so that they can contribute to our busi-
ness. These are not merely financial investments but rather
strategic engagements whose aim is to help us be a pacesetter

in distributed, renewable, and other transformative energy
solutions. Starting in 2013, each year we invest in several
companies (somewhere between one and nine) that fit with
our strategic ambitions.

In 2013 E.ON entered into a partnership with Opower of the
United States to study how we can use an Internet portal to
improve loyalty among our retail customers around Europe.
E.ON is also an investor in Orcan Energy GmbH, Munich, a
technology leader in the recycling of waste heat. Waste heat
from industrial and commercial processes has substantial,
largely untapped potential for enhancing the efficiency of
distributed-energy solutions. In addition, E.ON has invested
as a limited partner in The Westly Group, an American venture
capital firm that focuses on cleantech companies in areas
such as e-mobility, renewable energy, smart grids, and energy
efficiency for buildings. The Westly Group analyzes about
800 startup companies per year and helps entrepreneurs build
companies such as Tesla Motors. The partnership will give
E.ON access to a broad spectrum of cutting-edge technologies
and provide the Westly Group with key knowledge about the
European market.

Sample Projects from 2013
End-Customers
We rolled out Opower’s Customer Engagement Platform in the
United Kingdom and, as a pilot project, in Sweden in October
2013. Customers can use the online platform to compare their
power and gas consumption with that of similar customers
in their neighborhood. It also offers them individually tailored
suggestions for saving energy. The platform is the first of its
kind in the energy industry.

In recent years E.ON has launched a number of initiatives to
study virtual power plants (“VPPs”) and demand response with
the aim of being prepared for the distributed-energy world
and leveraging synergies from a cluster of distributed (and
often micro) generating units. In 2013 our projects included
Virtual Power Plant Germany. Its purpose is to establish a flex-
ible VPP platform that can be deployed in other markets and
that can be used as the basis for new products for industrial
and commercial customers.

Corporate Profile

Renewables
The Offshore Wind Accelerator is an R&D program run by the
Carbon Trust, a not-for-profit organization founded by the
U.K. government. It aims to reduce the cost of offshore wind
by 10 percent by 2015, primarily by testing new generations
of high-performance turbines.

In 2013 E.ON launched a comprehensive research program
on the production of biomass and its use in power generation.
It encompasses sustainable procurement, transport, efficient
combustion in traditional boilers, and the efficient expansion
of dedicated biomass power plants.

Advanced condition monitoring (“ACM”) is a sophisticated form
of asset monitoring. ACM is used to monitor process opera-
tions during an installation and to provide information about
a power plant’s current status. Combining process operations
and status information makes it possible to generate scenarios
that facilitate the early detection of faults or damage. We
developed ACM technology for our gas fleet and are testing
its suitability for other generation technologies since 2013,
including renewables.

Innovative tracker systems maximize the output of solar farms
by adjusting the alignment of photovoltaic panels depending
on the angle of incoming sunlight. In 2013 E.ON began testing
single-axis and dual-axis trackers. Single-axis systems are in
use at E.ON solar farms in Italy (Fiumesanto) and France (Le
Lauzet), a dual-axis system in the United States.

Energy Storage
A power-to-gas unit sited at a wind farm in Falkenhagen,
Germany, entered service in August 2013. It uses innovative
electrolysis equipment to transform about 2 MW of wind
power output into up to 360 cubic meters of hydrogen at nor-
mal pressure. The hydrogen is piped into the natural gas
pipeline system, where it can comprise up to 2 percent of the
system’s volume at a maximum positive operating pressure
of 55 bars (about 800 pounds per square inch).

In September 2013 a hybrid energy storage system became
operational on Pellworm, a small island in the North Sea. Its
main purpose is to balance the intermittent output of renew-
ables and to use more of this output locally: if surplus electricity
is generated on windy, sunny days, it is fed into large-scale
batteries and into household heating systems. Another purpose
is to help reduce the need for transporting bulk power and,
consequently, reduce the need for network expansion.

Distribution Networks
Automated transformer stations enable distribution system
operators (“DSOs”) to maintain nearly constant voltage in
a low-voltage system despite the intermittent output of solar
panels and other distributed generating units connected to
the system. They do this by altering the transmission ratio
between low- and intermediate voltage while in operation.
This makes it possible for distributed generating units to
operate closer to their peak capacity and thus to harness more
renewable energy. In 2013 we deployed this technology in
larger numbers at all our DSOs in Germany to gain more expe-
rience, to analyze its operational characteristics in greater
detail, and to identify other potential applications.

E-Mobility
Electric vehicles (“EVs”) have a shorter range than vehicles
with an internal combustion engine. This makes some people
reluctant to embrace this new technology, which they see as
confined to in-city driving. To remedy this, a German-govern-
ment initiative to showcase e-mobility is placing a strong focus
on technology that will enable EVs to travel longer distances.

A joint project of E.ON, Siemens, and BMW involves installing
eight direct-current fast-charge stations at intervals of about
90 kilometers along the A9 freeway which connects Munich,
Nuremberg, and Leipzig. This will make more than 450 kilo-
meters of one of Germany’s most-traveled motorways viable
for EVs. The A9 fast-charge infrastructure uses a combined
charging system developed jointly by charging station manu-
facturers and the automobile industry. It features a uniform

connector according to a single European-wide standard. An
operation center monitors and controls the charging infra-
structure, which was tested first with BMW i3s and was opened
to the public in the beginning of January 2014.

Smart Homes
We partnered with the Milton Keynes Council, the National
Energy Foundation, and a number of U.K. universities to install
smart-home technology in 75 homes in Milton Keynes, located
about 70 kilometers northwest of London. The project yielded
a wealth of quantitative data as well as homeowners’ feed-
back, which will be collated and analyzed. We will use the
resulting insights to design future field tests and commercial
trials, all of which will comply fully with new data-protection
requirements.

Emission Reduction
Coal-fired power stations are responsible for a large share
of man-made atmospheric pollutants, including nitrous oxide
(NOX) and sulfur oxide (SOX). One of our research projects
focuses on reducing mercury emissions, others on improving
scrubbers. EU law requires that coal-fired power stations
dramatically reduce their mercury emissions by 2016. As part
of our compliance effort, we developed a new mercury-sepa-
ration process at one of our power stations and will deploy it
at others in the future.

Technology and Innovation, Software

€ in millions

R&D

Technology

Intangible R&D assets

Software

Other

Demonstration projects
University support

Total

University Support
Our T&I activities include partnering with universities and
research institutes to conduct research projects in a variety
of areas. Our flagship partnership is with the E.ON Energy
Research Center at RWTH Aachen University in Germany.

E.ON continues to have a significant partnership with Chalm-
ers University in Goteborg, Sweden. It focuses on three areas:
nuclear power, energy-systems analysis, and renewables.

Facts about T&I, Including Research and Develop-
ment (“R&D”)
In 2013 we maintained our T&I activities at a relatively high
level, despite our difficult business environment. Our R&D
expenditures on technology totaled about €86 million in 2013
(prior year: €94 million). Intangible R&D assets relating to
software development totaled €11 million (€35 million). About
300 employees were directly involved in R&D projects at E.ON
in 2013. In addition to our investments to optimize and refine
technologies, we also actively promote basic research. In
2013 we provided €4 million of support to fund and sponsor
energy research at universities and institutes (€8 million).
Our total T&I expenditures (which include support for univer-
sity research, technology R&D, demonstration projects, and
software development) amounted to €130 million (€161 million).

Technology
and Innovation

Software

Total

2013

2012

2013

2012

2013

2012

862

–

29
4

119

942

–

24
8

126

–

–
–

–

–
–

862

942

29
4

130

24
8

161

1Prior-year figures have been adjusted to reflect project updates.
2R&D expenses pursuant to IAS 38 (2013: €42 million; prior year: €56 million; see Notes 14 to the Consolidated Financial Statements) plus other projects that are part of our
R&D effort.

Business Report

Macroeconomic and Industry Environment

Macroeconomic Environment
The global economy continued to recover in 2013. It recorded
moderate growth, albeit in atmosphere of substantial uncer-
tainty and without any real momentum. According to figures
from the OECD, global trade grew in real terms by 3 percent
year on year. This is roughly the same rate of growth as in 2012,
and both figures are below the long-term average growth
rate—4.9 percent—for the period 2001–2010. The OECD attributes
the global economy’s persistent sluggishness in part to con-
tinued uncertainty.

The U.S. economy’s recovery slowed considerably, with growth
in all types of demand declining year on year.

According to the OECD, the euro zone seems to have emerged
from the recession: its gross domestic product (“GDP”)
declined only slightly. GDP in most of the large countries of
Northern Europe expanded slightly. But this was not enough
to offset economic contraction in Southern Europe, although
the OECD noted that the rate of contraction slowed. Fiscal
policy (which, unlike in previous years, was not particularly
draconian), a slight export surplus, and monetary policy all had
a stabilizing effect on demand in the euro zone.

Although Germany’s economy, driven by domestic demand
and particularly by private consumption, achieved only very
modest growth, it was the cornerstone of the economic
recovery in the euro zone.

The United Kingdom’s GDP, which also benefited from an
increase in private consumption, grew at a fairly robust rate.

Sweden lost considerable economic momentum in 2013 owing
to a decline in investments and exports.

The economic picture in the Eastern European EU member
states varied. Some, like Poland and Hungary, recorded GDP
growth; others, like the Czech Republic, remained in recession.

Driven by investment activity, Brazil’s GDP grew at a healthy
rate, whereas Russia’s growth rate slowed further. Turkey’s
robust GDP growth was driven by strong domestic demand
for both consumer and investment goods.

2013 GDP Growth in Real Terms

Annual change in percent

Germany

France

0.5

0.2

Italy

-1.9

Spain

-1.3

Euro zone

-0.4

Sweden

United
Kingdom

OECD

USA

Brazil

Russian
Federation

Turkey

0.7

1.4

1.2

1.7

2.5

1.5

3.6

-3.0

-2.0

-1.0

1.0

2.0

3.0

4.0

Source: OECD, 2013.

Energy Policy and Regulatory Environment
International
The 19th United Nations climate change conference took place
in Warsaw, Poland, from November 11 to 23, 2013. As antici-
pated, it did not achieve a breakthrough toward a new interna-
tional climate treaty. It made no progress on the two key
issues: reducing greenhouse gas (“GHG”) emissions and appor-
tioning the reduction effort to individual countries or groups
of countries. The hopes are now for progress during the meet-
ings that will proceed the next climate change conference,
which will take place at the end of 2014. During the Warsaw
conference the International Energy Agency published its
World Energy Outlook 2013, which reports that global energy
consumption continues to rise unabated.

Brazil
Brazil introduced a number of new regulations for its power
market in 2013. Their main purposes are to make the power
supply more reliable and to keep prices as stable as possible.
The new regulations include changes in concession rights
and in the method for calculating spot power prices. Brazil
will continue to use the tender process for new generating
capacity. The main focus of Brazil’s energy policy continues to
be on achieving a reasonable balance between price stability
and an attractive investment environment for new generating
capacity in order to ensure a high degree of reliability in the
country’s power supply.

Europe
Europe’s energy-policy debate was dominated by the start of
discussions on EU climate targets for 2013 and, in particular,
on the role to be played by the EU Emissions Trading Scheme
(“ETS”). Discussions about the ETS centered on temporarily
reducing the number of carbon allowances in circulation; at
year-end 2013 an agreement was reached on a temporary
reduction. In response to developments on global energy mar-
kets, issues like the competitiveness of Europe’s manufacturing
industry and the investment strength of its energy industry
also gained in prominence. Toward the end of the year, discus-
sion also focused on the internal market for energy and an
EU state aid regime to promote investments in the energy
industry in anticipation of decisions or legislative proposals
from the European Commission.

A number of power and gas framework directives and network
codes were developed with the aim of completing the internal
energy market by 2014.

The discussions about revising the Market in Financial Instru-
ments Directive (“MiFID”) and the Market in Financial Instru-
ments Reform (“MiFIR”) will continue in 2014. The revisions
revolve around the question of whether energy trading com-
panies of a certain size should have to fulfill regulatory require-
ments similar to those of financial institutions. The European
Market Infrastructure Regulation (“EMIR”), which took effect
in 2012, regulates derivatives trading. Effective February 12,
2014, EMIR imposes substantial reporting obligations and
requires all derivative transactions above a certain threshold
to be backed by financial guarantees.

Central Eastern Europe
With the economic situation remaining difficult, there was
further political and regulatory intervention in energy markets
in several countries in 2013. Types of intervention included
price moratoriums, deviations from roadmaps for market lib-
eralization, legislatively mandated reductions in end-customer
tariffs, and reductions in support schemes for renewables.

France
France’s capacity market is taking more precise shape. Start-
ing in 2016/2017, utilities will be required to ensure that they
have sufficient capacity certificates to meet their peakload
obligations. As part of this process, all power plants in France
will be certified by their network operator and all will partici-
pate in the capacity market, which will be technology-neutral.
Existing and new capacity will receive the same compensa-
tion, which will be set by a market-based mechanism, not by
regulated tariffs. Consumers with flexible load can also par-
ticipate in the capacity market, which gives it a demand-side
component.

Germany
The energy-policy debate in Germany in 2013 focused primarily
on the implementation of the energy strategy known as the
Energiewende: the transformation of the country’s energy sys-
tem. Key topics of discussion included renewables subsidies,
renewables’ ability to assume market and system responsibil-
ity, possible solutions for stabilizing the reliability of the
power supply, particularly with regard to conventional gener-
ating capacity. The government aims to enhance supply secu-
rity through more regulatory intervention: over the medium
term, it intends to design capacity-market mechanisms that
will create sufficient incentives to keep existing generating
capacity in the market and to build new capacity.

Italy
As in France and the United Kingdom, it is becoming more
apparent how the capacity market in Italy will work. The
capacity mechanism will apply to existing and new generating
capacity. The first auction was postponed until early 2014, with
the first payments to be made in 2017.

Business Report

Netherlands
A draft energy agreement establishes long-term targets and
market conditions for the Netherlands. Among the targets is
that renewables are to supply 14 percent of the country’s
energy by 2020 and between 80 and 95 percent by 2050. The
coal tax is to be rescinded in 2016. In return, three coal-fired
power stations will be shut down in 2017.

Russia
Russia made adjustments to the rules for calculating payments
for older generating capacity for 2014. The planned increase
in gas tariffs was suspended for 2014 in order to limit inflation
and stimulate the economy. The price stop puts downward
pressure on earnings in the power market, since power prices
are closely linked to gas prices.

Spain
In the summer of 2013 Spain unveiled draft legislation to
close the so-called tariff deficit. The idea is to pay back the
accumulated losses in the country’s power industry through
a combination of higher network charges and contributions
from energy utilities. At the end of 2013 a law was passed to
limit, starting in 2014, the size of a potential tariff deficit.

Sweden
Sweden and other member states must transpose the EU
water framework directive into national law by 2015, which
could limit the output of Sweden’s hydroelectric stations.

Turkey
In 2013 Turkey continued liberalizing its energy market. It com-
pleted the privatization of the last of its 21 power distributors
and power retailers. The generation market continues to be
privatized.

Turkey’s new energy market law took effect in March 2013.
Among other provisions, it lays the legal foundation for the
creation of an energy exchange, based on free-market princi-
ples, for trading electricity products. EPIAŞ, the newly created
exchange, will replace and integrate PMUM, Turkey’s previous
energy marketplace. The purpose of EPIAŞ is to help Turkey
expand its role as an energy hub between the EU and energy-
rich countries of the Middle East and the Caspian Sea region.

United Kingdom
The U.K. government is currently reforming the country’s
wholesale power market with the aim of improving the
investment climate for low-carbon technologies and ensuring
supply security. The introduction of feed-in tariffs is intended
to provide greater certainty of revenues for new nuclear capac-
ity, new renewables capacity, and carbon capture and storage
(“CCS”). The introduction of a capacity market is intended to
ensure supply security by promoting investment in flexible
generating capacity that has short ramp-up and ramp-down
times. An emission performance standard is designed to
prevent the construction of new coal-fired capacity that lacks
CCS. It is anticipated that legislation to implement these
reforms will be drafted in 2014.

USA
In the second year of the Obama administration’s second term
of office, it remains unclear whether the United States will
enact legislation that takes a long-term approach to climate
protection. On the other hand, federal policies to support
renewables have made the United States a global leader in
wind power. These policies include production tax credits,
which were extended for another year to support wind farms
whose construction began in 2013. Investment tax credits
for solar energy are in place through 2016. In addition, many
states have established programs that set mandatory targets
for renewables in their power markets, which has resulted in
trading in green-power certificates at a regional level.

Energy Industry
According to preliminary figures from AGEB, an energy-industry
working group, Germany consumed 477.7 million metric tons
of coal equivalent (“MTCE”) in 2013, 2.6 percent more than in
2012. Cool weather in the first half of the year was the most
important factor. Economic growth was weak and therefore
had little impact on the increase in energy consumption.

Cool weather—and the resulting increase in the use of natural
gas for space heating—caused gas consumption to rise sig-
nificantly in the first half of the year. This trend was dampened
in the second half of the year by warm weather and a decline
in the use of natural gas for power generation. For the year
as a whole, Germany’s gas consumption rose by 6.7 percent
to 107.5 MTCE. Its consumption of hard coal rose by 4.1 percent
to 60.7 MTCE, primarily because of a nearly 7-percent increase
in the use of hard coal to generate power and heat. Germany
consumed 55.4 MTCE of lignite, 1.2 percent less than in 2012.
The commissioning of new power plants in the prior year and
the closure of old plants led to a rise in the average thermal
efficiency of lignite generation. As a result, lignite generation

rose by 1 percent in 2013, even though less fuel was used than
in 2012. Nuclear’s share of Germany’s energy mix declined
by 2.5 percent owing to lower availability. Renewables’ share
rose by 5.8 percent. Wind and hydro (excluding pumped
storage) declined by 2 percent and 2.5 percent, respectively.
Solar generation increased by 7 percent and biomass genera-
tion by 11 percent. Preliminary figures indicate that Germany
exported significantly more power than in the prior year.

The weather-driven rise in the consumption of energy for space
heating and the increase in the consumption of hard coal
for power generation probably led to higher carbon emissions
in Germany. Adjusted for temperature effects, however, the
increase was likely only slight.

Primary Energy Consumption in
Germany by Energy Source

Percentages

Petroleum

Natural gas

Hard coal

Lignite

Nuclear

Renewables

Other (including net power imports/exports)

Total

Source: AGEB.

2013

33.0

22.5

12.7

11.6

7.6

11.8

0.8

2012

33.2

21.6

12.5

12.1

8.0

11.5

1.1

100.0

Hungary’s electricity consumption of 34 billion kWh was at
the prior-year level. Driven by higher average temperatures,
a reduction in gas-fired generation, and energy-saving mea-
sures, Hungary’s gas consumption declined by 10 percent to
9,808 million cubic meters.

Italy consumed 277 billion kWh of electricity, about 4 percent
less than the prior-year figure of 288 billion kWh. Gas con-
sumption declined by 7 percent, from 787 billion kWh to 735 bil-
lion kWh, owing to a reduction in deliveries to gas-fired power
stations due to unfavorable market conditions.

Electricity consumption on the Spanish peninsula was
246 billion kWh, 2 percent below the prior-year figure. Retail
gas consumption of 276 billion kWh was at the prior-year
level, whereas gas deliveries to power stations declined by
33 percent.

France’s electricity consumption rose by 1 percent to 495 bil-
lion kWh because of weather factors. Total generation increased
by 2 percent to 551 billion kWh.

The Russian Federation generated 1,044.9 billion kWh of elec-
tricity, about 1 percent less than in the prior year. Generation
in Russia’s integrated power system (which does not include
isolated systems) declined by 1 percent to 1,023.5 billion kWh.
Power consumption in the Russian Federation declined by
about 1 percent as well, to 1,009.8 billion kWh.

Electricity consumption in England, Scotland, and Wales
declined by 1 percent year on year, from 309 billion kWh to
305 billion kWh owing to increasing energy-efficiency mea-
sures. Gas consumption (excluding power stations) rose by
1 percent, from 582 billion kWh to 588 billion kWh. Increased
gas consumption due to low temperatures that continued into
March 2013 (compared with a mild March in 2012) more than
offset declines due to ongoing energy-efficiency measures and
customers’ response to economic developments.

Energy Prices
Five main factors drove Europe’s electricity and natural gas
markets and Russia’s electricity market in 2013:
•

international commodity prices (especially oil, gas, coal,
and carbon-allowance prices)

• macroeconomic and political developments
• weather
•
•

the availability of hydroelectricity in Scandinavia
the expansion of renewables capacity.

Northern Europe’s electricity consumption declined by 3 bil-
lion kWh to 382 billion kWh owing to slightly higher average
temperatures. Net electricity imports from surrounding coun-
tries totaled about 2 billion kWh compared with net exports
of about 14 billion kWh in the prior year, reflecting the decline
in hydro output in 2013.

Commodity markets were initially driven mainly by Europe’s
late-winter cold snap in March and subsequently by the drop
in coal and carbon prices. The weak global economy and, in
particular, the ongoing debt crisis in the European Union con-
tinued to be additional factors. On the geopolitical side, con-
tinued tension in the Middle East had a significant impact on
global commodity prices.

Business Report

Wholesale Electricity Price Movements
in E.ON’s Core Markets

U.K. baseload1
Spain1
Russia (Europe)2
Italy baseload2

Nord Pool baseload1
EEX baseload1
Russia (Siberia)2

€/MWh

1/1/12 4/1/12 7/1/12 10/1/12 1/1/13 4/1/13 7/1/13 10/1/13

1For next-year delivery.
2Spot delivery (30-day average).

The price of Brent crude oil for next-month delivery was under
significant downward pressure in the first half of the year. But
in the third quarter it rose from a relatively low level, rapidly
reaching a six-month high. It took indications of a de-escalation
of the conflict in Syria and of a possible rapprochement
between the United States and Iran for prices to move lower
again. Prices came under further downward pressure in the
fourth quarter owing to the anticipated increase in oil produc-
tion in non-OPEC countries, particularly unconventional
petroleum production (tight oil and oil sands) in North America.
However, a spate of production outages in Libya, Nigeria, Iraq,
and Iran prevented a significant drop in oil prices.

European coal prices (API#2 index) for next-year delivery con-
tinued their downward slide that began in 2012, falling by
about 20 percent from the level at the start of the year. Despite
a roughly 8-percent decline in Columbia’s coal exports due
to labor disputes, production in the Atlantic market continued
to surpass demand by a wide margin. In addition, China’s
demand for imported coal grew at a much slower rate than in
the prior year. It took a significant rise in freight prices in the
fourth quarter to stabilize coal prices.

2013. The only exception was during March and April, when
persistently cold weather in Europe along with almost empty
gas storage facilities led to a temporary price spike.

Prices for EU carbon allowances (“EUAs”) under the European
Emissions Trading Scheme languished at record lows through-
out 2013 owing to the continued supply glut. As a result, prices
were driven primarily by announcements and votes regard-
ing the implementation of back-loading, a measure designed
to reduce the number of EUAs in circulation. The decision to
implement back-loading finally came in December but had little
effect on prices.

Carbon Allowance Price Movements
in Europe

€/metric ton

Phase-two allowances

1/1/12 4/1/12 7/1/12 10/1/12 1/1/13 4/1/13 7/1/13 10/1/13

The decline in coal and carbon prices put significant down-
ward pressure on the price of baseload power for next-year
delivery in Germany. This pressure was exacerbated by below-
average demand growth and by an abundant supply situation
resulting from the ongoing addition of new solar and wind
capacity. The divergence between the cost of coal generation
and gas generation widened further going forward. The clean
spark spread (the difference between the price at which nat-
ural gas and carbon allowances are procured and the price
at which power is sold) remained negative throughout the year
in the face of increased renewables feed-in and gas’s cost
disadvantage relative to coal.

Clean Dark and Spark Spreads in
Germany

€/MWh

Clean spark spread (front year)
Clean dark spread (front year)

European gas prices for next-year delivery did not track move-
ments in oil and coal prices. Instead, generally soft demand
(forecasts for weak demand from industry and the power
sector, a weather-driven decline in demand during the summer,
and a very mild December) offset by continued tightness in
LNG supplies resulted in nearly constant prices throughout

-5

1/1/12 4/1/12 7/1/12 10/1/12 1/1/13 4/1/13 7/1/13 10/1/13

U.K. power prices, which historically have a greater tendency
to track gas prices, showed a much different picture. With
gas prices quite stable in 2013, U.K. power prices for next-year
delivery moved only slightly lower, mainly in response to
lower-than-average demand growth and the addition of new
renewables capacity.

Spot prices on the Nordic power market were significantly
higher in 2013 than in 2012 because of a decline in hydro out-
put resulting from generally sparse precipitation. Reservoir
levels in Norway and Sweden were below average much of
the year and did not return to normal until the fourth quarter.
As a result, the region became a net importer of power in
2013. By contrast, prices for next-year delivery trended slightly
lower during the year in response to carbon and coal price
movements, power prices in Germany, and the improved hydro-
logical situation in the fourth quarter.

Italy’s power prices for next-year delivery were weak in the
first half of the year but recovered in the second half. Stable
prices at Italy’s gas-trading hub and only modest fluctuations
in oil prices resulted in stable production costs at gas-fired
power stations and thus in stable margins. Because prices for
imported coal continued to move lower, the clean dark spread

(the difference between the price at which coal and carbon
allowances are procured and the price at which power is
sold) rose significantly going forward and finished the year
at quite a high level.

In the third quarter Spain’s prices for next-year delivery ended
the downward trend that began early in the year. In the fourth
quarter the general price trend in other European countries
and positive movements in spot prices enabled Spain’s power
prices to regain most of the ground lost earlier in the year.

During the first half of the year prices in the European zone
of Russia’s power market remained at quite a low level despite
comparatively cold weather. As anticipated, prices rose sig-
nificantly in the third quarter in response to the government’s
plan to increase regulated gas prices by 15 percent. Another
factor was that hydro output was markedly lower. An increase
in the availability of nuclear capacity following the completion
of maintenance work sent prices considerably lower in the
fourth quarter. Prices in the Siberian zone moved in the oppo-
site direction. After rising significantly in the first half, prices
fell dramatically in the third quarter owing to the seasonal
decline in demand and high hydro output. Prices recovered in
the fourth quarter in response to higher demand.

Crude Oil, Coal, and Natural Gas Price Movements in E.ON‘s Core Markets

Brent crude oil front month ($/bbl)
NBP gas front month (€/MWh)

API#2 coal index front month ($/metric ton)
TTF gas front month (€/MWh)

Monthly German gas import prices (€/MWh)
NCG gas front month (EEX) (€/MWh)

€/
MWh

$/bbl
$/t

130

120

110

100

1/1/12

4/1/12

7/1/12

10/1/12

1/1/13

4/1/13

7/1/13

10/1/13

Business Report

Business Performance

Generating Capacity
The E.ON Group’s attributable generating capacity (that is,
the capacity that reflects the percentage of E.ON’s ownership
stake in an asset) declined by 10 percent, from 67,622 MW at
year-end 2012 to 61,090 MW at year-end 2013. The E.ON Group’s
fully consolidated generating capacity also declined by 11 per-
cent, from 70,209 to 62,809 MW.

Attributable Generating Capacity
(Ownership Perspective)

Germany 2013
Germany 2012

Outside Germany 2013
Outside Germany 2012

12,272

16,310

25,114

26,147

8,202
8,185

1,792
2,207

Nuclear

Lignite

Hard coal

Natural gas

Oil

Hydro

Wind

Other

2,831

4,253

4,970
5,097

4,727
4,627

1,182
796

5,000

10,000 15,000 20,000 25,000

Additional information in Tables and Explanations on page 212 et seq.

The Generation global unit’s attributable generating capacity
declined by 14 percent, from 46,388 to 39,931 MW. Its fully
consolidated generating capacity declined by 14 percent, from
47,715 to 40,943 MW. The main reasons were the closure of
Kingsnorth hard-coal-fired power station and Grain oil-fired
power station and the conversion of Ironbridge power station
from coal to biomass, all of which are located in the United
Kingdom. In addition, certain power plants were decommis-
sioned in Germany, Italy, France, and Spain.

Renewables’ attributable generating capacity rose by 8 percent,
from 9,819 to 10,574 MW. Its fully consolidated generating
capacity rose by 5 percent, from 9,671 to 10,107 MW. The main
factor was the inclusion in 2013 of Ironbridge power station,

which was converted to biomass. Renewables’ attributable
generating capacity declined in Germany owing to the sale
of hydroelectric stations in Bavaria to Austria’s Verbund AG in
conjunction with our entry into Turkey’s energy market.

The Germany regional unit’s attributable generating capacity
declined from 1,212 to 624 MW owing to the sale of E.ON
Thüringer Energie, E.ON Westfalen Weser, and a majority stake
in E.ON Energy from Waste. Its fully consolidated generating
capacity declined for the same reason, from 1,015 to 224 MW.

Other EU Countries’ attributable generating capacity declined
from 1,886 to 1,648 MW because of the sale of a CHP unit in the
United Kingdom, operations in Finland, and a heating plant
in Czechia. Other EU Countries’ fully consolidated generating
capacity declined for the same reason, from 1,876 to 1,607 MW.

The Russia unit’s attributable generation capacity of 8,313 MW
was at the prior-year level of 8,317 MW. The same was true of
its fully consolidated generating capacity of 9,928 MW (prior
year: 9,932 MW).

Fully Consolidated Generating Capacity

Germany 2013
Germany 2012

Outside Germany 2013
Outside Germany 2012

12,212

16,249

26,366

27,909

8,257
8,257

2,428
2,845

Nuclear

Lignite

Hard coal

Natural gas

Oil

Hydro

Wind

Other

3,132

4,562

4,921
5,144

4,382
4,495

1,111
748

5,000

10,000 15,000 20,000 25,000

Additional information in Tables and Explanations on page 212 et seq.

Power Procurement
The E.ON Group’s owned generation declined by 17.9 billion kWh,
or 7 percent, year on year. Power procured declined by
20.5 billion kWh.

Power Procurement

Billion kWh

Total

722.6

761.0

Owned generation

245.2

Jointly owned
power plants

14.0

Global Commodities/
outside sources

463.4

263.1

14.3

483.6

Additional information in Tables and Explanations on page 212 et seq.

2013

2012

Generation’s owned generation decreased by 14 billion kWh,
from 160.7 to 146.7 billion kWh. The decline resulted in particular
from lower output from coal-fired assets in the United King-
dom owing to the closure of Kingsnorth power station and
the conversion of Ironbridge power station to biomass at the
end of 2012. Owned generation was also lower in Spain, Ger-
many, and the Netherlands due to the reduced dispatch of gas-
fired assets because of the market situation. Overhaul work
to increase the operating life of unit 2 at Oskarshamn nuclear
power station in Sweden was another negative factor. Owned
generation rose in Italy owing to improved utilization of Tavaz-
zano power station and in France owing to the increased dis-
patch of coal-fired assets and shorter-than-planned downtimes.

Renewables’ owned generation of 29.2 billion kWh was
0.6 billion kWh above the prior-year figure. Owned generation
at the Hydro reporting unit declined by 1.2 billion kWh. The
main factors were a reduction in output in Sweden resulting
from lower reservoir inflow relative to the prior year and a
reduction in installed capacity in Germany due to the disposal
of certain hydroelectric capacity to Austria’s Verbund AG in
conjunction with our market entry in Turkey. Owned generation
was higher in Italy and Spain thanks to a good water supply.
Owned generation at the Wind/Solar/Other reporting unit rose
by 1.8 billion kWh. Wind farms accounted for 92 percent of
its owned generation, with biomass, solar, and micro-hydro
facilities accounting for the rest.

The Germany regional unit’s owned generation declined by
2.1 billion kWh, from 3.4 to 1.3 billion kWh, owing to the above-
mentioned disposals. The decrease in power purchases from
180.5 to 163.6 billion kWh resulted primarily from a competition-
driven reduction in sales volume. Effective January 1, 2013,
this unit’s hydroelectric generating units are reported at our
Renewables segment. We adjusted the prior-year figures
accordingly.

Other EU Countries’ owned generation in the United Kingdom,
Sweden, the Netherlands, Hungary, and Czechia declined by
1.2 billion kWh to 5 billion kWh.

Our Russia business accounted for all of the power procure-
ment at Non-EU Countries. Its owned generation declined
by 2 percent year on year, from 64.2 to 63 billion kWh, because
of repairs at Surgutskaya 2 GRES (a transliterated Russian
acronym that stands for ‘state district power station’), lower
capacity utilization of generating units at Yaivinskaya GRES,
and maintenance work on two generating units at Berezovskya
GRES that were subsequently placed in cold reserve owing to
the good availability of hydropower in Siberia.

Owned Generation by Energy Source

Billion kWh

Germany 2013
Germany 2012

Outside Germany 2013
Outside Germany 2012

Nuclear

Lignite

Hard coal

Natural gas,
oil

56.1
57.4

14.5
16.2

62.7

68.3

81.1

89.5

Hydro

Wind

Other

15.9
17.1

12.4
11.2

2.5
3.4

Additional information in Tables and Explanations on page 212 et seq.

Business Report

Power Sales
The E.ON Group’s consolidated power sales were 36.5 billion kWh
below the prior-year level.

Global Commodities’ power sales declined to 540.3 billion kWh
(prior year: 565.2 billion kWh) owing to a reduction in trading
activities to optimize the value of E.ON’s generation portfolio.

Power Sales

Billion kWh

Total

704.4

740.9

Residential and SME

74.9

I&C

Sales partners

Wholesale market/
Global Commodities

101.1

102.8

425.6

80.0

109.4

117.1

434.4

Additional information in Tables and Explanations on page 212 et seq.

2013

2012

Generation’s power sales declined by 13.4 billion kWh to
173.2 billion kWh, mainly because of the closure of Kingsnorth
power station and the conversion of Ironbridge power sta-
tion from coal to biomass in the United Kingdom. The reduced
dispatch of gas-fired assets due to the market situation in
Germany, Spain, and the Netherlands was another negative
factor. Higher power sales were recorded in particular in Italy,
where market conditions improved.

Renewables’ power sales of €34.5 billion kWh were 1.1 bil-
lion kWh lower than in the prior year. Hydro’s power sales
declined by 3.3 billion kWh. In Sweden the decline resulted
from comparatively low reservoir inflow, in Germany from
a reduction in installed capacity due to the disposal of hydro-
electric capacity to Austria’s Verbund AG in conjunction with
our market entry in Turkey. Owned generation was higher in
Italy and Spain thanks to an increase in owned generation
and in sales to Global Commodities and/or the wholesale mar-
ket. Wind/Solar/Other, which sells its output exclusively in
markets with renewables incentive mechanisms, grew its power
sales by 2.2 billion kWh, or 17 percent, chiefly because of an
increase in owned generation.

Power sales at the Germany regional unit declined from 178.5
to 160.4 billion kWh owing to the above-mentioned disposals
(which accounted for roughly 8 billion kWh) and to competi-
tion-driven customer losses. This unit successfully implemented
customer-loyalty measures aimed at residential and SME
customers, resulting in greater customer satisfaction and a net
increase in customer numbers in the second half of 2013.

At 139 billion kWh, Other EU Countries sold 6.9 billion kWh
less power. An aggregate decline of 6.3 billion kWh in France,
Romania, Sweden, Hungary, Italy, the United Kingdom, and
the Netherlands more than offset an aggregate gain of 1.1 bil-
lion kWh in Spain and Czechia. The disposal of the Bulgaria
regional unit in late June 2012 was responsible for 1.7 billion kWh
of the decline in sales volume.

Our Russia business accounted for all of the power sales at
Non-EU Countries. Owing to a decline in owned generation,
Russia’s sales of 65.3 billion kWh were 1.2 billion kWh, or 2 per-
cent, lower than in the prior year.

Gas Procurement, Wholesale Sales, and Production
The Global Commodities unit procured about 1,200 billion kWh
of natural gas from producers in and outside Germany in
2013. About half of this amount was procured under long-term
contracts, the remainder at trading hubs. The biggest suppliers
were Russia, Germany, the Netherlands, and Norway.

To execute its procurement and sales mission for the E.ON
Group, Global Commodities traded the following financial and
physical quantities with non-Group entities:

Trading Volume

Power (billion kWh)

Gas (billion kWh)

Carbon allowances (million metric tons)

Oil (million metric tons)

Coal (million metric tons)

2013

1,286

1,961

469

211

2012

1,402

2,456

721

225

The table above shows our entire trading volume from 2013,
including volume for delivery in future periods.

Exploration & Production’s gas production in the North Sea rose
to 1,465 million cubic meters. Oil and condensates production
of 7.5 million barrels was higher as well. The main factor was
the start of production at Skarv, Hyme, and Huntington fields,
which more than offset natural production declines at older
fields and lower production due to technical issues at Njord
field. Total upstream production of gas, liquids, and condensates
rose to 16.5 million barrels of oil equivalent. In addition to its
North Sea production, Exploration & Production had 6,262 mil-
lion cubic meters of output from Siberia’s Yuzhno Russkoye
gas field, which is accounted for using the equity method. This
figure was somewhat lower than the prior-year figure.

Upstream Production

Oil/condensates (million barrels)

Gas (million standard cubic meters)

Total (million barrels of oil equivalent)

2013

2012

+/- %

7.5

1,465

16.5

1.5

615

5.3

+400

+138

+211

Gas Sales
The E.ON Group’s consolidated gas sales declined by 70.4 bil-
lion kWh, or 6 percent.

Global Commodities’ gas sales declined by 4 percent, from
1,299.5 to 1,252.8 billion kWh. Gas sales to I&C customers
declined primarily because of a reduction in deliveries of con-
trol energy. However, this was more than offset by a weather-
driven increase in sales volume to sales partners. Gas sales
to the Germany regional unit were slightly below the prior-year
level. Gas sales outside Germany declined by about 31 bil-
lion kWh, primarily owing to a reduction in deliveries to Hungary
and Spain.

The Germany regional unit’s gas sales volume declined from
506.9 to 474.1 billion kWh owing to the loss of some I&C cus-
tomers and the sale of E.ON Thüringer Energie. This unit
achieved a net increase in its residential and SME customer
base in 2013.

At 163.9 billion kWh, Other EU Countries sold 5.9 billion kWh
less gas than in the prior year. Gas sales increased by a total
of 3.6 billion kWh (primarily in Spain, Sweden, Czechia, and
the Netherlands) and declined by a total of 9.5 billion kWh
(in particular in Romania, France, and the United Kingdom).

Gas Sales

Billion kWh

Total

1,091.7

1,162.1

Residential and SME

126.6

I&C

163.6

Sales partners

298.6

Global Commodities
Outside Germany

49.1

Wholesale market/
Global Commodities

453.8

126.0

184.5

303.4

59.4

488.8

Additional information in Tables and Explanations on page 212 et seq.

2013

2012

Business Report

Business Performance in 2013
Our business performance in 2013 was in line with our expec-
tations. Because our business and regulatory environment
remained difficult, at the time we released our first-half num-
bers we assumed that in the rest of the financial year risks
would predominate in the current market situation. The rami-
fications of the transformation of Germany’s energy system
and the related insufficient market prices for conventional
energy had a tangible adverse impact on our business. This
assessment proved to be true in the fourth quarter as well and
is reflected in our year-end numbers.

Our sales of €122.5 billion were 7 percent below the prior-year
figure of €132.1 billion. Our EBITDA declined by 14 percent year
on year to €9.3 billion, underlying net income by 46 percent
to €2.2 billion. Both results are in line with our expectations.

Consequently, our 2013 EBITDA was at the high end of the
forecast range we narrowed to €9.2 to €9.3 billion at the time
we released our third-quarter results. At that time we nar-
rowed the forecast range for underlying net income as well,
to €2.2 to €2.4 billion. Our 2013 underlying net income of €2.2
billion was at the low end of this range.

Our investments of roughly €8.1 billion were, owing to invest-
ments in our new markets outside Europe, above the figure
of €6.1 billion foreseen for 2013 in our medium-term plan. This
resulted mainly from investments in conjunction with our
market entry in Turkey. These investments were largely covered
by the proceeds from the disposal of certain hydroelectric
assets in Bavaria to Austria’s Verbund AG. Adjusted for this
transaction, our investments amounted to €6.6 billion.

Acquisitions, Disposals, and Discontinued Opera-
tions in 2013
We executed the following significant transactions in 2013.
Note 4 to the Consolidated Financial Statements contains
detailed information about them.

Disposal Groups and Assets Held for Sale
To implement our divestment strategy, in 2013 we classified
as disposal groups, classified as assets held for sale, or sold:
•
•
•
•
•

a stake in Rødsand 2 wind farm in Denmark
a stake in Prague municipal utility
our stake in E.ON Mitte AG
our stake in Ferngas Nordbayern
our stakes in E.ON Kainuu Oy and Karhu Voima Oy, power
companies in Finland
our stake in E.ON Westfalen Weser AG
E.ON Földgáz Trade and E.ON Földgáz Storage in Hungary
our stake in E.ON Thüringer Energie
our stake in Slovenský Plynárenský Priemysel a.s., an
energy company in Slovakia
our stake in E.ON Energy from Waste acquired by a joint-
venture company, in which E.ON holds a 49-percent stake
stakes in hydroelectric stations in Bavaria for the acqui-
sition of power generating capacity and projects and
power distribution assets in Turkey
a minority stake in Jihomoravská plynárenská, a.s. (“JMP”)
in Czechia
several components of the network connection of London
Array wind farm in the United Kingdom
our stake in Nafta, a.s., a gas storage company in Slovakia
certain micro heating plants in Sweden.

•
•
•
•

•

•
•

Our operating cash flow declined significantly, from €8.8 to
€6.4 billion.

In addition, in line with our strategy of less capital, more
value, in March 2013 we sold 50-percent stakes in three wind
farms in North America.

Relative to year-end 2012, at year-end 2013 we had reduced our
economic net debt by €3.9 billion to €32 billion. Nevertheless,
our debt factor rose to 3.4 (prior year: 3.3) owing to the decline
in our EBITDA. Achieving a debt factor of less than 3 remains
our medium-term target.

Furthermore, the E.ON Group continues to have a solid asset
and capital structure.

Disposals resulted in cash-effective items totaling €7,136 mil-
lion in 2013 (prior year: €4,418 million).

Earnings Situation

Renewables
Renewables’ sales were €146 million below the prior-year level.

Transfer Price System
Deliveries from our generation units to Global Commodities
are settled according to a market-based transfer price system.
Generally, our internal transfer prices are derived from the for-
ward prices that are current in the marketplace up to three years
prior to delivery. The resulting transfer prices for power deliver-
ies in 2013 were lower than the prices for deliveries in 2012.

Sales

€ in millions

Hydro

Wind/Solar/Other

Renewables

2013

1,306

1,130

2,436

2012

1,426

1,156

2,582

+/- %

-8

-2

-6

Sales at Hydro declined by 8 percent to €1,306 million, mainly
because of lower sales in Germany, Sweden, and Spain. Sales
in Germany declined on lower prices for peakload power
(which influenced the compensation for deliveries from stor-
age and pumped-storage hydroelectric stations), the already-
mentioned reduction in installed generating capacity, and the
expiration of a long-term supply agreement in the prior year.
Sales declined in Sweden on lower sales volume (despite
higher prices) and in Spain on lower prices (despite higher
sales volume). Higher sales volume in Italy had a positive
impact on sales.

Global Commodities
Global Commodities’ sales declined by €10.1 billion.

Sales

€ in millions

Proprietary Trading

Optimization

Gas Transport/Shareholdings/
Other

Global Commodities

2013

2012

90,020

99,816

281

90,051

100,101

+/- %

+125

-10

-92

-10

The Optimization reporting unit consists of our midstream gas
business, gas storage business, and asset optimization. Sales
declined on the power side owing primarily to lower prices
and a reduction in trading activity to optimize E.ON-owned
power stations. Sales on trading in carbon allowances declined
on lower prices and lower generation at E.ON-owned power
stations. Sales on the gas side declined because of lower sales
volume in the midstream gas business.

Sales
Our sales were €9.6 billion below the prior-year level.

Sales

€ in millions

Generation

Renewables

2013

10,991

2,436

2012

13,242

2,582

Global Commodities

90,051

100,101

Exploration & Production

Germany

Other EU Countries

Non-EU Countries

Group Management/
Consolidation

Total

2,051

36,777

23,273

1,865

1,386

40,009

24,096

1,879

-44,994

-51,202

122,450

132,093

+/- %

-17

-6

-10

+48

-8

-3

-1

-12

-7

Generation
Generation’s sales declined by €2.3 billion year on year.

Sales

€ in millions

Nuclear

Fossil

Other/Consolidation

Generation

2013

4,408

6,537

2012

4,367

8,720

155

10,991

13,242

+/- %

-25

-70

-17

Nuclear’s sales were slightly higher than the prior-year figure.

Fossil’s sales were €2.2 billion lower. The decline resulted pri-
marily from the closure of Kingsnorth power station and the
conversion of Ironbridge power station from coal to biomass
in the United Kingdom. The reduced dispatch of gas-fired
assets in Germany and Spain owing to the adverse market
situation, the closure of certain assets in Germany, and the
coal tax in the Netherlands also adversely affected sales. Other
negative factors were lower internal transfer prices relative
to the prior year on deliveries to Global Commodities and the
absence of compensation for emission allowances, which had
been allocated at no cost until the end of 2012.

Business Report

The Consolidated Statements of Income include Proprietary
Trading’s sales net of the associated cost of materials.

Sales at the Gas Transport/Shareholdings/Other reporting
unit were significantly below the prior-year level owing to the
sale of Open Grid Europe in late July 2012.

Exploration & Production
Sales at Exploration & Production rose by 48 percent to
€2,051 million (prior year: €1,386 million), primarily because
of an increase in production at our North Sea fields, despite
a reduction in production at Njord field due to technical issues.
The positive effect of higher production and positive energy
price developments was partially mitigated by adverse currency-
translation effects, primarily between the euro and the ruble.

Germany
Sales at the Germany regional unit declined mainly because
of the derecognition of E.ON Thüringer Energie and E.ON
Energy from Waste. We reassigned some operations in order
to harmonize our internal planning and management. For
example, certain equity interests that operate in the network
business were reassigned from Non-regulated/Other to Dis-
tribution Networks.

Sales

€ in millions

Distribution Networks

Non-regulated/Other

Germany

2013

13,412

23,365

36,777

2012

12,741

27,268

40,009

+/- %

-14

-8

The Distribution Networks reporting unit grew sales by
€671 million. This significant increase is attributable to higher
sales in conjunction with Germany’s Renewable Energy Law
and the internal transfer of operations from Non-regulated/
Other. Network companies divested during the course of the
year contributed €839 million in sales in 2013 compared with
€1,553 million in 2012.

Sales at Non-regulated/Other declined by €3.9 billion, chiefly
because of the internal transfer of operations.

Other EU Countries
Other EU Countries’ sales were €0.8 billion below the prior-
year level.

Sales

€ in millions

UK
(£ in millions)

Sweden
(SEK in millions)

Czechia
(CZK in millions)

Hungary
(HUF in millions)

Remaining regional units

Other EU Countries

2013

9,714
(8,250)

2,695
(23,314)

2,908
(75,537)

2012

9,701
(7,866)

2,822
(24,566)

3,018
(75,889)

1,807
(536,595)

1,974
(570,850)

6,149

23,273

6,581

24,096

+/- %

–
(+5)

-5
(-5)

-4
–

-8
(-6)

-7

-3

Sales at the UK regional unit rose slightly, by €13 million. Favor-
able effects from cost-driven price increases in January 2013
were largely offset by negative currency-translation effects.

The Sweden regional unit’s sales declined by €127 million.
Adjusted for positive currency-translation effects of €16 million,
sales declined by €143 million. This is primarily attributable
to a reduction in electricity sales volume, the loss of a number
of large customers, the favorable conditions in the gas busi-
ness in the prior year, and the disposal of operations in Finland.

Sales in Czechia were €110 million below the prior-year level,
primarily due to a regulation-driven decline in sales in the
power business and adverse currency-translation effects. These
effects were not entirely offset by higher compensation
payments for the preferential dispatch of renewable-source
electricity in the distribution network and an increase in gas
sales volume.

Sales at the Hungary regional unit declined by €167 million
owing to lower sales prices in the regulated power and gas
business, lower gas sales volume, and adverse currency-
translation effects.

Sales at the remaining regional units fell by €432 million, in
particular because of lower power and gas sales volume in
France and Romania and the disposal of operations in Bulgaria.
Sales rose in Spain (on positive price effects in the gas busi-
ness along with higher power and gas sales volume) and in
the Netherlands (on positive price effects).

Non-EU Countries
Non-EU Countries’ sales include only those of our Russia unit.
The other operations at Non-EU Countries are accounted for
under the equity method.

Sales

€ in millions

Russia
(RUB in millions)

Non-EU Countries

2013

2012

+/- %

1,865
(78,779)

1,879
(75,025)

1,865

1,879

-1
(+5)

-1

market as well as realized earnings from derivatives pursuant
to IAS 39, with the exception of earnings effects from inter-
est-rate derivatives. Significant effects were recorded in partic-
ular on commodity derivatives; in 2013 these resulted primarily
from the marking to market of emission-allowance, power,
natural gas, and coal derivatives. Miscellaneous other operat-
ing income consisted primarily of reductions to valuation
allowances and provisions.

At €108,083 million, costs of materials declined by 6 percent
relative to the prior-year figure of €115,285 million.

The Russia unit’s sales declined by €14 million owing to adverse
currency-translation effects in the amount of €108 million. The
main reasons for sales growth in local currency were higher
prices on the day-ahead market as well as price adjustments
in the capacity markets for existing and new generating capac-
ity; the adjustments for existing capacity were inflation-driven.

Personnel costs declined by about 9 percent to €4,687 million
(prior year: €5,166 million), mainly because of effects relating
to our E.ON 2.0 restructuring program, the sale and/or derecog-
nition of our stakes in E.ON Thüringer Energie, E.ON Energy
from Waste, and E.ON Westfalen Weser in 2013, and the sale
of Open Grid Europe in 2012.

Group Management/Consolidation
The figures reported on this line consist of the elimination of
intragroup sales between segments, primarily with Global
Commodities.

Other Line Items from the Consolidated Statements
of Income
Own work capitalized of €375 million was on par with the
prior-year figure of €381 million and mainly reflected engi-
neering services for generation new-build projects.

Other operating income of €10,767 million was likewise on par
with the prior-year figure of €10,845 million. Income on the
sale of securities, property, plant, and equipment (“PP&E”), and
equity investments rose to €2,550 million (prior year: €643 mil-
lion) and resulted primarily from the sale of equity investments
and from currency-translation effects of €0.3 billion, which
were recorded in income, on the sale of Slovenský Plynárenský
Priemysel (“SPP”). In the prior year the gains resulted primarily
from the sale of securities and PP&E. Income on exchange-rate
differences of €3,765 million was below the prior-year figure
of €4,108 million. Corresponding expenses on exchange-rate
differences of €3,755 million, which were slightly higher than
the prior-year figure of €3,857 million, were recorded under
other operating expenses. Income on derivative financial instru-
ments of €2,355 million was significantly below the prior-year
figure of €3,779 million. Income and expenditures on deriva-
tive financial instruments consist of the effects of marking to

Depreciation charges of €5,273 million were 4 percent above
the prior-year figure of €5,078 million. In 2013 and in 2012 our
global and regional units were adversely affected by a gener-
ally deteriorated business environment and by interventionist
regulations. We therefore had to record impairment charges
on intangible assets and PP&E in both years.

Other operating expenses declined by 24 percent to €10,138 mil-
lion (prior year: €13,311 million) owing to slightly lower expen-
ditures relating to exchange-rate differences of €3,755 million
(€3,857 million) and, in particular, lower expenditures relating
to derivative financial instruments of €1,634 million (€4,491 mil-
lion). This was offset to a slight degree by higher losses on
the sale of securities, PP&E, and equity investments of €506 mil-
lion (€138 million), which were recorded mainly on the sale
of equity investments. Our E.ON 2.0 restructuring program led
to a reduction in expenses.

Income from companies accounted for under the equity
method declined by €361 million to -€224 million (prior year:
€137 million), in part because of the absence of positive
earnings from Open Grid Europe, which was sold in 2012.
Impairment charges on equity investments at Renewables
and Non-EU Countries constituted another factor.

Business Report

EBITDA
Our key figure for purposes of internal management control
and as an indicator of our units’ long-term earnings power is
earnings before interest, taxes, depreciation, and amortization
(“EBITDA”), which we adjust to exclude certain extraordinary
items. EBITDA is unaffected by investment and depreciation
cycles and also provides an indication of our cash-effective
earnings (see the commentary in Note 33 to the Consolidated
Financial Statements).

Our EBITDA was about €1.5 billion below the prior-year figure.
The positive factors were:
•
•

cost savings delivered by our E.ON 2.0 program
higher earnings at Exploration & Production.

These factors were more than offset by:
•
•
•

lower earnings at our midstream gas business
the absence of earnings streams from divested companies
the current market conditions in fossil-fueled generation.

Our regulated business consists of operations in which reve-
nues are set by law and based on costs plus a reasonable
return on capital employed. The earnings on these revenues
are therefore extremely stable and predictable.

Our quasi-regulated and long-term contracted business con-
sists of operations in which earnings have a high degree of
predictability because key determinants (price and/or volume)
are largely set by law or by individual contractual arrangements
for the medium to long term. Examples of such legal or
contractual arrangements include incentive mechanisms for
renewables and long-term power-purchase agreements for
generating capacity.

Our merchant activities are all those that cannot be subsumed
under either of the other two categories.

Generation
Generation’s EBITDA decreased by €514 million.

EBITDA1
€ in millions

Generation

Renewables

Global Commodities

Exploration & Production

Germany

Other EU Countries

Non-EU Countries

Group Management/
Consolidation

Total

1Adjusted for extraordinary effects.

2013

1,882

1,431

352

1,070

2,413

2,173

533

-539

9,315

2012

2,396

1,349

1,421

523

2,734

2,032

718

-402

10,771

+/- %

-21

-75

+105

-12

-26

–

-14

E.ON generates a significant portion of its EBITDA in very stable
business areas. The overall share of regulated as well as quasi-
regulated and long-term contracted operations amounted to
54 percent of EBITDA in 2013.

EBITDA1
€ in millions

Regulated business

Quasi-regulated and long-term
contracted business

Merchant business

Total

1Adjusted for extraordinary effects.

2013

3,603

1,412

4,300

9,315

2012

4,004

+/- %

-10

968

5,799

10,771

+46

-26

-14

Generation

€ in millions

Nuclear

Fossil

Other/Consolidation

EBITDA1

EBIT1

2013

1,167

727

-12

2012

792

1,659

-55

2013

2012

894

-15

973

535

961

-61

1,435

Total

1,882

2,396

1Adjusted for extraordinary effects.

Nuclear’s EBITDA was up by €375 million. The reasons for this
positive performance included the non-recurrence of adverse
effects relating to the nuclear-fuel cycle recorded in the prior
year and lower expenditures for the nuclear-fuel tax in Ger-
many. EBITDA was adversely affected by higher expenditures
resulting from the Site Selection Act in Germany and higher
expenditures for final storage in Sweden.

Fossil’s EBITDA fell by €932 million. The absence of compen-
sation for emission allowances (which had been allocated at
no cost until the end of 2012) and lower internal transfer
prices relative to the prior year were the principal negative

factors. The closure of Kingsnorth power station, the conversion
of Ironbridge power station from coal to biomass, and the
closure of Grain oil-fired power station in the United Kingdom
and the coal tax in the Netherlands also had an adverse
impact on earnings.

Renewables
Renewables’ EBITDA rose by €82 million, or 6 percent.

Renewables

€ in millions

Hydro

Wind/Solar/Other

Total

1Adjusted for extraordinary effects.

EBITDA1

EBIT1

2013

2012

2013

2012

780

651

787

562

1,431

1,349

657

325

982

683

272

955

EBITDA at Hydro declined by 1 percent to €780 million, mainly
because of lower earnings in Germany and Sweden. EBITDA
in Germany was adversely affected by lower prices for peak-
load power from pumped-storage hydroelectric stations and
a reduction in installed generating capacity; prior-year EBITDA
in Germany had been adversely affected by an increase in
provisions to renovate a pumped-storage hydroelectric station.
EBITDA in Sweden was adversely affected by lower sales vol-
ume and the higher costs of a real estate tax. A weather-driven
increase in output led to higher EBITDA in Italy and Spain.

Wind/Solar/Other’s EBITDA rose by 16 percent owing to an
increase in installed generating capacity as new assets entered
service during the year and to our build-and-sell strategy.

Global Commodities
Global Commodities’ EBITDA was €1.1 billion below the prior-
year figure.

Global Commodities

EBITDA1

EBIT1

€ in millions

2013

2012

2013

2012

Proprietary Trading

Optimization

Gas Transport/
Shareholdings/Other

Total

-49

238

163

352

-61

750

732

1,421

-52

127

145

220

-62

551

674

1,163

1Adjusted for extraordinary effects.

Proprietary Trading’s EBITDA was slightly above the prior-year
figure, which was affected by lower earnings in the gas, oil,
and Eastern European power portfolios.

Optimization’s EBITDA declined by €512 million, primarily
because the prior-year figure benefited from positive earnings
effects following contractual price reviews in the midstream
gas business.

EBITDA at Gas Transport/Shareholdings/Other was lower due
to the sale of Open Grid Europe in late July 2012 and SPP in
January 2013.

Exploration & Production
EBITDA at Exploration & Production increased by 105 percent
to €1,070 million (prior year: €523 million), principally because
of an increase in production in the North Sea resulting from
the start of production at Skarv, Hyme, and Huntington fields.
EBIT was €560 million (prior year: €293 million).

Germany
EBITDA at the Germany regional unit declined by €321 million.

Germany

€ in millions

Distribution Networks

Non-regulated/Other

Total

1Adjusted for extraordinary effects.

EBITDA1

EBIT1

2013

1,985

428

2,413

2012

1,792

942

2,734

2013

1,343

350

1,693

2012

1,128

638

1,766

Adjusted for the two divested regional utilities and the internal
transfer of operations, EBITDA at Distribution Networks rose
by nearly €100 million. This improvement is chiefly attributable
to cost reductions achieved through E.ON 2.0. Toward the
end of 2013, the Federal Network Agency gave E.ON power net-
works in Germany an average efficiency score of 99.4 percent
for the second regulation period, indicating their outstanding
cost efficiency. This efficiency score is well above the
national average.

Business Report

EBITDA at Non-regulated/Other was €514 million below the
prior-year figure, owing mainly to internal transfers and to
non-recurring operating effects in the retail business in 2012,
partially offset by cost savings in the retail business from
the implementation of E.ON 2.0.

Other EU Countries
Other EU Countries’ EBITDA was €141 million above the prior-
year figure.

Other EU Countries

€ in millions

UK
(£ in millions)

Sweden
(SEK in millions)

Czechia
(CZK in millions)

Hungary
(HUF in millions)

Remaining regional units

Total

EBITDA1

EBIT1

2013

378
(321)

733
(6,342)

494
(12,843)

195
(57,854)

373

2,173

2012

289
(234)

714
(6,215)

478
(12,010)

186
(53,869)

365

2,032

2013

319
(271)

474
(4,104)

389
(10,135)

95
(28,206)

255

1,532

2012

170
(137)

466
(4,059)

364
(9,149)

86
(24,945)

259

1,345

The main contributions to the Hungary regional unit’s EBITDA
came from its distribution network business (€169 million),
its retail business (€16 million), and other (€10 million).

EBITDA at the remaining regional units increased by €8 million,
mainly because of higher earnings in France and Romania.
The improvement in France reflects the non-recurrence of a
provision relating to a long-term gas contract recorded in
the third quarter of 2012. The Romania regional unit’s EBITDA
was higher because of wider gross margins in the retail busi-
ness reflecting the partial reimbursement for gas procurement
costs from earlier periods along with improved earnings on
the country’s non-regulated power market segment. The dis-
posal of an equity investment in the Netherlands in 2012,
the absence of compensation for carbon allowances (which
had been allocated at no cost until the end of 2012), and
the disposal of the Bulgaria regional unit in late June 2012
had a negative impact on EBITDA.

Non-EU Countries
Non-EU Countries’ EBITDA declined by 26 percent, or
€185 million.

1Adjusted for extraordinary effects.

Non-EU Countries

EBITDA at the UK regional unit was up by €89 million. The pri-
mary reason for the earnings improvement was that reductions
in controllable costs were only partially mitigated by higher
variable costs (including procurement costs) in conjunction
with government-mandated programs.

The Sweden regional unit’s EBITDA increased by €19 million,
which includes positive currency-translation effects of €4 mil-
lion. New connections in the power distribution network and
high availability in the heat business were also positive factors.
The earnings increase was partially offset by effects from the
sale of the waste business interest in mid-2012 and the absence
of earnings streams from divested operations in Finland.

EBITDA in Czechia increased by €16 million owing primarily to
higher compensation payments for the preferential dispatch
of renewable-source electricity in the distribution network and
a positive contribution from the sale of an equity interest.
The earnings increase was partially mitigated by adverse affects
from the sale of JMP and currency translation.

€ in millions

Russia
(RUB in millions)

Other Non-EU Countries

Total

EBITDA1

EBIT1

2013

2012

2013

2012

687
(29,021)

729
(29,118)

492
(20,756)

546
(21,784)

-154

533

-11

718

-154

338

-11

535

1Adjusted for extraordinary effects.

The Russia unit’s EBITDA was 6 percent below the prior-year
level, primarily because of adverse currency-translation effects
in the amount of €40 million. In local currency EBITDA was
at the prior-year level. Higher prices on the day-ahead market
and the positive development of capacity prices were offset
mainly by an inflation-driven increase in fuel costs and the
creation of a provision for potentially unrecoverable receivables
necessitated by the allocation of delinquent customer
accounts across all market participants.

EBITDA at Other Non-EU Countries consists of E.ON Interna-
tional Energy, including our activities in Brazil and Turkey,
which are accounted for under the equity method. The nega-
tive figure recorded for Turkey is primarily attributable to the

Turkish lira’s weakening against the euro from the second to
the fourth quarter. Earnings in Brazil mainly reflect a negative
margin caused by non-availability of certain assets and the
postponement of commercial operation dates.

Despite the improvement in our net financial position, our
economic interest expense was higher year on year, primarily
because of the absence of significant positive effects recorded
in the prior year relating to the release of provisions.

Group Management/Consolidation
The figures shown here are from E.ON SE, the equity interests
it manages directly, and the offsetting of transactions between
segments. The change relative to the prior year principally
reflects -€149 million in consolidation effects, which predomi-
nantly consist of offsetting intersegment earnings and intra-
group provisions.

Economic Interest Expense

€ in millions

Interest expense shown in the Consoli-
dated Statements of Income

Interest income (-)/expense (+) not
affecting net income

Total

2013

2012

-1,963

-1,420

140

-1,823

-1,329

Net book gains were about €1.7 billion above the prior-year
level. Book gains were recorded primarily on the sale of
hydroelectric stations in Bavaria to Austria’s Verbund AG in
conjunction with our entry into Turkey’s energy market. They
were also recorded on the sale of E.ON Thüringer Energie,
a stake in Slovakian energy company SPP, a minority stake in
JMP in Czechia, operations in Finland, and securities, network
segments, and a gas subsidiary in Germany. The sale of E.ON
Westfalen Weser, E.ON Földgáz Trade, and E.ON Földgáz Storage
resulted in a book loss. The prior-year figure consists of book
gains on the sale of a nuclear power joint venture and a stake
in a gas pipeline in the United Kingdom as well as securities,
an office building in Munich, and network segments in Germany.

Restructuring and cost-management expenditures declined by
€63 million. Our E.ON 2.0 internal cost-reduction program was
responsible for most of these expenditures in 2013 and in 2012.
These expenditures related in particular to preretirement
agreements and settlements at subsidiaries outside Germany.
Our remaining restructuring and cost-management expendi-
tures resulted mainly from other restructuring programs, such
as those at our regional utilities in Germany.

Net Income
Net income attributable to shareholders of E.ON SE of
€2,142 million and corresponding earnings per share of €1.12
were 3 percent below the respective prior-year figures of
€2,189 million and €1.15.

Net Income

€ in millions

EBITDA 1

Depreciation and amortization

Impairments (-)/Reversals (+) 2

EBIT 1

Economic interest income (net)

Net book gains/losses

Restructuring/cost-management
expenses

E.ON 2.0 restructuring expenses

Impairments (-)/Reversals (+) 2, 3

Other non-operating earnings

Income/Loss (-) from continuing
operations before taxes

Income taxes

Income/Loss (-) from continuing
operations

Income from discontinued operations, net

Net income

Attributable to shareholders of E.ON SE
Attributable to non-controlling interests

2013

9,315

-3,534

-100

5,681

-1,823

1,998

-182

-373

-1,643

-452

2012

10,771

-3,544

-215

7,012

-1,329

322

-230

-388

-1,688

-425

3,206

3,274

-703

-698

2,503

2,576

2,510
2,142
368

2,613
2,189
424

1Adjusted for extraordinary effects.
2Impairments differ from the amounts reported in accordance with IFRS due to
impairments on companies accounted for under the equity method and impair-
ments on other financial assets.
3Recorded under non-operating earnings.

Business Report

Underlying Net Income
Net income reflects not only our operating performance but
also special effects, such as the marking to market of deriva-
tives. Underlying net income is an earnings figure after interest
income, income taxes, and non-controlling interests that has
been adjusted to exclude certain special effects. In addition
to the marking to market of derivatives, the adjustments
include book gains and book losses on disposals, restructuring
expenses, other non-operating income and expenses (after
taxes and non-controlling interests) of a special or rare nature.
Underlying net income also excludes income/loss from dis-
continued operations (after taxes and non-controlling interests),
as well as special tax effects.

Underlying Net Income

€ in millions

Net income attributable to shareholders
of E.ON SE

Net book gains/losses

Restructuring/cost-management
expenses

Impairments/reversals of impairments

Other non-operating earnings

Taxes and non-controlling interests on
non-operating earnings

Special tax effects

Income/Loss from discontinued opera-
tions, net

Total

2013

2012

2,142

-1,998

555

1,643

452

-466

-78

-7

2,243

2,189

-322

618

1,688

425

-116

-275

-37

4,170

In the 2013 reporting period our global and regional units were
adversely affected by a generally deteriorated business envi-
ronment, regulatory intervention, and disposal processes. We
therefore had to record impairment charges totaling €2.1 billion,
in particular at Generation, Renewables, Global Commodities,
Exploration & Production, and Non-EU Countries. €0.1 billion of
these charges were on goodwill, €2 billion on property, plant,
and equipment (“PP&E”) and intangible assets as well as share
investments. These charges were partially offset by reversals
of impairment charges totaling €0.5 billion, primarily at Gen-
eration. In the prior year our business environment made it
necessary to record impairment charges totaling €2 billion
(€0.3 billion on goodwill, €1.7 billion on PP&E, intangible assets,
and share investments), offset by €0.3 billion in reversals, in
particular at Generation, Global Commodities, and Other EU
Countries.

Other non-operating earnings of -€452 million (prior year:
-€425 million) include the marking to market of derivatives.
We use derivatives to shield our operating business from
price fluctuations. Marking to market resulted in a positive
effect of €765 million at year-end 2013 and a negative effect of
€532 million at year-end 2012. In addition, other non-operating
earnings were adversely affected by provisions recorded at
our gas business in conjunction with disposals and long-term
supply contracts and by impairment charges on securities. In
the prior year non-operating earnings were positively affected
in particular by the reduction of the fine that the European
Commission had levied against E.ON for an alleged market-
sharing agreement with GdF Suez.

As in the prior year, our tax expense was €0.7 billion. Our tax
rate increased from 21 percent in 2012 to 22 percent in 2013.

Income/loss from discontinued operations, net, includes
the earnings from contractual obligations of operations that
have already been sold. Pursuant to IFRS, these earnings are
reported separately in the Consolidated Statements of Income.

Financial Situation

E.ON presents its financial condition using, among other
financial measures, economic net debt and operating cash
flow.

Finance Strategy
The central components of E.ON’s finance strategy are capital-
structure management and our dividend policy.

We manage E.ON’s capital structure using our debt factor in
order to ensure that E.ON’s access to capital markets is com-
mensurate with its current debt level. Debt factor is equal
to our economic net debt divided by EBITDA; it is therefore a
dynamic debt metric. Economic net debt includes not only
our financial liabilities but also our provisions for pensions and
asset retirement obligations. Our medium-term target debt
factor is less than 3.

To ensure that we achieve our target debt factor, in November
2010 we announced a program for managing our portfolio
and capital structure. It included €15 billion of disposals by
year-end 2013; as of this date we had made roughly €20 billion
in disposals, thereby surpassing our original target by a wide
margin. In addition, E.ON plans to generate positive free cash
flow (defined as operating cash flow minus investments and
dividends) starting in 2015. We intend to achieve this in partic-
ular by enhancing efficiency (E.ON 2.0) and reducing our
investment volume.

The second key component of our finance strategy is a con-
sistent dividend policy, under which we aim to pay out 50 to
60 percent of underlying net income. We are therefore pro-
posing a dividend of €0.60 per share for the 2013 financial year,
which corresponds to a payout ratio of 51 percent of our under-
lying net income. Furthermore, shareholders will be offered
the option to exchange the cash dividend partially into E.ON
shares (currently held in treasury stock). We also plan for future
payout ratios to be within this target payout range. Our divi-
dend policy ensures that our shareholders receive an attractive
return on their investment and, at the same time, provides
E.ON with the opportunity to invest in its transformation.

Financial Position
Our gross financial liabilities were €23.3 billion at year-end 2013,
having declined by €2.7 billion during the year. This mainly
reflects the on-schedule repayment of bonds which were not
refinanced owing to the development of our liquidity situation.

Compared with the figure recorded at December 31, 2012
(-€35.8 billion), our economic net debt declined by roughly
€3.8 billion to -€32 billion. The main reason for the improve-
ment was that significant proceeds from divestments and our
positive operating cash flow were sufficient to cover our
investment expenditures and E.ON SE’s dividend payout.
Another reason for the improvement in our economic net debt
was a reduction in provisions for pensions, mainly because
of higher discount rates and the derecognition of obligations
in conjunction with the above-mentioned disposals.

We simplified the derivation of economic net debt shown in
the table below by combining certain line items. In addition,
net financial position for the first time includes the effects
from the foreign-currency hedging of financial transactions,
which is analogous to the hedged underlying transaction.
The correction is based on the valuation metric of the under-
lying transaction. We adjusted the prior-year figure accordingly.

Economic Net Debt

€ in millions

Liquid funds

Non-current securities

Financial liabilities

FX hedging adjustment

Net financial position

Provisions for pensions

Asset-retirement obligations1

Economic net debt

EBITDA2

Debt factor

1Less prepayments to Swedish nuclear fund.
2Adjusted for extraordinary effects.

December 31

2013

7,314

4,444

2012

6,546

4,746

-23,260

-25,944

-46

234

-11,548

-14,418

-3,418

-17,025

-31,991

9,315

3.4

-4,945

-16,482

-35,845

10,771

3.3

Despite the decline in net debt, our debt factor at year-end
2013 increased slightly to 3.4 (year-end 2012: 3.3) owing to
our lower EBITDA.

Business Report

Funding Policy and Initiatives
Our funding policy is designed to give E.ON access to a variety
of financing sources at any time. We achieve this objective by
basing our funding policy on the following principles. First,
we use a variety of markets and debt instruments to maximize
the diversity of our investor base. Second, we issue bonds
with terms that give our debt portfolio a balanced maturity
profile. Third, we combine large-volume benchmark issues
with smaller issues that take advantage of market opportuni-
ties as they arise. As a rule, external funding is carried out by
our Dutch finance subsidiary, E.ON International Finance B.V.,
under guarantee of E.ON SE or by E.ON SE itself, and the funds
are subsequently on-lent in the Group. Owing to its liquidity
situation, E.ON did not issue bonds in 2013.

Financial Liabilities

€ in billions

Bonds1
EUR
GBP
USD
CHF
SEK
JPY
Other currencies

Promissory notes

Other liabilities

Total

1Includes private placements.

Dec. 31, 2013 Dec. 31, 2012

18.1
10.4
4.4
2.2
0.6
0.1
0.3
0.1

0.7

0.2

4.3

23.3

20.7
12.0
4.5
2.3
0.9
0.1
0.7
0.2

0.8

0.2

4.2

25.9

With the exception of a U.S.-dollar-denominated bond issued
in 2008, all of E.ON SE and E.ON International Finance B.V.’s
currently outstanding bonds were issued under our Debt
Issuance Program (“DIP”). The DIP enables us to issue debt to
investors in public and private placements. In April 2013 it was
extended, as planned, for one year. The DIP has a total volume
of €35 billion. About €16.3 billion worth of bonds were out-
standing under the program at year-end 2013.

In addition to our DIP, we have a €10 billion European Com-
mercial Paper (“CP”) program and a $10 billion U.S. CP pro-
gram under which we can issue short-term liabilities. We had
€180 million in CP outstanding at year-end 2013 (prior year:
€180 million).

E.ON also has access to a five-year, €5 billion syndicated
revolving credit facility, which was concluded with 24 banks
on November 6, 2013, and which includes two options to
extend the facility, in each case for one year. This facility has
not been drawn on and instead serves as a reliable, ongoing
general liquidity reserve for the E.ON Group. Participation in
the credit facility indicates that a bank belongs to E.ON’s core
group of banks.

Alongside financial liabilities, E.ON has, in the course of its
business operations, entered into contingencies and other
financial obligations. These include, in particular, guarantees,
obligations from legal disputes and damage claims, current
and non-current contractual, legal, and other obligations.
Notes 26, 27, and 31 to the Consolidated Financial Statements
contain more information about E.ON’s bonds as well as liabili-
ties, contingencies, and other commitments.

Standard & Poor’s (“S&P”) long-term rating for E.ON is A-
with a stable outlook. Moody’s long-term rating for E.ON is A3
with a negative outlook. The short-term ratings are A-2 (S&P)
and P-2 (Moody’s). In June 2013 Moody’s confirmed its A3 rating
and lowered its outlook from stable to negative. In July 2013
S&P confirmed both its rating and outlook.

E.ON SE Ratings

Moody’s

S&P

Long
term

A-

Short
term

P-2

A-2

Outlook

Negative

Stable

Providing rating agencies with timely, comprehensive infor-
mation is an important component of our creditor relations.
The purpose of our creditor relations is to earn and maintain
our investors’ trust by communicating a clear strategy with
the highest degree of transparency. To achieve this purpose,
we regularly hold debt investor updates in major European
financial centers, conference calls for debt analysts and inves-
tors, and informational meetings for our core group of banks.

Maturity Profile of Bonds and Promissory Notes Issued by E.ON SE
and E.ON International Finance B.V.

€ in billions

December 31, 2013

4.0

3.0

2.0

1.0

2014

2015

2016

2017

2018

2019

2020

2021

2022+

Investments
Our investments were €1.1 billion above the prior-year level.
We invested about €4.6 billion in property, plant, and equip-
ment (“PP&E”) and intangible assets (prior year: €6.4 billion).
Share investments totaled €3.5 billion versus €0.6 billion in
the prior year.

Our investments outside Germany increased by 23 percent to
€6,601 million (prior year: €5,367 million).

Investments

€ in millions

Generation

Renewables

Global Commodities

Exploration & Production

Germany

Other EU Countries

Non-EU Countries

Group Management/
Consolidation

Total

Maintenance investments
Growth and replacement
investments

2013

900

1,028

159

404

1,013

1,056

3,530

-4

8,086
801

2012

1,555

1,791

319

573

1,070

1,063

719

-93

6,997
1,210

7,285

5,787

+/- %

-42

-43

-50

-29

-5

-1

+391

–

+16
-34

+26

are in the United Kingdom. In addition, investments were
lower in Germany (primarily because of the construction
standstill at Datteln and overhauls completed in the prior year),
in the Netherlands, and in Italy. Share investments totaled
€8 million (prior year: €87 million).

Investments at Renewables fell by €763 million. Hydro’s
investments declined by 39 percent to €100 million. Wind/
Solar/Other’s investments fell by more than 40 percent, from
€1,626 million to €928 million. The high prior-year figure
principally reflects investments for the construction of three
large wind farms in the United States.

Global Commodities invested €159 million (prior year: €319 mil-
lion), almost entirely in PP&E and intangible assets, mainly
for gas storage.

Exploration & Production invested €404 million (prior year:
€573 million) in PP&E and intangible assets. Almost all of
these investments went toward existing infrastructure and
toward exploration and evaluation; Skarv field accounted
for €127 million (€207 million), Hyme field for €16 million
(€64 million), and Huntington field for €12 million (€42 million)
of investments.

Generation invested €655 million less than in the prior year.
Investments in PP&E and intangible assets declined by
€576 million, from €1,468 million to €892 million. The main
reasons for the decline were the disposal of the Horizon
Nuclear Power joint venture, the completion of Grain gas-fired
power plant in 2012, the postponement of environmental-
protection measures at Ratcliffe power station, and overhaul
work on several gas-fired power plants; all of these assets

Business Report

levied against E.ON for an alleged market-sharing agreement
with GdF Suez. In 2013 there were also negative effects
resulting from higher tax payments and a change in working
capital at Global Commodities’ gas business due to a reduc-
tion in the use of long-term contracts.

Cash provided by investing activities of continuing operations
amounted to -€1.1 billion in 2013 (prior year: -€3 billion).
Although investment expenditures surpassed the prior-year
figure by €1.1 billion, cash inflows on asset sales—€2.6 bil-
lion—were significantly higher. On the investment sides, expen-
ditures for investments in intangible assets and PP&E were
€1.8 billion lower. Share investments were €2.9 billion higher.
The latter figure mainly reflects the €3.2 billion we invested
in our new operations in Turkey and Brazil in 2013. On the dis-
posals side, in 2013 we recorded significant proceeds on the
disposal of the hydroelectric generating capacity in Bavaria,
the sale of three regional utilities in Germany, E.ON Energy
from Waste, gas operations in Hungary, SPP in Slovakia, and
stakes in several wind farms in the United States; the 2012
figure mainly reflect the proceeds on the sale of Open Grid
Europe. Net cash outflows from changes in securities, financial
receivables, and fixed-term deposits were €0.3 billion lower
than in the prior year.

Cash provided by financing activities of continuing operations
amounted to -€4.0 billion (prior year: -€6.8 billion). The
change mainly reflects the fact that our net repayment of finan-
cial liabilities was lower than in the prior year. The €0.2 billion
increase in the dividend payout was a countervailing factor.

Liquid funds at December 31, 2013, were €7,314 million (prior
year: €6,546 million). In 2013 E.ON had €639 million of cash
and cash equivalents subject to a restraint risk (prior year:
€449 million). In addition, the current securities of Versorgungs-
kasse Energie contained €81 million (€77 million) earmarked
for fulfilling insurance obligations (see Notes 18 and 31 to the
Consolidated Financial Statements).

The Germany regional unit invested €57 million less than in
the prior year. The decline resulted chiefly from the already-
mentioned disposals and internal transfer of operations. Invest-
ments in PP&E and intangible assets totaled €794 million.
Of these investments, €725 million went toward the network
business and €56 million toward the district-heating business.
Share investments totaled €219 million (prior year: €45 million).
Share investments were considerably higher because this
segment acquired a 49-percent stake in the joint venture that
owns 100 percent of the equity in E.ON Energy from Waste.

Investments at Other EU Countries were €7 million below the
prior-year level. By delaying municipal and smart-meter projects,
the UK regional unit invested €106 million less than the prior-
year figure of €141 million. The Sweden unit’s investments of
€404 million were €7 million above the prior-year figure of
€397 million; investments served to maintain and expand
distributed generation and to expand and upgrade the distri-
bution network, including adding new connections. Invest-
ments totaled €163 million (prior year: €172 million) in Czechia,
€117 million (€143 million) in Hungary, and €266 million
(€210 million) in the remaining EU countries owing primarily
to the establishment of a new business, E.ON Connecting
Energies.

Russia accounted for €360 million (prior year: €289 million)
of the investments at Non-EU Countries. These were primarily
for Russia’s new-build program. We invested €3.2 billion in
our new equity investments in Brazil and Turkey. The invest-
ments in Turkey were largely covered by the proceeds from
the disposal of certain hydroelectric assets in Bavaria to Aus-
tria’s Verbund in conjunction with our entry into Turkey’s
energy market.

We plan to invest €4.9 billion in 2014. This includes investments
in distribution networks, renewables (primarily wind power
assets), and fossil new-build projects already under way (such
as at Berezovskaya GRES in Russia). Our main investment
obligations are disclosed in the investment plan contained in
the Forecast Report.

Cash Flow
Our operating cash flow of €6.4 billion was €2.4 billion below
the prior-year figure of €8.8 billion. The high prior-year figure
primarily reflects positive non-recurring effects from the
agreement with Gazprom and the resulting agreed-on single
payment in the third quarter of 2012 as well as the partial
repayment of the fine that the European Commission had

Asset Situation

Non-current assets at year-end 2013 were 2 percent below the
figure at year-end 2012. Investments in property, plant, and
equipment (“PP&E”) offset the derecognition of the assets of
E.ON Westfalen Weser, E.ON Földgáz Trade, and E.ON Földgáz
Storage and scheduled depreciation charges. In addition, we
recorded impairment charges on intangible assets, PP&E, and
share investments; these charges were only partially offset by
the reversal of certain impairment charges from earlier report-
ing periods. A deteriorated market environment and inter-
ventionist regulations generally had an adverse affect on our
global and regional units.

Current assets declined by 18 percent. A decline in operating
receivables and a reduction in inventories were among the
reasons. In addition, the sale of E.ON Thüringer Energie, E.ON
Energy from Waste, SPP in Slovakia, certain E.ON Wasserkraft
assets, and stakes in wind farms in North America reduced
assets held for sale.

Our equity ratio of 28 percent at year-end 2013 was at the
same level as at year-end 2012. The effect of currency transla-
tion on assets and liabilities reduced equity by €2.3 billion.
Equity was also adversely affected by the reduction in non-
controlling interests resulting from asset sales.

Non-current liabilities declined by 6 percent from the figure
at year-end 2012, mainly because of a reduction in non-current
financial liabilities and in pension obligations.

Current liabilities declined by 9 percent, mainly because of a
reduction in liabilities from operating receivables and in liabil-
ities relating to derivative financial instruments as well as
the reclassification of debt in conjunction with assets held for
sale. Current financial liabilities were slightly higher.

The following key figures underscore that the E.ON Group
has a solid asset and capital structure:
• Non-current assets are covered by equity at 38 percent

(December 31, 2012: 40 percent).

• Non-current assets are covered by long-term capital at

103 percent (December 31, 2012: 108 percent).

Consolidated Assets, Liabilities, and Equity

€ in millions

Non-current assets

Current assets

Total assets

Equity

Non-current liabilities

Current liabilities

Total equity and liabilities

Additional information about our asset situation (including
information on the above-mentioned impairment charges)
is contained in Notes 4 to 26 to the Consolidated Financial
Statements.

Dec. 31, 2013

% Dec. 31, 2012

94,703

36,022

130,725

36,385

61,054

33,286

130,725

100

96,563

43,863

140,426

38,820

65,027

36,579

140,426

100

Business Report

E.ON SE’s Earnings, Financial, and Asset Situation

E.ON SE prepares its Financial Statements in accordance with
the German Commercial Code, the SE Ordinance (in conjunc-
tion with the German Stock Corporation Act), and the German
Energy Act.

The positive figure recorded under other expenditures and
income mainly reflects a reversal of impairment charges on
the equity interest in E.ON Italia S.p.A. in the amount of
€990 million.

Income Statement of E.ON SE (Summary)

Balance Sheet of E.ON SE (Summary)

€ in millions

Income from equity interests

December 31

Interest income

€ in millions

2013

2012

Other expenditures and income

Intangible assets and property, plant,
and equipment

Financial assets

Non-current assets

116

45,673

45,789

123

38,217

38,340

Receivables from affiliated companies

16,969

15,359

Other receivables and assets

Liquid funds

Current assets

Total assets

Equity

Provisions

Liabilities to affiliated companies

Other liabilities

Total equity and liabilities

1,688

3,020

1,047

2,104

21,677

18,510

67,466

56,850

14,696

4,270

46,762

1,738

67,466

14,987

3,564

35,844

2,455

56,850

E.ON SE is the parent company of the E.ON Group. As such, its
earnings, financial, and asset situation is affected by income
from equity interests. In 2013 income from equity interests in
particular reflected a distribution from E.ON Finanzanlagen
GmbH in the amount of €3,922 million and a profit transfer of
€337 million from E.ON Russia Holding GmbH. The main
countervailing factors were loss transfers of €868 million from
E.ON Beteiligungen GmbH and of €419 million from E.ON
Energie AG.

Income from continuing operations

Extraordinary expenses

Taxes

Net income

Net income transferred to retained
earnings

Net income available for distribution

2013

3,145

-1,020

334

2,459

-22

-645

1,792

-647

1,145

2012

4,044

-672

-311

3,061

-35

1,061

4,087

-1,990

2,097

The income taxes shown for 2013 consist of taxes for previ-
ous years.

At the Annual Shareholders Meeting on April 30, 2014, manage-
ment will propose that net income available for distribution
be used to pay a cash dividend of €0.60 per ordinary share.
Furthermore, shareholders will be offered the option to
exchange the cash dividend partially into E.ON shares (cur-
rently held in treasury stock).

The complete Financial Statements of E.ON SE, with the
unqualified opinion issued by the auditor, Pricewaterhouse-
Coopers Aktiengesellschaft, Wirtschaftsprüfungsgesellschaft,
Düsseldorf, will be announced in the Bundesanzeiger. Copies
are available on request from E.ON SE and at www.eon.com.

Financial and Non-financial Performance Indicators

Cost of Capital

ROACE and Value Added
Cost of Capital
The cost of capital is determined by calculating the weighted-
average cost of equity and debt. This average represents the
market-rate returns expected by stockholders and creditors.
The cost of equity is the return expected by an investor in
E.ON stock. The cost of debt equals the long-term financing
terms that apply in the E.ON Group. The parameters of the
cost-of-capital determination are reviewed on an annual basis.
The cost of capital is adjusted if there are significant
changes.

Because a number of parameters changed significantly, we
adjusted our cost of capital in 2013. Unlike in previous years,
we used a current yield curve instead of a long-term average
to calculate the risk-free interest rate. The yield curve along
with a higher market-risk premium better reflects current
developments on financial markets. The risk-free interest rate
declined significantly owing to the low return on German
treasury notes; however, this was offset by the increase in the
market-risk premium. The assumed debt-to-equity ratio for
the E.ON Group was unchanged at 50:50.

On balance, the changes to the parameters had the effect of
lowering the E.ON Group’s after-tax cost of capital for 2013
from 5.6 to 5.5 percent. Our pretax cost of capital declined from
7.7 to 7.5 percent. There were also changes to some of our
reporting segments’ minimum ROACE requirements, which for
2013 ranged from 6.4 percent to 20.7 percent (before taxes,
calculated in euros).

Risk-free interest rate

Market premium1

Debt-free beta factor

Indebted beta factor2

Cost of equity after taxes

Average tax rate

Cost of equity before taxes

Cost of debt before taxes

Marginal tax rate

Cost of debt after taxes

Share of equity

Share of debt

Cost of capital after taxes

2013

2.5%

5.5%

0.59

1.02

8.1%

27%

11.1%

3.9%

27%

2.8%

50.0%

5.5%

2012

3.3%

4.5%

0.59

1.02

7.9%

27%

10.8%

4.5%

27%

3.3%

50.0%

5.6%

Cost of capital before taxes

7.5%

7.7%

1The market premium reflects the higher long-term returns of the stock market
compared with German treasury notes.
2The beta factor is used as an indicator of a stock’s relative risk. A beta of more
than one signals a higher risk than the risk level of the overall market; a beta
factor of less than one signals a lower risk.

Analyzing Value Creation by Means of ROACE and
Value Added
Alongside EBITDA, our most important key figure for purposes
of internal management control, we also use ROACE and value
added to monitor the value performance of our operating
business. ROACE is a pretax total return on capital. It measures
the sustainable return on invested capital generated by
operating a business. ROACE is defined as the ratio of EBIT to
average capital employed.

Average capital employed represents interest-bearing
invested capital. Capital employed is equal to a segment’s
operating assets less the amount of non-interest-bearing
available capital. Depreciable assets are recorded at half of
their original acquisition or production cost. ROACE is there-
fore not affected by an asset’s depreciation period. Goodwill
from acquisitions is included at acquisition cost, as long as this
reflects its fair value. Changes to E.ON’s portfolio during the
course of the year are factored into average capital employed.

Average capital employed does not include the marking to
market of other share investments. The purpose of excluding
this item is to provide us with a more consistent picture of
our ROACE performance.

Business Report

Value added measures the return that exceeds the cost of
capital employed. It is calculated as follows:

Value added = (ROACE – cost of capital) x average capital
employed

ROACE and Value Added Performance in 2013
The significant decline in our ROACE, from 11.1 to 9.2 percent,
is primarily attributable to the decline in our EBIT. Our average
capital employed declined significantly as well owing to dis-
posals and shutdowns that were not offset by ongoing invest-
ments. At 9.2 percent, however, our ROACE still surpassed
our pretax cost of capital, which declined relative to the prior
year. As a result, value added amounted to €1.1 billion.

The table below shows the E.ON Group’s ROACE, value added,
and their derivation.

E.ON Group ROACE and Value Added

€ in millions

EBIT1

Goodwill, intangible assets, and property,
plant, and equipment2

+ Shares in affiliated and associated

companies and other share
investments

+ Inventories

+ Other non-interest-bearing assets,
including deferred income and
deferred tax assets

- Non-interest-bearing provisions3

- Adjustments4

Capital employed in continuing
operations (at year-end)

Capital employed in continuing
operations (annual average)5

ROACE

2013

5,681

2012

7,012

62,456

65,928

7,590

4,146

-7,321

6,438

764

5,678

4,734

-3,653

6,844

2,435

59,669

63,408

61,539

63,286

9.2%

11.1%

Cost of capital before taxes

7.5%

7.7%

Value added

1,066

2,139

1 Adjusted for extraordinary effects.
2 Depreciable assets are included at half their acquisition or production costs.
Goodwill represents final figures following the completion of the purchase-price
allocation (see Note 4 to the Consolidated Financial Statements).
3 Non-interest-bearing provisions mainly include current provisions, such as those
relating to sales and procurement market obligations. They do not include provi-
sions for pensions or for nuclear-waste management.
4 Capital employed is adjusted to exclude the mark-to-market valuation of other share
investments, receivables and liabilities from derivatives, and operating liabilities
for certain purchase obligations to minority shareholdings pursuant to IAS 32.
5 In order to better depict intraperiod fluctuations in average capital employed,
annual average capital employed is calculated as the arithmetic average of the
amounts at the beginning of the year and the end of the year.

Corporate Sustainability
Our many stakeholders—customers and suppliers, policymakers
and government agencies, the general public and the media,
environmental groups and charitable organizations, employees
and trade unions, business partners and competitors, and of
course our investors—have high expectations for us and our
industry. E.ON is expected to achieve three energy objectives
simultaneously: to make sure that the energy we supply is
1) secure and reliable, 2) friendly to the environment and the
earth’s climate, and 3) affordable for both our industrial and
residential customers. We are expected to treat our employees,
customers, and neighbors responsibly and to demand that
our supply chain meets high standards for environmental and
social performance. We strive to meet our stakeholders’ expec-
tations because we believe that this will, over the long term,
have a positive impact on our business performance. This is
reflected in our strategy—called “cleaner & better energy”—
which sets the course for transforming our existing business
and for seizing new business opportunities. Our strategy also
involves ensuring sound corporate governance and embedding
environmental and social performance in our business pro-
cesses. In dialog with our stakeholders we have defined the
main challenges we face and set targets for addressing them.
Our online Sustainability Report, which we prepare in accor-
dance with the guidelines of the Global Reporting Initiative,
describes these targets, tracks our performance, and generally
makes our sustainability efforts as transparent as possible.

Our report can be accessed via three navigation points, making
it easy for readers to obtain a quick overview and, if desired,
locate more detailed information on topics that interest them.
The navigation points are:
•
•
•

Strategy
Value Chain
Environmental, Social, and Governance (“ESG“) Perfor-
mance.

The Strategy navigation point highlights the sustainability
aspects of our “cleaner & better energy” strategy and its four
core components (investment, performance, Europe, outside
Europe) as well as the milestones we reached in 2013. Value
Chain describes the key challenges we face at each link of
our value chain and what we are doing to address them. ESG
Performance provides an overview of the issues and key
performance indicators that are typically the focus of sustain-
ability-oriented investors. These navigation points provide
links to detailed information about our sustainability action

areas (Climate Protection, Technology & Innovation, Environ-
mental Protection, Customer Orientation, Corporate Gover-
nance, Occupational Health and Safety, Human Resources,
and Community) as well as specific governance issues such
as corporate policies and guidelines, stakeholder manage-
ment, and risk management.

Reporting transparently and continually engaging with our
stakeholders enable us to engender trust and acceptance.

In 2013 E.ON began to conduct systematic water management
along our entire value chain, including the segments of our
supply chain. Our goal is to establish, by 2015, minimum stan-
dards that comply with the UN CEO Water Mandate. The
standards would apply to approvals processes, costs, water
availability, water intake, water discharge, and our supply
chain. The UN CEO Water Mandate is an internationally recog-
nized voluntary agreement as well as a network of organiza-
tions dedicated to improving water management worldwide.
In this regard, it is similar to the UN Global Compact, whose
ten principles E.ON has endorsed for many years.

In May 2013 we released a comprehensive sustainability
assessment of Walchensee, an E.ON hydroelectric station in
southern Bavaria. The results demonstrate how hydropower
can simultaneously deliver a strong climate, environmental,
and social performance. The Walchensee assessment makes
E.ON one of the first companies in the world to conduct an
official assessment according to the International Hydropower
Association’s new Hydropower Sustainability Assessment Pro-
tocol (“HSAP”). The results set an industry-wide benchmark
and will make a valuable contribution to E.ON’s risk manage-
ment. The knowledge we gained from this project gives us
a clear competitive advantage in the renewables marketplace.
We intend to utilize this knowledge primarily at the hydro
projects of our joint ventures outside Europe in line with our
strategy of “cleaner & better energy.” A number of companies
around the world have followed E.ON’s example and imple-
mented the HASP on their hydropower projects.

We have made more progress in responsible fuel procure-
ment. Bettercoal, an initiative launched by E.ON and six other
European energy utilities, reached an important milestone in
2013 by issuing the Bettercoal Code. The code was developed
in close consultation with a wide variety of stakeholders. The
consultation took place online and at public meetings in sev-
eral countries (South Africa, Columbia, Indonesia, and Russia).
The code reflects existing industry standards and Bettercoal
members’ expectations for their coal suppliers’ ethical, social,
and environmental performance. Bettercoal members have
pledged to comply with the code at their own mines. The code
is the basis for mine audits and self-assessments, which will
begin in 2014. Bettercoal increased its membership in 2013.
Bettercoal has established its organization and issued the code;
its next step will be to become operational.

More information about our sustainability strategy and our
performance is available at www.eon.com, where you will
also find our new Sustainability Report, which will be released
at the end of April 2014. It is not part of the Combined Group
Management Report.

Carbon Emissions and Intensity
Emissions data for our power and heat generation are seg-
mented by country in accordance with the EU Emissions
Trading Scheme. This differs from the segmentation for the
rest of our reporting.

Carbon Emissions from Power
and Heat Generation

2013
Million metric tons

Germany

United Kingdom

Spain

France

Italy

Other EU countries

E.ON Group (Europe only)

Russia1

E.ON Group

1Russia is not covered by the EU Emissions Trading Scheme.

CO2 emissions
35.4

14.8

3.3

6.9

6.8

11.8

79.0

35.3

114.3

Business Report

E.ON Group Carbon Intensity1
Metric tons of CO2 per MWh
Germany

United Kingdom

Spain

France

Italy

Other EU countries

E.ON Group (Europe only)2

Russia

E.ON Group3

2013

2012

0.40

0.58

0.57

0.83

0.45

0.29

0.44

0.55

0.45

0.38

0.68

0.64

0.82

0.48

0.27

0.44

0.56

0.46

1 Specific carbon emissions are defined as the amount of CO2 emitted for each
MWh of electricity generated.
2Includes renewables generation in Europe.
3 Includes renewables generation outside Europe (wind power in the United States).

E.ON emitted 114 million metric tons of CO2 from power and
heat generation in 2013, of which 79 million metric tons were
in Europe. This represents a significant decline—9 percent—
relative to 2012. It results from the fact that in 2013 we pro-
duced less power and, thanks to a higher proportion of
renewables, had a lower-carbon generation mix than in 2012.
Two of our coal-fired power stations in the United Kingdom
could no longer comply the EU’s Large Combustion Plant Direc-
tive and had to be closed in 2013. On the other hand, low coal
and carbon prices continued to favor coal-fired generation.
Starting in 2013, energy suppliers are no longer allocated EU
emission allowances at no cost to cover their power genera-
tion operations. They are only allocated allowances for a
portion of the heat they cogenerate. They must buy allowances
to cover their remaining carbon emissions in the EU. The mar-
ket value of the allowances E.ON acquired in 2013 was about
€265 million. Overall, our carbon intensity declined to 0.45 met-
ric tons per MWh owing to the above-described factors.
Reducing our carbon intensity in Europe remains our objective,
which we will achieve by 2025 by continuing to adjust our
generation mix.

Use of Net Value Added
E.ON is not only a reliable energy supplier. We are also a
mainstay of economic development and individual prosperity
in the regions and communities where we operate. Our com-
pany’s overall financial contribution is significant. We measure
it by means of net value added. This figure is the sum of the
value we add to our employees (wages, salaries, benefits),
government entities (taxes), lenders (interest payments), and
minority shareholders (minority interests’ share of our earn-
ings). In addition, we pay out a portion of our total earnings
as a dividend to our shareholders.

This calculation shows that our personnel expenses of €4.7 bil-
lion represented the largest component—44 percent—of
net value added and were more than twice as high as our net
income. These expenses declined by 9 percent relative to 2012
owing to disposals and our E.ON 2.0 efficiency-enhancement
program. In 2013 E.ON shows €1.8 billion in taxes, substantially
more than the €0.2 billion shown in 2012. In addition, many
communities received concession fees from E.ON companies.

Net Value Added

€ in millions

Value added1

Use

–

Employees

Wages, salaries, benefits

Government
entities

Lenders

Income taxes, other
taxes2

Interest payments3

Minority interests

Minority interests’ share
of income from continu-
ing operations

Net value added

–

Shareholders

Dividends4

2013

10,741

4,687

1,804

1,746

368

2,135

1,145

2012

9,709

5,166

194

1,772

424

2,152

2,097

1From continuing operations.
2Adjusted for deferred taxes; this item does not include additional government
levies, such as concession fees.
3Does not include the accretion of non-current provisions; includes capitalized
interest.
4Dividends are paid out of the value added from both continuing and discontin-
ued operations.

Employees
E.ON 2.0 and Restructuring
Implementing the extensive measures of E.ON 2.0, our Group-
wide efficiency-enhancement program, was a focal point of
our HR work in 2013. The involvement of employee represen-
tatives through the codetermination process in the countries
where E.ON operates was crucial to this effort.

Management and employee representatives agreed on a
variety of mechanisms and benefits for employees affected by
E.ON 2.0 staff reductions. This reflects E.ON’s commitment to
being a socially responsible employer.

Thanks to these measures and to voluntary-resignation pro-
grams, we achieved our staff-reduction targets for 2013. Further
E.ON 2.0 staff reductions by the end of 2014 are planned.

Across E.ON, the further implementation of E.ON 2.0 measures
remains a key focus of HR work in 2014 as well. Employee
representatives in each E.ON country will continue to be
involved in this process.

In addition, we continue to focus on using recruiting to help
ensure smooth successions. Amid the intense global compe-
tition for talent, remaining attractive to recent university
graduates is a significant challenge for us as an employer. The
E.ON Graduate Program, our 24-month international trainee
program, has for years been an appealing option for joining
our company. Participants are assigned a mentor, receive
special training, and gain experience during rotations at dif-
ferent E.ON units.

In 2013 this program enabled us to recruit 27 recent gradu-
ates for E.ON units in Germany (our global units, support
functions, and the Germany regional unit). The participants
reflect the emphasis E.ON places on diversity:
•

they will work in a wide range of job families (including
engineering, IT, finance, trading, and HR)
they come from around the world (including Nepal,
Ukraine, Tanzania, Singapore, Venezuela, and the United
States)

•

• more than 40 percent are women.

Diversity
Gender is a special focus of our diversity management. Our
ambitious objective for our organization as a whole is to more
than double the percentage of women in executive positions
and to raise it to 14 percent in Germany by the end of 2016.

We support the achievement of this objective through a variety
of measures. Each unit has specific targets, and progress
towards these targets is monitored at regular intervals. We have
also revised our Group-wide guidelines for filling management
positions. At least one male and one female must be consid-
ered as potential successors for each vacant management
position. Many units also have support mechanisms in place,
including mentoring programs for female managers and next-
generation managers, the provision of daycare, flexible work
schedules, and home-office arrangements. Significantly
increasing the percentage of women in our internal talent pool
is a further prerequisite for raising, over the long term, their
percentage in management and top executive positions.

Collaborative Partnership with Employee
Representatives
E.ON places a strong emphasis on working with employee
representatives as partners. This collaborative partnership is
integral to our corporate culture. E.ON was transformed into a
European Company (“SE”) in 2012. At the start of 2013 the
E.ON SE Works Council met for the first time. Its members come
from all European countries in which E.ON operates. Under
the SE Agreement, the E.ON SE Works Council is informed and
consulted about all issues that transcend national borders.

Alongside the forms of codetermination required by law in
European countries outside Germany, the involvement of
employee representatives in these countries is fostered by the
SE Agreement, by collaboration at the Group level, and by
the Agreement on Minimum Standards for Restructuring
Measures, which was concluded between management and
the European Works Council (the forerunner of the SE Works
Council) in 2010.

The E.ON Group’s restructuring included the adoption of a
functionally oriented management model. This has created
new challenges to the maintenance of a collaborative partner-
ship with works councils. E.ON is meeting these challenges.
In Germany, for example, management discussed the current
situation and new forms of collaboration with the Group
Works Council and with the chairpersons of the works councils
of E.ON companies in Germany (or in some cases their repre-
sentatives) at the Group Works Council Conference. The new
forms of collaboration are to be established in 2014 by under
a new Social Partnership Agreement.

Talent Management
The foundation of our strategic, needs-oriented talent manage-
ment is the Management Review Process, which we conducted
in 2013 as well. It helps ensure the continued professional
development of individual managers and executives and of
the entire organization. It also creates transparency about
our current talent situation and our needs for the future.
Based on the results of the review, we can identify areas for
action and implement specific measures to ensure a smooth
succession at individual units or in individual job families.
A key task for our talent management in the years ahead will
be to continue to internationalize our talent pool. To ensure
that our talent has the necessary international competencies
to drive our business, the High Potential Programs introduced
last year will be given a more international focus.

Business Report

Many of these measures are already having an impact. A year-
on-year comparison shows that in 2013 the percentage of
female executives increased to 14 percent across E.ON and to
11 percent in Germany. Our progress is receiving recognition
outside our company as well. E.ON again received the Total
E-Quality Seal for exemplary HR policies based on equal oppor-
tunity. E.ON was also honored with the Employers Network
for Equality & Inclusion Award for its integrative and diversity-
oriented hiring processes and the FIRM Award for the best
diversity and inclusion recruiting process.

Workforce Figures
At year-end 2013 the E.ON Group had 62,239 employees world-
wide, a decline of about 14 percent from year-end 2012. E.ON
also had 1,534 apprentices in Germany and 205 board members
and managing directors worldwide.

Employees1

Generation

Renewables

Global Commodities

Exploration & Production

Germany

Other EU Countries

Russia

Group Management/Other2

Total

December 31

2013

8,687

1,745

1,449

219

12,430

27,312

5,019

5,378

62,239

2012

10,055

1,846

2,190

183

17,983

28,628

5,038

6,160

72,083

+/- %

-14

-5

-34

-31

-5

–

-13

-14

Hiring to fill already budgeted positions, particularly in Norway,
was responsible for the increase at Exploration & Production.

The headcount at the Germany regional unit was lower mainly
because of the sale of stakes in E.ON Thüringer Energie, E.ON
Westfalen Weser, E.ON Energy from Waste, and E.ON Mitte and
because of E.ON 2.0 staff reductions.

The decline in the number of employees at Other EU Countries
is chiefly attributable to disposals at the Czechia regional
unit, a derecognition at the Spain regional unit, and E.ON 2.0
efficiency enhancements, particularly in the United Kingdom
and Czechia. These effects were partially offset by an increase
in headcount at our gas business in Romania and by the rec-
ognition of E.ON Connecting Energies.

Non-EU Countries’ headcount declined slightly from the figure
at year-end 2012.

The derecognition of Arena One along with turnover and
E.ON 2.0 staff reductions led to a significant decline in the
number of employees at Group Management/Other. These
effects were partially offset by transfers and new hires relating
to the centralization of support functions.

Geographic Profile
At year-end 2013, 38,610 employees, or 62 percent of all staff,
were working outside Germany, 6 percentage points more
than at year-end 2012.

1Does not include board members, managing directors, or apprentices.
2Includes E.ON IT Group.

Employees by Country1

Generation’s headcount was lower due mainly to staff reduc-
tions as part of E.ON 2.0 and the closure and sale of power
stations. These effects were partially counteracted by the hiring
of apprentices as full-time employees.

The decline at Renewables resulted from normal turnover
(for which not all positions had yet been filled) and from
E.ON 2.0 staff reductions. This was partly offset by hiring at
the wind business in North America.

Global Commodities’ headcount declined significantly because
of the disposal of a subsidiary in Hungary, the transfer of
employees to other segments, and E.ON 2.0 staff reductions.

Germany

United Kingdom

Romania

Russia

Hungary

Sweden

Czechia

Spain

Other2

Dec. 31, 2013

Dec. 31, 2012

23,629

11,053

6,903

5,028

4,842

3,248

3,066

1,126

3,344

31,548

11,556

6,324

5,050

5,246

3,360

3,451

1,240

4,308

1Figures do not include board members, managing directors, or apprentices.
2Includes Italy, France, the Netherlands, Poland, and other countries.

Gender and Age Profile, Part-Time Staff
At the end of 2013, 28.6 percent of our employees were women,
slightly more than at the end of 2012. The average E.ON Group
employee was about 43 years old and had worked for us for
about 14 years.

Employees by Age

Percentages at year-end

30 and younger

31 to 50

51 and older

2013

2012

A total of 4,605 E.ON Group employees were on a part-time
schedule, of whom 3,368, or 73 percent, were women. Employee
turnover resulting from voluntary terminations averaged
3.53 percent across the organization, slightly lower than in
the prior year.

Occupational Health and Safety
Occupational health and safety have the highest priority at
E.ON. A key performance indicator (“KPI”) for our safety is
total recordable injury frequency (“TRIF”), which measures the
number of fatalities, lost-time injuries, restricted-work injuries,
and medical-treatment injuries per million hours of work (our
TRIF figures also include E.ON companies that are not fully
consolidated but over which E.ON has operational control). E.ON
employees’ TRIF in 2013 was 2.6, unchanged from the prior year.
Our units’ safety performance is a component of the annual
personal performance agreements of the Board of Manage-
ment members and executives responsible for these units.

We use KPIs to monitor and continually improve our safety
performance. To ensure continuous improvement, our units
design safety improvement plans based on a management
review of their performance in the prior year. The results of the
implementation of these plans are also used as preventive
performance indicators. Despite all our successes in occupa-
tional safety, it remains our objective to prevent accidents
or other harmful effects on the health of our employees and
contractors by consistently implementing uniform HSE man-
agement systems.

Compensation, Pension Plans, Employee
Participation
Attractive compensation and appealing fringe benefits are
essential to a competitive work environment. Company con-
tributions to employee pension plans represent an important
component of an employee’s compensation package and
have long had a prominent place in the E.ON Group. They are
an important foundation of employees’ future financial secu-
rity and also foster employee retention. E.ON companies supple-
ment their company pension plans with attractive programs
to help their employees save for the future. Another factor in
employee retention is enabling them to participate in their
company’s success. This includes the performance rights (with
a multi-year term) granted to executives under the E.ON
Share Matching Plan.

Our employee stock purchase program remains attractive
thanks to a partially tax-free company contribution. In 2013,
13,492 employees purchased a total of 1,057,296 shares of
E.ON stock; 51 percent of employees participated in the pro-
gram, a slight increase from the prior-year figure (49 percent).

Apprenticeships
E.ON continues to place great emphasis on vocational training
for young people. The E.ON Group had a total of 1,534 appren-
tices and work-study students in Germany in 2013. Established
in 2003, the E.ON training initiative to combat youth unemploy-
ment was continued in 2013. It helped more than 850 young
people in Germany get a start on their careers through intern-
ships to prepare them for an apprenticeship as well as
school projects and other programs.

Apprentices in Germany

Germany

Generation

Group Management/Other

Global Commodities

Renewables

E.ON Group

Dec. 31, 2013

954

394

1,534

Subsequent Events Report

Subsequent Events

There were no events subsequent to December 13, 2013, that
had a material impact on E.ON’s earnings, financial, or asset
situation.

Forecast Report

Business Environment

Macroeconomic Situation
The OECD expects the global economy to continue to grow at
a moderate rate in 2014 and 2015, although prospects remain
extremely uncertain. Growth will be driven by expansive
monetary policies and not hindered by adverse effects from
government budgets.

Economic growth in the United States is expected to accelerate
on higher demand for consumption and investment goods.
But the OECD also considers future U.S. fiscal and monetary
policies to be sources of substantial uncertainty.

The euro zone’s economy faces similarly substantial uncertainty
but is expected to expand in 2014 and 2015, also on higher
demand for consumption and investment goods.

The OECD expects the economies of Brazil, Russia, and Turkey
to grow in 2014 and 2015. The drivers will be rising infrastruc-
ture investments in Brazil and Russia and robust growth in
private consumption in Turkey.

In view of the monetary and fiscal policy debates in 2013 in
the United States and in the euro zone, the OECD believes
that economic recovery will continue to face significant risks
in the future, especially possible disruptions stemming from
the euro zone’s fragile financial sector.

Energy Markets
We expect power and fuel markets to continue to be very sen-
sitive to macroeconomic developments and policy decisions
and therefore to be generally more volatile in 2014 and 2015.

The oil market is currently displaying a classic backwardation
pattern, with prices for nearby months higher than prices for
forward months. This trend could continue in the years ahead,
since the market will continue to be driven by geopolitical
events and economic fundamentals. Demand for oil in the
petrochemicals sector and particularly in the transportation
sector—mainly from Asia—is expected to continue to increase.
But this will be accompanied by significantly higher production
in non-OPEC countries (including unconventional produc-
tion—tight oil and oil sands—in North America), which could
actually more than offset the increase in demand in 2014 and
2015. This would force OPEC to curtail production to prevent
oversupply.

Europe’s coal market (API#2 index) is oversupplied, a situation
supported by a slower rate of growth in China’s demand for
imported coal. As a result, coal prices in Europe declined by
about 20 percent in 2013. However, the price for next-year
delivery rose to a slightly higher level at the start of 2014, mainly
in response to expectations that Columbia would export sig-
nificantly less coal in the first quarter of 2014 owing to delays
in the commissioning of new, government-mandated loading
facilities. When the problems are solved and the facilities
become operational, it is very likely that coal prices will fall
again. Freight rates are expected to increase slightly, although
this will depend on the degree to which the oversupply of
ships is reduced.

Wholesale gas prices for next-year delivery remained nearly
constant at Europe’s trading hubs throughout 2013, with the
demand and supply sides largely offsetting each other: lower
demand from gas-fired power stations was accompanied by
lower LNG imports owing to continued high demand in Asian
markets. Mild weather in the first quarter could lead to a
decline in European gas prices in 2014. However, price increases
due to extraordinary events (extreme weather, unanticipated
supply bottlenecks, political instability in some producer
countries) cannot be ruled out.

Prices for EU carbon allowances (“EUAs”) under the European
Emissions Trading Scheme will probably be primarily influenced
by the back-loading process. Once in place, back-loading will
significantly reduce the number of EUAs that can be acquired
through auctions. Unlike in the industrial sector, in the power
sector relatively few EUAs are allocated at no cost. As a result
of the reduction of EUAs in circulation, power plant operators
will likely have to buy EUAs from market participants that
have surplus allowances. It is anticipated that increased EUA
trading will lead to higher prices. By how much is uncertain
and will depend to a large degree on the behavior of market
participants with EUAs to offer.

Near-term and medium-term power prices in Germany will
continue to be determined largely by the price of hard coal
and EUAs. However, the addition of more renewables capacity
and numerous new, technologically advanced coal-fired
power plants, which are scheduled to enter service in 2014
and 2015, could put further downward pressure on prices.
This trend will be resisted to some degree by the rise in Ger-
many’s exports of inexpensive renewables power, which sup-
ports domestic power prices. Nevertheless, the EEX price of
baseload power for next-year delivery has been falling steadily,
which indicates that the market expects generally lower
prices going forward.

Power prices for 2014 and 2015 in the United Kingdom will
depend increasingly on the development of domestic gas
prices and carbon prices. The demand for power in the United
Kingdom is expected to rise slightly going forward, which
could at least partially counteract the downward pressure on
prices resulting from low power prices in continental Europe
and from the addition of new wind capacity.

In the near term, prices on the Nordic power market will
continue to depend primarily on the weather and therefore
on water reservoir levels. In the long term, the further devel-
opment of renewables in the Nordic market and in Germany
will be a decisive factor and can be expected to put signifi-
cant downward pressure on prices. The commissioning of
Estlink 2 transmission cable and NordBalt cable (scheduled
for 2016) is expected to result in closer price coupling in the
Baltic market and higher net exports.

Our power production for 2014 and 2015 is already almost
completely hedged. Our hedging practices will, over time,
serve to increase the hedge rate of subsequent years. As an
example, the graph below shows the hedge rate for our
European outright portfolio, which essentially consists of our
non-fossil power production from nuclear and hydro assets..

European Outright Portfolio

Percentages

Range of hedged generation

2014

2015

2016

100

Employees

The number of employees in the E.ON Group (excluding appren-
tices and board members/managing directors) will decline
by year-end 2014 due to the implementation of E.ON 2.0.

Anticipated Earnings Situation

Forecast Earnings Performance
Our forecast for full-year 2014 earnings continues to be signifi-
cantly influenced by the difficult business environment in the
energy industry.

We currently expect our 2014 EBITDA to be in a range from
€8 to €8.6 billion. This forecast factors in the loss of earnings
streams through asset sales under our divestment program.
Adverse effects will result from the start of the new power
regulation period in Germany and from a deterioration of the
earnings situation at Russia and Global Commodities. The
expansion of production at Exploration & Production will have
a positive impact on earnings. We also expect further effects
from the measures taken under our E.ON 2.0 efficiency-
enhancement program.

We expect our 2014 underlying net income to be between
€1.5 and €1.9 billion.

Forecast Report

At Non-EU Countries, we expect Russia’s 2014 EBITDA to be
significantly below the prior-year level owing to regulatory
changes and a weakening of the ruble.

Anticipated Dividend Development
As in 2013, the dividend target payout ratio will continue to
be 50 to 60 percent of underlying net income.

Anticipated Financial Situation

Planned Funding Measures
We expect to have no funding needs in 2014 at the Group level.
We expect to be able to fund our investment expenditures
planned for 2014 and the dividend payout by means of oper-
ating cash flow and proceeds from disposals. Any peaks in
the Group’s funding needs during the course of the year can
be dealt with by issuing commercial paper.

In managing our capital structure, our medium-term target
debt factor is less than 3. In addition, E.ON plans, among
other things, to generate positive free cash flow (defined as
operating cash flow less investments and the dividend pay-
out) by 2015.

Planned Investments
Our medium-term plan calls for investments of €4.9 billion
in 2014. About one fifth will go toward the maintenance of
our existing assets, the rest toward business expansion. The
main geographic focus of our investments will continue to
be Germany, where they will go primarily toward the mainte-
nance and expansion of our power and gas infrastructure
and toward renewable and conventional power generation.

Investments: 2014 Plan

Generation

Renewables

Global Commodities

Exploration & Production

Germany

Other EU Countries

Non-EU Countries

Group Management/Consolidation

Total

€ in billions

Percentages

0.8

1.3

0.1

0.2

0.8

1.1

0.5

0.1

4.9

100

Our forecast by segment:

EBITDA1

€ in billions

Generation

Renewables

Global Commodities

Exploration & Production

Germany

Other EU Countries

Non-EU Countries

Total

1Adjusted for extraordinary effects.

2014 (forecast rela-
tive to prior year)

slightly above

on par

significantly below

significantly above

significantly below

slightly below

significantly below

2013

1,882

1,431

352

1,070

2,413

2,173

533

9,315

We expect Generation’s 2014 EBITDA to be slightly above the
prior-year figure. Price developments on the wholesale market
will continue to be a negative factor. The commissioning of
unit 3 at Maasvlakte power station in the Netherlands and the
further progress of our efficiency-enhancement and cost-cut-
ting program will have a positive impact on earnings.

We anticipate that Renewables’ 2014 EBITDA will be at the
prior-year level. Anticipated book gains on the sales under
our build-and-sell strategy in Europe and North America will
serve to increase EBITDA. The reduction in generating capac-
ity resulting from the disposal of hydroelectric capacity in
conjunction with our market entry in Turkey in 2013 along with
continued declining prices for power deliveries from storage
and pumped-storage hydroelectric stations will be counter-
vailing factors.

We expect Global Commodities’ 2014 EBITDA to be significantly
below the prior-year figure owing to the very difficult market
environment in the power and gas business in 2014 and the
disposal of its Hungarian business in 2013. Narrower margins in
the gas-storage business will continue to be a negative factor.

We expect Exploration & Production’s 2014 EBITDA to signifi-
cantly surpass the prior-year figure. Increased production at
gas fields in the North Sea will be the main earnings driver.

We expect the Germany regional unit’s 2014 EBITDA to be
significantly below the prior-year level, mainly because of
disposals. In addition, the start of the new power regulation
period will have an adverse impact.

2014 EBITDA at Other EU Countries is expected to be slightly
below the prior-year level, mainly because of the absence of
compensation payments for renewables feed-in at our Czechia
regional unit’s distribution business.

We plan to invest €0.8 billion to maintain and expand Gener-
ation’s portfolio of assets, including new-build projects such as
Maasvlakte 3 and Datteln 4.

We plan to invest about €1.3 billion in our Renewables segment.
The main focus will be on offshore wind farms (such as
Amrumbank West and Humber) and onshore farms in Europe
and onshore farms in the United States.

Global Commodities will invest approximately €0.1 billion,
mainly in gas-storage infrastructure.

Most of Exploration & Production’s investments of €0.2 billion
will go toward developing gas and oil fields.

Our investments of €0.8 billion at the Germany segment
consist in particular of numerous individual investments to
expand our intermediate- and low-voltage networks, switching
equipment, and metering and control technology as well as
other investments to ensure the reliable and uninterrupted
transmission and distribution of electricity.

About one fifth of our investments are earmarked for Other
EU Countries and will consist primarily of investments to
maintain and expand our regional energy networks in Sweden,
Hungary, and Czechia.

We plan to invest about €0.5 billion at Non-EU Countries in
2014, mainly to continue ongoing generation new-build projects,
particularly the new generating unit at Berezovskaya GRES
in Russia.

The E.ON Group’s planned investments for 2015 total about
€4.3 billion. Our Germany and Other EU Countries segments
will each account for about one fifth of investments. Slightly
more than one quarter will go toward expanding Renewables’
operations. The remainder is earmarked, in particular, for our
Generation segment, our power generation business in Russia,
our business outside Europe, and our distributed-generation
business.

General Statement on E.ON’s Future Development

Our 2013 results were solid. But they clearly reflected the fact
that our business and regulatory environment in Europe—
primarily the ramifications of the transformation of Germany’s
energy system and the related insufficient market prices for
conventional energy—had a tangible adverse impact on our
business. We therefore further intensified our efforts to pro-
actively and systematically adjust E.ON to its rapidly changing
business environment. Solid finances are the foundation
of our company’s future. Acting with foresight, we launched
E.ON 2.0 back in 2011. Its purpose is to achieve lasting cost
reductions across all our Group’s businesses and processes
and to markedly improve our efficiency. E.ON 2.0 is on sched-
ule. We will have initiated and largely completed most of
the main measures by the end of 2014. We also made progress
improving the profitability of our operating business. Our
primary focus is on our conventional generation business,
which continues to be adversely affected by market dis-
locations and interventionist government policies. Examples
of the latter are the coal tax in the Netherlands but, above
all, Germany’s transformation of its energy system. Our gen-
eration business’s unsatisfactory earnings in many parts of
Europe underscore the urgent need for action. We will be even
more rigorous about reducing costs and enhancing efficiency
in this business. We continually assess the profitability of
individual assets and have already decided to close certain
assets in France, the United Kingdom, and Germany. We know
that in the next few years our business will only generate
limited funds for new investments. Our investments in 2014
and 2015 will be significantly lower than in 2013. Alongside
necessary maintenance and network investments, we will focus
on selectively expanding our growth businesses like renew-
ables and our operations outside Europe in order to lay the
foundation for future growth.

This Combined Group Management Report contains certain forward-looking statements based on E.ON management’s current assumptions and forecasts and other currently avail-
able information. Various known and unknown risks, uncertainties, and other factors could lead to material differences between E.ON’s actual future results, financial situation, devel-
opment or performance and the estimates given here. E.ON assumes no liability whatsoever to update these forward-looking statements or to conform them to future events or
developments.

Risk Report

Risk Management System

Risk Committee

E.ON SE
Board of Management

E.ON SE Supervisory Board

Audit and Risk Committee

Audit Report

Internal Audit

Quarterly KonTraG Risk
Reporting

Audits

Planning and Controlling
Process

Earnings Report/
Medium-Term Planning

Additional Reports on
E.ON Group Financial
Management (inclu-
ding Liquidity)

Additional Separate
Reports on E.ON Group
Commodity and Credit
Risks

Market Risks

Operational Risks

External Risks

Strategic Risks

Technological Risks

Counterparty Risks

Risk Management, Monitoring, and Reporting

Generation

Renewables

Global
Commodities

Exploration
& Production

Germany

Other EU
Countries

Non-EU
Countries

Group
Management/
Consolidation

Our risk management system consists of a number of com-
ponents that are embedded into E.ON’s entire organizational
structure and processes. As a result, our risk management
system is an integral part of our business and decision-making
processes. The key components of our risk management sys-
tem include our Group-wide guidelines and reporting systems;
our standardized Group-wide strategy, planning, and controlling
processes; Internal Audit activities; the separate Group-wide
risk reporting conducted pursuant to the Corporate Sector Con-
trol and Transparency Act (“KonTraG”); and the establishment
of risk committees. Our risk management system reflects
industry best practice and is designed to enable management

to recognize risks early and to take the necessary counter-
measures in a timely manner. We continually review our
Group-wide planning, controlling, and reporting processes to
ensure that they remain effective and efficient. As required
by law, the effectiveness of our risk management system is
reviewed regularly by Internal Audit. Our risk management
system encompasses all fully consolidated E.ON Group com-
panies and all companies accounted for using the equity
method whose book value exceeds €50 million.

We use systematic risk management to monitor and control
our interest-rate and currency risks and manage these risks
using derivative and non-derivative financial instruments.
Here, E.ON SE plays a central role by aggregating risk positions
through intragroup transactions and hedging these risks in
the market. Due to its intermediary role, E.ON SE’s risk position
is largely closed.

Managing Strategic Risks
We have comprehensive preventive measures in place to
manage potential risks relating to acquisitions and invest-
ments. To the degree possible, these measures include, in
addition to the relevant company guidelines and manuals,
comprehensive due diligence, legally binding contracts, a
multi-stage approvals process, and shareholding and project
controlling. Comprehensive post-acquisition projects also
contribute to successful integration.

Managing Operational Risks
Our IT systems are maintained and optimized by qualified
E.ON Group experts, outside experts, and a wide range of
technological security measures. In addition, the E.ON Group
has in place a range of technological and organizational
measures to counter the risk of unauthorized access to data,
the misuse of data, and data loss.

Managing External Risks
We engage in intensive and constructive dialog with govern-
ment agencies and policymakers in order to manage the risks
resulting from the E.ON Group’s policy, legal, and regulatory
environment. Furthermore, we strive to conduct proper project
management so as to identify early and minimize the risks
attending our new-build projects.

We attempt to minimize the operational risks of legal pro-
ceedings and ongoing planning processes by managing
them appropriately and by designing appropriate contracts
beforehand.

Risk Management and Insurance

E.ON Risk Consulting GmbH, a wholly owned subsidiary of
E.ON SE, is responsible for insurance-risk management in the
E.ON Group. It develops and optimizes solutions for E.ON’s
operating risks by using insurance and insurance-related instru-
ments and secures the necessary coverage in international
insurance markets. To this end, E.ON Risk Consulting GmbH is,
among other things, responsible for management of client
data and insurance contracts, claims management, the account-
ing of risk covering and claims, and all associated reporting.

Risk Committee

In compliance with the provisions of Section 91, Paragraph 2,
of the German Stock Corporation Act relating to the estab-
lishment of a risk-monitoring and early warning system, the
E.ON Group has a Risk Committee. The Risk Committee, with
support from relevant divisions and departments of E.ON SE
and E.ON Global Commodities SE, ensures that the risk strat-
egy defined by the Board of Management, principally the
commodity and credit risk strategy, is implemented, complied
with, and further developed.

Further Risk-Limitation Measures

In addition to the above-described components of our risk
management, we take the following measures to limit risk.

Managing Market Risks
We use a comprehensive sales management system and
intensive customer management to manage margin risks.

In order to limit our exposure to commodity price risks, we
conduct systematic risk management. The key elements of our
risk management are, in addition to binding Group-wide poli-
cies and a Group-wide reporting system, the use of quantitative
key figures, the limitation of risks, and the strict separation
of functions between departments. Furthermore, we utilize
derivative financial instruments that are commonly used in
the marketplace. These instruments are transacted with finan-
cial institutions, brokers, power exchanges, and third parties
whose creditworthiness we monitor on an ongoing basis. The
Global Commodities unit aggregates and consistently man-
ages the price risks we face on Europe’s liquid commodity
markets. This includes proprietary commodity trading, which
is conducted in accordance with detailed guidelines and
within narrowly defined limits.

Risk Report

Managing Technological Risks
To limit technological risks, we will continue to improve our net-
work management and the optimal dispatch of our generation
assets. At the same time, we are implementing operational
and infrastructure improvements that will enhance the reliabil-
ity of our generation assets and distribution networks, even
under extraordinarily adverse conditions. In addition, we have
factored the operational and financial effects of environmen-
tal risks into our emergency plan. They are part of a catalog
of crisis and system-failure scenarios prepared for the Group
by our incident and crisis management team.

Furthermore, the following are among the comprehensive
measures we take to address technological risks:
•

systematic employee training, advanced training, and
qualification programs
further refinement of our production procedures, pro-
cesses, and technologies
regular facility and network maintenance and inspection
company guidelines as well as work and process instruc-
tions
quality management, control, and assurance
project, environmental, and deterioration management
crisis-prevention measures and emergency planning.

•

•
•

•
•
•

Risk Situation

In 2013 we put in place a new IT-based system for reporting
risks and opportunities and also made slight adjustments to
our risk categories. Our categories are now market risks
(commodity-price, margin, market-liquidity, foreign-exchange,
and interest-rate risks), operational risks (IT, process, and per-
sonnel risks), external risks (policy and legal risks, regulatory
risks, risks from public consents processes, risks from long-
term market developments, and reputation risks), strategic
risks (risks resulting from investments and disposals), tech-
nological risks (risks relating to the operation of power plants,
networks, and other facilities; environmental and new-build
risks), and counterparty risks (credit and country risks). E.ON
SE departments and the major Group companies report
quantifiable and unquantifiable risks into the reporting system
according to these categories. We categorize the earnings
impact of risks as low (under €0.5 billion), intermediate
(€0.5 to €1 billion), high (€1 to €5 billion), and very high (over
€5 billion). These are risks that have been quantified by
means of, for example, statistical methods, simulations, and
expert opinion, presupposing the worst case for each risk.
The graphic below shows the number of risks in each category;
risks of the same type are aggregated into a risk group.

Should an accident occur despite the measures we take, we
have a reasonable level of insurance coverage.

Number of Risks per Risk Category

Very high

High

Intermediate

Low

Managing Counterparty Risks
We use a Group-wide credit risk management system to sys-
tematically monitor the creditworthiness of our business
partners on the basis of Group-wide minimum standards. We
manage our credit risk by taking appropriate measures, which
include obtaining collateral and setting limits. The E.ON Group’s
Risk Committee is regularly informed about all material credit
risks. A further component of our risk management is a conser-
vative investment strategy and a broadly diversified portfolio.

Note 30 to the Consolidated Financial Statements contain
detailed information about the use of derivative financial
instruments and hedging transactions. Note 31 describes the
general principles of our risk management and applicable
risk metrics for quantifying risks relating to commodities, credit,
liquidity, interest rates, and currency translation.

External risks

1 3

Technological
risks

2 2 5

Operational
risks

Market risks

3 2

Strategic risks

Counterparty
risks

2 3

In the normal course of business, we are subject to a number
of risks that are inseparably linked to the operation of our
businesses.

The E.ON Group, and thus E.ON SE, is exposed to the following
main risks:

Market Risks
Our units operate in an international market environment
that is characterized by general risks relating to the business
cycle. In addition, the entry of new suppliers into the market-
place along with more aggressive tactics by existing market
participants has created a keener competitive environment
for our electricity business in and outside Germany which could
reduce our margins. Our Global Commodities unit continues
to face considerable competitive pressure in its gas business.
Competition in the gas market and increasing trading vol-
umes at virtual trading points and gas exchanges could result
in considerable volume risks for natural gas purchased under
long-term take-or-pay contracts. Generally, long-term gas pro-
curement contracts between producers and importers include
the possibility of adjusting them to reflect continually changing
market conditions. On this basis, we conduct ongoing, inten-
sive negotiations with our producers.

In addition, our Global Commodities unit has booked LNG
regasification capacity in the Netherlands and the United
Kingdom well into the future, resulting in payment obligations
through 2031 and 2029, respectively. A deterioration of the
economic situation, a decline in LNG available for the North-
west European market, and/or a decline in demand could
result in a lower utilization of regasification capacity than
originally planned.

The demand for electric power and natural gas is seasonal,
with our operations generally experiencing higher demand
during the cold-weather months of October through March
and lower demand during the warm-weather months of April
through September. As a result of these seasonal patterns,
our sales and results of operations are higher in the first and

fourth quarters and lower in the second and third quarters.
Sales and results of operations for all of our energy operations
can be negatively affected by periods of unseasonably warm
weather during the autumn and winter months. Our units in
Scandinavia could be negatively affected by a lack of precipi-
tation, which could lead to a decline in hydroelectric genera-
tion. We expect seasonal and weather-related fluctuations in
sales and results of operations to continue.

The E.ON Group’s business operations are exposed to commodity
price risks. We mainly use electricity, gas, coal, carbon-allow-
ance, and oil price hedging transactions to limit our exposure
to risks resulting from price fluctuations, to optimize systems,
to conduct load balancing, and to lock in margins.

E.ON’s international business operations exposes it to risks
from currency fluctuation. One form of this risk is transaction
risk, which occurs when payments are made in a currency
other than E.ON’s functional currency. Another form of risk is
translation risk, which occurs when currency fluctuations
lead to accounting effects when assets/liabilities and income/
expenses of E.ON companies outside the euro zone are trans-
lated into euros and entered into our Consolidated Financial
Statements. Currency-translation risk results mainly from trans-
actions denominated in U.S. dollars, pounds sterling, Swedish
kronor, Russian rubles, Norwegian kroner, Hungarian forints,
Brazilian reals and Turkish lira.

E.ON faces earnings risks from financial liabilities and interest
derivatives that are based on variable interest rates.

In addition, E.ON also faces risks from price changes and losses
on the current and non-current investments it makes to
cover its non-current obligations, particularly pension and
asset-retirement obligations.

Risk Report

The reactor accident in Fukushima led the political parties in
Germany’s coalition government to reverse their policy
regarding nuclear energy. After extending the operating lives
of nuclear power plants (“NPPs”) in the fall of 2010 in line
with the stipulations of that government’s coalition agreement,
the federal government rescinded the extensions in the
thirteenth amended version of Germany’s Atomic Energy Act
(“the Act”) and established a number of stricter rules. E.ON
considers the nuclear phaseout, under the current legislation,
to be irreconcilable with our constitutionally protected right
to property and right to operate a business. It is our view that
such an intervention is unconstitutional unless compensation
is granted for the rights so deprived and for the resulting
stranded assets. Consequently, in mid-November 2011 E.ON
filed a constitutional complaint against the thirteenth amend-
ment of the Act to Germany’s Constitutional Court in Karlsruhe.
The nuclear-fuel tax remains at its original level after the
rescission of operating-life extensions. We believe that this
contravenes Germany’s constitution and European law. E.ON
is therefore instituting administrative proceedings and taking
legal action against the tax as well.

The Site Selection Act (Standortauswahlgesetz, or “StandAG”)
took effect in 2013. It calls for the study of Gorleben to be
suspended and for Gorleben to remain open but frozen in its
current state. The StandAG establishes a new levy that
imposes the cost burden on entities with a disposal obligation.
It estimates that the industry as a whole will face additional
costs of more than €2 billion. The StandAG also calls for an
addendum to the Atomic Energy Act that establishes a new
obligation for nuclear operators to store reprocessing waste
at intermediate storage facilities in close proximity to their
nuclear power stations. This obligation took effect on January 1,
2014. We content that such a passthrough of costs is uncon-
stitutional as long as Gorleben has not been deemed unsuit-
able. E.ON is taking legal action against it.

Operational Risiks
The operational and strategic management of the E.ON
Group relies heavily on complex information technology. We
outsourced our IT infrastructure to an external service pro-
vider in 2011. Among our IT risks are the unauthorized access
to data, the misuse of data, and data loss.

In addition, our operating business potentially faces risks
resulting from human error and employee turnover.

External Risks
The political, legal, and regulatory environment in which the
E.ON Group does business is also a source of external risks.
Changes to this environment can lead to considerable uncer-
tainty with regard to planning.

Generation
E.ON is building a hard-coal-fired power plant in Datteln, Ger-
many (“Datteln 4”). The plant is designed to have a net elec-
tric capacity of about 1,055 MW. E.ON has invested more than
€1 billion in the project so far. The Münster Superior Adminis-
trative Court (“SAC”) issued a ruling declaring void the City of
Datteln’s land-use plan. This ruling was subsequently upheld
by the Federal Administrative Court (“FAC”) in Leipzig. Conse-
quently, a new planning process is being conducted to reestab-
lish a reliable planning basis for Datteln 4. On the regional
planning side, the Regionalverband Rhein-Ruhr has issued per-
mission to modify the regional development plan and to
deviate from the planning objective. The second public disclo-
sure of the planning documents in the City of Datteln’s pro-
cess to issue the project-related development plan lasted until
February 7, 2014. In December 2013 the City of Datteln decided
to hold a second public disclosure in order to avoid legal risks.
On the consents side, the contested partial consents were
rescinded by administrative order in December 2013 after the
annulment of the preliminary ruling on pollution abatement
took legal effect. In view of the ongoing planning processes,
the consents process to be conducted, and the current policy
environment, we currently anticipate additional delays relative
to Datteln 4’s originally planned date of commissioning. E.ON
is taking provisional measures to ensure the supply of district
heating and of traction power until Datteln 4 becomes opera-
tional, which we continue to assume will happen. In principle,
these types of risks also attend our other power and gas new-
build projects.

Germany’s Energy Act (which was amended at the end of 2012)
and the Ordinance on Reserve Power Plants (Reservekraft-
werksverordnung, which was passed in 2013) contain new
regulatory restrictions for several areas, including power gen-
eration (in particular: restrictions on the decommissioning,
mothballing, or shutdown of generating units and rules for the
mandatory operation of generating units that are deemed
essential for maintaining power-system stability). These restric-
tions could affect the profitability of E.ON’s generation assets
in Germany.

Capacity markets will play an important role for E.ON in a
number of the electricity markets where it operates. Russia
and Spain already have capacity markets, and Sweden has a
reserve capacity market. France, Italy, and the United Kingdom
have already decided to create capacity markets. The United
Kingdom is expected to transform proposals into legislation
in 2014. Other countries, including Germany, intend to develop
and introduce capacity-market mechanisms over the medium
term. These reforms could affect E.ON’s generation operations.
They could create market-design risks for E.ON, which could
face a competitive disadvantage, particularly if there is a focus
on specific generation technologies or if some existing
assets are not included.

Exploration & Production
The amendments to Russia’s mineral extraction tax for gas con-
densate and natural fuel gas were promulgated in October
2013 and will take effect on July 1, 2014. Their earnings impact
in 2014 will not be material.

Global Commodities
In September 2011 the European Commission undertook inspec-
tions at the premises of several gas supply companies in Cen-
tral and Eastern Europe, including at E.ON Group companies.
The Commission investigated potential anticompetitive prac-
tices by Gazprom, possibly in collusion with other companies.
In September 2012, the Commission initiated a formal antitrust
proceeding against Gazprom to determine whether the com-
pany abused a dominant market position in breach of Article
102 of the Treaty on the Functioning of the European Union.

E.ON Global Commodities obtains most of the natural gas it
delivers to customers in and outside Germany pursuant to
long-term supply contracts with producers in Russia, Germany,
the Netherlands, and Norway. In addition to procuring gas on

a long-term, contractually secured basis, E.ON Global Com-
modities is active at various gas trading markets in Europe.
Because liquidity at these markets has increased considerably,
they represent a significant additional procurement source.
E.ON Global Commodities therefore has a highly diversified
gas procurement portfolio. Nevertheless, it faces a risk of
supply interruptions from individual procurement sources
resulting, for example, from technical problems at production
facilities or in the transmission system or other restrictions
that may affect transit. Such events are outside E.ON Global
Commodities’ control.

Germany
The E.ON Group’s operations subject it to certain risks relating
to legal proceedings, ongoing planning processes, and regu-
latory changes. These risks relate mainly to legal actions and
proceedings concerning contract and price adjustments to
reflect market dislocations or (including as a consequence of
the transformation of Germany’s energy system) an altered
business climate in the power and gas business, price increases,
alleged market-sharing agreements, and anticompetitive
practices. The legal proceedings concerning price increases
include legal actions to demand repayment of the increase
differential in conjunction with court rulings that certain
price-adjustment clauses used in the special-customer segment
in years past are invalid. Recent rulings by Germany’s Federal
Court of Justice (“FCJ”) have increased these risks industry-
wide. To reduce future risks E.ON uses amended price-adjust-
ment clauses. Additional risks result from the FCJ’s still-pend-
ing submissions to the European Court of Justice to determine
whether Germany’s Basic Supply Ordinances (Grundversor-
gungsverordnungen) for Power and Gas comply with European
law. E.ON is not a party to these submissions.

The awarding of network concessions for power and gas is
extremely competitive in Germany. Our risk of losing such a
concession is particularly high for the gas network in Hamburg
following a referendum in which a majority voted in favor of
remunicipalizing the city’s networks. Hamburg will award its
gas network concession sometime in the next three years.

Risk Report

E.ON restructured six regional distribution companies (“RDCs”)
in Germany in 2008. As part of this process, system operations
were reintegrated into the RDCs so that they function as the
distribution system operator. At the same time, generation
and retail operations were transferred to subsidiaries and the
retail subsidiaries placed under central management. The
regulatory agency (the German Federal Network Agency, known
by its German acronym, “BNetzA”) views RDCs having owner-
ship interests in the retail subsidiaries as a violation of unbun-
dling requirements. Consequently, the BNetzA issued cease-
and-desist orders against all newly restructured E.ON Energie
RDCs and against E.ON Energie for alleged violations of
unbundling requirements. Appeals were filed against these
orders. Since then, the process of restructuring the RDCs has
been completed. The carving out of retail activities, which
took place in 2013, removed the BNetzA’s legal concerns in this
matter. An amicable agreement has now been reached to end
the proceedings. This agreement has been signed.

E.ON’s power and gas network operators in Germany are going
through the regulatory cost-assessment process. The cost
review and efficiency benchmarks for power and gas networks
for the upcoming second incentive-regulation period are
completed, and the results are known. E.ON’s network operators
have published preliminary prices. The administrative process
is not yet formally completed for either type of operator; con-
sequently, revenue caps have not been set for power or gas.

Other EU Countries
In view of the current economic and financial crisis in many
EU member states, policy and regulatory intervention (such as
additional taxes, price moratoriums, and changes to support
schemes for renewables) is becoming increasingly apparent.
Such intervention could pose a risk to E.ON’s operations in
these countries. In particular, the refinancing situation of many
European countries could have a direct impact on the E.ON
Group’s cost of capital, which could create the risk of impair-
ment charges. Examples of such intervention include new
energy taxes in Spain and so-called Robin Hood taxes in Italy
and Hungary.

Non-EU Countries
In addition to our local partner’s already-known financial
situation, ENEVA, our joint venture in Brazil, is also affected
by business risks. Following the bankruptcy filing by OGX,
the largest company in the Batista group, ENEVA has taken

measures to avoid an indirect threat to itself and to give
itself a solid foundation. Our operations in Turkey could face
risks resulting from the country’s general macroeconomic
development and regulatory environment, including the lib-
eralization process.

E.ON Group
The new EU energy efficiency directive took effect in Decem-
ber 2012. Among other provisions, it obliges all energy distrib-
utors and energy retailers to achieve, between 2014 and
2020, annual savings of 1.5 percent on the amount of energy
they sell to their customers. However, member states have
the option of replacing this provision with alternative measures
that achieve a comparable effect. The other provisions afford
member states a similar degree of flexibility. Consequently, how
the directive is transposed into national law is of particular
significance and could pose risks for our regional units. The
directive must be transposed into national law by June 2014.
However, there is a discernable trend that the EU’s energy-
efficiency efforts will influence energy markets and thus could
potentially create sales-volume risks for E.ON.

In the context of discussions about Europe’s ability to meet
its long-term climate-protection targets for 2050, adjustments
to European emissions-trading legislation are under consid-
eration. A first step was taken when it was agreed to reduce
the number of carbon allowances available during the cur-
rent phase (2013–2020) of the EU Emissions Trading Scheme
(“ETS”). Policymakers hope that reducing the number of
allowances will lead to higher carbon prices, which would
create additional incentives for investments in climate-
friendly generating capacity. The risks of potentially higher
carbon prices for E.ON’s current fossil-fueled generation
portfolio in the EU can only be assessed when greater clarity
exists about what ETS reform measures will be taken.

In mid-June the European Network of Transmission System
Operators for Electricity (“ENTSO-E”) finalized draft EU-wide
network codes that set minimum technical requirements for
connecting generating facilities to distribution and transmis-
sion systems. The codes could increase requirements for new

and corporate-governance issues. These efforts support our
business decisions and our public relations. Our objective is
to minimize our reputation risks and garner public support
so that we can continue to operate our business successfully.

Strategic Risks
Our business strategy involves acquisitions and investments
in our core business as well as disposals. This strategy depends
in part on our ability to successfully identify, acquire, and
integrate companies that enhance, on acceptable terms, our
energy business. In order to obtain the necessary approvals
for acquisitions, we may be required to divest other parts of
our business or to make concessions or undertakings that
materially affect our business. In addition, there can be no
assurance that we will be able to achieve the returns we
expect from any acquisition or investment. For example, we
may fail to retain key employees; may be unable to success-
fully integrate new businesses with our existing businesses;
may incorrectly judge expected cost savings, operating profits,
or future market trends and regulatory changes; or may spend
more on the acquisition, integration, and operation of new
businesses than anticipated. Furthermore, investments and
acquisitions in new geographic areas or lines of business
require us to become familiar with new sales markets and
competitors and to address the attending business risks.

In the case of planned disposals, E.ON faces the risk of dis-
posals not taking place or being delayed and the risk that
E.ON receives lower-than-anticipated disposal proceeds. In
such projects, it is not possible to determine the likelihood
of these risks. In addition, after transactions close we could
face liability risks resulting from contractual obligations.

and, following the completion of a cost-benefit analysis, for
existing generating facilities. The Agency for the Cooperation
of Energy Regulators (“ACER”) generally approved of the net-
work codes developed by ENTSO-E but requested some modi-
fications. These modifications must be made and approved
before the comitology process can be initiated. The completion
of this process would make the codes legally binding. The Euro-
pean Commission expects the codes to take effect in 2014.

Further risks may result from the EU’s European Market Infra-
structure Regulation (“EMIR”) for derivatives traded over the
counter (“OTC”), and the possible rescission of energy-trading
companies’ exemption from the Markets in Financial Instru-
ments Directive (“MiFID”), and the planned introduction of a
financial transaction tax. With regard to EMIR and OTC deriv-
atives, the European Commission is introducing mandatory
central clearing of all OTC trades. Non-financial firms are
exempted from the clearing obligation as long as transactions
are demonstrably risk-reducing or remain below certain mon-
etary thresholds. E.ON monitors its compliance with these
thresholds on a daily basis in order to avoid additional liquidity
risks resulting from the margin requirements of mandatory
clearing. Possible changes to existing EU regulations could
lead to a substantial increase in administrative expenses,
additional liquidity risks, and, if a financial transaction tax is
imposed, a higher tax expense.

Reputation Risks
Events and discussions regarding nuclear power and energy
prices affect the reputation of all large energy suppliers. This
is particularly the case in Germany. As a large corporation
whose stock is part of the DAX 30 blue-chip index, E.ON is espe-
cially prominent in Germany and is almost always mentioned
during public discussions of controversial energy-policy issues.

That is why communicating clearly, seeking out opportunities
for dialog, and engaging with our key stakeholders are so
important. They are the foundation for earning credibility and
an open ear for our viewpoints. Revised stakeholder-manage-
ment processes we implemented in 2013 will help us achieve
these aims. It is important that we act responsibly along our
entire value chain and that we communicate consistently,
enhance the dialog, and maintain good relationships with our
key stakeholders. We actively consider environmental, social,

Risk Report

Technological Risks
Technologically complex production facilities are used in the
production and distribution of energy. Germany’s Renewable
Energy Law is resulting in an increase in decentralized feed-
in, which creates the need for additional expansion of the dis-
tribution network. On a regional level, the increase in decen-
tralized feed-in (primarily from renewables) has led to a shift
in load flows. Our operations in and outside Germany could
experience unanticipated operational or other problems lead-
ing to a power failure or shutdown. Operational failures or
extended production stoppages of facilities or components of
facilities (including new-build projects) as well as environ-
mental damage could negatively impact our earnings, affect
our cost situation, and/or result in the imposition of fines.
In addition, problems with the development of new gas fields
could lead to lower-than-expected earnings.

We could also be subject to environmental liabilities associated
with our power generation operations that could materially
and adversely affect our business. In addition, new or amended
environmental laws and regulations may result in material
increases in our costs.

Climate change has become a central risk factor. For example,
E.ON’s operations could be adversely affected by the absence
of precipitation or above-average temperatures that reduce
the cooling efficiency of our generation assets and may make
it necessary to shut them down. Extreme weather or long-
term climatic change could also affect wind power generation.
Alongside risks to our energy production, there are also risks
that could lead to the disruption of offsite activities, such as
transportation, communications, water supply, waste removal,
and so forth. Increasingly, our investors and customers expect
us to play an active leadership role in environmental issues

like climate change and water conservation. Our failure to meet
these expectations could increase the risk to our business
by reducing the capital market’s willingness to invest in our
company and the public’s trust in our brand.

Counterparty Risks
E.ON is exposed to credit risk in its operating activities and
through the use of financial instruments. Credit risk results
from non-delivery or partial delivery by a counterparty of the
agreed consideration for services rendered, from total or par-
tial failure to make payments owing on existing accounts
receivable, and from replacement risks in open transactions.

Board of Management’s Evaluation of the Risk
Situation

We determine the E.ON Group’s overall risk by means of a
Monte Carlo simulation technique that also factors in the
interdependencies between individual risks. This simulation
factors in the major Group company’s individual risks as well
as possible deviations from the assumptions on which our
planning is based. It calculates the maximum loss after coun-
termeasures (net worst case) and the anticipated loss. Changes
to these figures over time indicate changes in the E.ON
Group’s risk situation.

The risk situation of the E.ON Group’s operating business at
year-end 2013 improved relative to year-end 2012. Nevertheless,
in the future policy and regulatory intervention, increasing
gas-market competition and its effect on sales volumes and
prices, and possible delays in power and gas new-build projects
could adversely affect our earnings situation. From today’s
perspective, however, we do not perceive any risks in the
future that could threaten the existence of the E.ON Group or
individual segments.

temperatures or extreme daily lows—in the fall and winter
months can create opportunities for us to meet higher
demand for electricity and natural gas.

We combined our European trading operations at the start
of 2008. This enables us to seize opportunities created by the
increasing integration of European power and gas markets
and of commodity markets, which are already global in scope.
For example, in view of market developments in the United
Kingdom and Continental Europe, trading at European gas hubs
can create additional sales and procurement opportunities.

In addition, the ongoing optimization of gas transport and
storage rights and of the availability and utilization of our
power and gas facilities (shorter project timelines or shorter
facility outages) could yield opportunities.

In the years ahead, we will transform our business portfolio
in line with our “cleaner & better energy” strategy. Our focus
will be on expanding our operations in renewables, power
generation outside Europe, and distributed-energy solutions.
Alongside our successful businesses in North America (wind
power) and Russia (large-scale conventional power stations),
Brazil and Turkey are our next growth markets. We see market
opportunities in all areas and can benefit from our capabilities.

Opportunity Report

We conduct a bottom-up process at half-yearly intervals (at
the end of the second and fourth quarters) in which the lead
companies of our units in and outside Germany as well as
certain E.ON SE departments follow Group-wide guidelines to
identify and report opportunities that they deem sufficiently
concrete and substantial. An opportunity is substantial within
the meaning of our guidelines if it could have a significant
positive effect on the asset, financial, or earnings situation of
E.ON companies and/or segments.

E.ON is taking legal action and instituting administrative pro-
ceedings against its payment obligations under Germany’s
nuclear-fuel tax. If this legal action or these proceedings are
successful, there is the possibility of repayment of taxes
already paid. Future payment obligations would be cancelled.

Changes in our regulatory environment could create opportu-
nities. Market developments could also have a positive impact
on our business. Such factors include wholesale and retail price
developments and higher customer churn rates.

The EU internal energy market is supposed to be completed
in 2014 and serve as the first step towards a long-term Euro-
pean energy strategy. Nevertheless, many member states are
pursuing their own agenda, aspects of which are not compat-
ible with EU policy objectives. An example of this is the differ-
ent approaches member states are taking with regard to
capacity markets. We believe that European market integration
is currently being accompanied by the development of markets
that have strong national orientation. This could lead to a sit-
uation in which E.ON, which operates across Europe, can look
for new opportunities in a fragmented regulatory environment.

Positive developments in foreign-currency rates and market
prices for commodities (electricity, natural gas, coal, oil, and
carbon) can create opportunities for our operating business.
Periods of exceptionally cold weather—very low average

Internal Control System for the Accounting Process

Disclosures Pursuant to Section 289, Paragraph 5
and Section 315, Paragraph 2, Item 5 of the German
Commercial Code on the Internal Control System
for the Accounting Process

for conducting the consolidation and for monitoring adherence
to guidelines for scheduling, processes, and contents. Moni-
toring of system-based automated controls is supplemented
by manual checks.

In conjunction with the year-end closing process, additional
qualitative and quantitative information is compiled. Further-
more, dedicated quality-control processes are in place for all
relevant departments to discuss and ensure the completeness
of relevant information on a regular basis.

E.ON SE’s Financial Statements are also prepared with SAP
software. The accounting and preparation processes are
divided into discrete functional steps. Automated or manual
controls are integrated into each step. Defined procedures
ensure that all transactions and the preparation of E.ON SE’s
Financial Statements are recorded, processed, assigned on
an accrual basis, and documented in a complete, timely, and
accurate manner. Relevant data from E.ON SE’s Financial
Statements are, if necessary, adjusted to conform with IFRS
and then transferred to the consolidation software system
using SAP-supported transfer technology.

The following explanations about our Internal Control System
and our general IT controls apply to the Consolidated Financial
Statements and E.ON SE’s Financial Statements.

Internal Control and Risk Management System
Internal controls are an integral part of our accounting pro-
cesses. Guidelines, called Internal_Controls@E.ON, define uni-
form financial-reporting documentation requirements and
procedures for the entire E.ON Group. The guidelines include
a definition of their scope, documentation, and evaluation
standards, a Catalog of Management Controls, a Generic Risk
Catalog, a description of the test activities of our Internal
Audit division, and a description of the final Sign-Off process.
We believe that compliance with these rules provides suffi-
cient certainty to prevent error or fraud from resulting in
material misrepresentations in the Consolidated Financial
Statements, the Combined Group Management Report, and
the Interim Reports.

General Principles
We apply Section 315a (1) of the German Commercial Code and
prepare our Consolidated Financial Statements in accordance
with International Financial Reporting Standards (“IFRS”) and
the interpretations of the International Financial Reporting
Interpretations Committee that were adopted by the European
Commission for use in the EU as of the end of the fiscal year
and whose application was mandatory as of the balance-sheet
date (see Note 1 to the Consolidated Financial Statements).
Our global units and certain of our regional units are our IFRS
reportable segments.

E.ON SE prepares its Financial Statements in accordance with
the German Commercial Code, the SE Ordinance (in conjunc-
tion with the German Stock Corporation Act), and the German
Energy Act.

We prepare a Combined Group Management Report which
applies to both the E.ON Group and E.ON SE.

Accounting Process
All companies included in the Consolidated Financial State-
ments must comply with our uniform Accounting and Report-
ing Guidelines for the Annual Consolidated Financial State-
ments and the Interim Consolidated Financial Statements.
These guidelines describe applicable IFRS accounting and
valuation principles. They also explain accounting principles
typical in the E.ON Group, such as those for provisions for
nuclear-waste management and the treatment of regulatory
obligations. We continually analyze amendments to laws,
new or amended accounting standards, and other pronounce-
ments for their relevance to and consequences for our Con-
solidated Financial Statements and, if necessary, update our
guidelines and systems accordingly.

E.ON Group companies are responsible for preparing their
financial statements in a proper and timely manner. Starting
in 2013, they are supported by Business Service Centers in
Regensburg and Cluj. The financial statements of subsidiaries
belonging to E.ON’s scope of consolidation are audited by
the subsidiaries’ respective independent auditor. E.ON SE then
combines these statements into its Consolidated Financial
Statements using uniform SAP consolidation software. The
E.ON Center of Competence for Consolidation is responsible

COSO Model
Our internal control system is based on the globally recognized
COSO model (COSO: The Committee of Sponsoring Organiza-
tions of the Treadway Commission). The Generic Risk Catalog
(which encompasses company- and industry-specific aspects)
defines possible risks for accounting (financial reporting) in
the functional areas of our operating entities and thus serves
as a check list and provides guidance for the documentation
process.

The Catalog of Management Controls is a key component of
a functioning internal control system. It encompasses over-
arching controls to address risks in a range of issue areas and
processes, such as financial reporting, corporate responsibility,
fraud, the communications process, planning and budgeting,
investment controlling, and internal audit.

Central Documentation System
The E.ON companies to which the internal control system
applies use a central documentation system to document key
controls. The system defines the scope, detailed documenta-
tion requirements, requirements for the assessment process,
and the final evaluation performed by the Sign-Off process.

Scope
Each year, we conduct a multi-stage process using qualitative
criteria and quantitative materiality metrics to define which
E.ON companies must document and evaluate their financial-
disclosure processes and controls. Selection is based on pre-
defined line items in the balance sheets, income statements,
and/or notes of each company’s prior-year financial statements.

Assessment
After companies have documented their processes and con-
trols, they conduct an annual assessment of the design and
the operational effectiveness of the processes as well as the
controls embedded in these processes.

Tests Performed by Internal Audit
The management of E.ON companies relies on the assessment
performed by their staff and on testing of the internal con-
trol system performed by Internal Audit. These tests are a key
part of the process. Using a risk-oriented testing plan, Inter-
nal Audit tests the E.ON Group’s internal control system and

identifies potential deficiencies (issues). On the basis of its
own evaluation and the results of tests performed by Internal
Audit, an E.ON company’s management carries out the final
signing-off.

Following the preliminary evaluation of the processes and
controls performed by an E.ON company’s own staff and by
Internal Audit, the global and regional units carry out a second
evaluation process to ensure quality before a final report is
made to E.ON SE. This second evaluation is conducted by a
committee of unit staff or by the unit management itself.

Sign-Off Process
The final step of the internal evaluation process is the sub-
mission of a formal written declaration confirming the system’s
effectiveness. The declaration process is conducted at all
levels of the Group before it is conducted by the global and
regional units and, finally, by E.ON SE. It is therefore a formal
mechanism that encompasses all levels of the E.ON Group’s
hierarchy. The Chairman of the E.ON SE Board of Management
and the Chief Financial Officer make the final Sign-Off on
the effectiveness of the internal control system of E.ON SE’s
financial reporting.

Internal Audit regularly informs the E.ON SE Supervisory
Board’s Audit and Risk Committee about the internal control
system for financial reporting and any significant issues areas
it identifies in the E.ON Group’s underlying control processes.

General IT Controls
The effectiveness of the automated controls in the standard
accounting software systems and in key additional applications
depends to a considerable degree on the proper functioning
of IT systems. Consequently, IT controls are embedded in our
documentation system. These controls primarily involve
ensuring the proper functioning of access-control mechanisms
of systems and applications, of daily IT operations (such as
emergency intervention), and of the program change process.
In addition, support for the central consolidation system is
conducted at E.ON SE in Düsseldorf. Furthermore, an E.ON com-
pany called E.ON IT and external service providers provide
comprehensive IT services for the majority of our units.

Disclosures Regarding Takeovers

Disclosures Pursuant to Section 289, Paragraph 4,
and Section 315, Paragraph 4, of the German Com-
mercial Code

Composition of Share Capital
The share capital totals €2,001,000,000.00 and consists of
2,001,000,000 registered shares without nominal value. Each
share of stock grants the same rights and one vote at a
Shareholders Meeting.

Restrictions on Voting Rights or the Transfer of
Shares
Shares acquired by an employee under the Company-sponsored
employee stock purchase program are subject to a blackout
period that begins the day ownership of such shares is trans-
ferred to the employee and that ends on December 31 of the
next calendar year plus one. As a rule, an employee may not
sell such shares until the blackout period has expired.

Pursuant to Section 71b of the German Stock Corporation Act
(known by its German abbreviation, “AktG”), the Company’s
own shares give it no rights, including no voting rights.

Legal Provisions and Rules of the Company’s Articles
of Association Regarding the Appointment and
Removal of Board of Management Members and
Amendments to the Articles of Association
Pursuant to the Company’s Articles of Association, the Board
of Management consists of at least two members. The Super-
visory Board decides on the number of members as well as
on their appointment and dismissal.

The Supervisory Board appoints members to the Board of
Management for a term not exceeding five years; reappoint-
ment is permissible. If more than one person is appointed
as a member of the Board of Management, the Supervisory
Board may appoint one of the members as Chairperson of
the Board of Management. If a Board of Management member
is absent, in the event of an urgent matter, the court makes
the necessary appointment upon petition by a concerned party.
The Supervisory Board may revoke the appointment of a
member of the Board of Management and the Chairperson of
the Board of Management for serious cause (for further details,
see Sections 84 and 85 of the AktG).

Resolutions of the Shareholders Meeting require a majority
of the valid votes cast unless the law or the Articles of Asso-
ciation explicitly prescribe otherwise. An amendment to the
Articles of Association requires a two-thirds majority of the
votes cast or, in cases where at least half of the share capital
is represented, a simple majority of the votes cast unless the
law explicitly prescribes another type of majority.

The Supervisory Board is authorized to decide by resolution
on amendments to the Articles of Association that affect
only their wording (Section 10, Paragraph 7, of the Articles of
Association). Furthermore, the Supervisory Board is authorized
to revise the wording of Section 3 of the Articles of Association
upon utilization of authorized or conditional capital.

With regard to treasury shares that will be or have been
acquired based on the above-mentioned authorization and/
or prior authorizations by the Shareholders Meeting, the
Board of Management is authorized, subject to the Supervisory
Board’s consent and excluding shareholder subscription rights,
to use these shares—in addition to a disposal through a stock
exchange or an offer granting a subscription right to all
shareholders—as follows:
•
•
•

to be sold and transferred against cash consideration
to be sold and transferred against contribution in kind
to be used in order to satisfy the rights of creditors of
bonds with conversion or option rights or, respectively,
conversion obligations issued by the Company or its
Group companies
to be offered for purchase and transferred to individuals
who are employed by the Company or one of its affiliates.

•

These authorizations may be utilized on one or several occa-
sions, in whole or in partial amounts, separately or collectively
by the Company and also by Group companies or by third
parties for the Company’s account or its affiliates’ account.

Board of Management’s Power to Issue or Buy Back
Shares
Pursuant to a resolution of the Shareholders Meeting of May 3,
2012, the Board of Management is authorized, until May 2, 2017,
to acquire own shares. The shares acquired and other own
shares that are in possession of or to be attributed to the Com-
pany pursuant to Sections 71a et seq. of the AktG must alto-
gether at no point account for more than 10 percent of the
Company’s share capital.

At the Board of Management’s discretion, the acquisition may
be conducted
•
•

through a stock exchange
by means of a public offer directed at all shareholders or
a public solicitation to submit offers
by means of a public offer or a public solicitation to
submit offers for the exchange of liquid shares that are
admitted to trading on an organized market for Com-
pany shares
by use of derivatives (put or call options or a combination
of both).

•

These authorizations may be utilized on one or several occa-
sions, in whole or in partial amounts, in pursuit of one or more
objectives by the Company and also by affiliated companies
or by third parties for the Company’s account or its affiliates’
account.

In addition, the Board of Management is authorized to cancel
treasury shares, without such cancellation or its implemen-
tation requiring an additional resolution by the Shareholders
Meeting.

Disclosures Regarding Takeovers

the point in time when the conversion of E.ON AG into a Euro-
pean Company (“SE”) becomes effective in accordance with the
conversion plan dated March 6, 2012. The conditional capital
increase was not utilized.

Significant Agreements to Which the Company Is a
Party that Take Effect on a Change of Control of the
Company Following a Takeover Bid
Debt issued since 2007 contains change-of-control clauses that
give the creditor the right of cancellation. This applies, inter
alia, to bonds issued by E.ON International Finance B.V. and
guaranteed by E.ON SE, promissory notes issued by E.ON SE,
and other instruments such as credit contracts. Granting change-
of-control rights to creditors is considered good corporate
governance and has become standard market practice. Further
information about financial liabilities is contained in the
section of the Combined Group Management Report entitled
Financial Situation and in Note 26 to the Consolidated Financial
Statements.

Settlement Agreements between the Company and
Board of Management Members or Employees in
the Case of a Change-of-Control Event
In the event of a premature loss of a Board of Management
position due to a change-of-control event, the service agree-
ments of Board of Management members entitle them to
severance and settlement payments (see the detailed presen-
tation in the Compensation Report).

A change-of-control event would also result in the early payout
of performance rights under the E.ON Share Performance Plan.

In each case, the Board of Management will inform the Share-
holders Meeting about the reasons for and the purpose of the
acquisition of treasury shares, the number of treasury shares
acquired, the amount of the registered share capital attribut-
able to them, the portion of the registered share capital rep-
resented by them, and their equivalent value.

By shareholder resolution adopted at the Annual Shareholders
Meeting of May 3, 2012, the Board of Management was autho-
rized, subject to the Supervisory Board’s approval, to increase
until May 2, 2017, the Company’s capital stock by a total of up
to €460 million through one or more issuances of new regis-
tered no-par-value shares against contributions in cash and/
or in kind (with the option to restrict shareholders’ subscription
rights); such increase shall not, however, exceed the amount
and number of shares in which the authorized capital pursuant
to Section 3 of the Articles of Association of E.ON AG still exists
at the point in time when the conversion of E.ON AG into a
European Company (“SE”) becomes effective pursuant to the
conversion plan dated March 6, 2012 (authorized capital pur-
suant to Sections 202 et seq. AktG). Subject to the Supervisory
Board’s approval, the Board of Management is authorized
to exclude shareholders’ subscription rights. The authorized
capital increase was not utilized.

At the Annual Shareholders Meeting of May 3, 2012, share-
holders approved a conditional increase of the capital stock
(with the option to exclude shareholders’ subscription rights)
in the amount of €175 million, which is authorized until May 2,
2017. The conditional capital increase will be implemented
only to the extent required to fulfill the obligations arising on
the exercise by holders of option or conversion rights, and
those arising from compliance with the mandatory conversion
of bonds with conversion or option rights, profit participation
rights and income bonds that have been issued or guaranteed
by E.ON SE or a Group company of E.ON SE as defined by
Section 18 AktG, and to the extent that no cash settlement has
been granted in lieu of conversion and no E.ON SE treasury
shares or shares of another listed company have been used to
service the rights. However, this conditional capital increase
only applies up to the amount and number of shares in which
the conditional capital pursuant to Section 3 of the Articles
of Association of E.ON AG has not yet been implemented at

Corporate Governance Declaration in Accordance
with Section 289a of the German Commercial Code

Declaration Made in Accordance with Section 161 of
the German Stock Corporation Act by the Board of
Management and the Supervisory Board of E.ON SE
The Board of Management and the Supervisory Board hereby
declare that E.ON SE will comply in full with the recommen-
dations of the “Government Commission German Corporate
Governance Code,” dated May 13, 2013, published by the Fed-
eral Ministry of Justice in the official section of the Federal
Gazette (Bundesanzeiger).

The Board of Management and the Supervisory Board further-
more declare that E.ON SE has been in compliance in full with
the recommendations of the “Government Commission German
Corporate Governance Code,” dated May 15, 2012, published
by the Federal Ministry of Justice in the official section of the
Federal Gazette (Bundesanzeiger) since the last declaration
on December 10, 2012.

Düsseldorf, December 16, 2013

For the Supervisory Board of E.ON SE
Werner Wenning
(Chairman of the Supervisory Board of E.ON SE)

For the Board of Management of E.ON SE
Dr. Johannes Teyssen
(Chairman of the Board of Management of E.ON SE)

The declaration is continuously available to the public on the
Company’s Internet page at www.eon.com.

Relevant Information about Management Practices
Corporate Governance
E.ON views good corporate governance as a central founda-
tion of responsible and value-oriented management, efficient
collaboration between the Board of Management and the
Supervisory Board, transparent disclosures, and appropriate
risk management.

In 2013 the Board of Management and Supervisory Board paid
close attention to E.ON’s compliance with the German Corpo-
rate Governance Code’s recommendations and suggestions.
They determined that E.ON fully complies with all of the Code’s
recommendations and with nearly all of its suggestions. In
2013 the Supervisory also conducted an efficiency test on the
way it performs its duties.

Transparent Management
Transparency is a high priority of E.ON SE’s Board of Manage-
ment and Supervisory Board. Our shareholders, all capital
market participants, financial analysts, shareholder associations,
and the media regularly receive up-to-date information about
the situation of, and any material changes to, the Company.
We primarily use the Internet to help ensure that all investors
have equal access to comprehensive and timely information
about the Company.

E.ON SE issues reports about its situation and earnings by
the following means:
•
Interim Reports
• Annual Report
• Annual press conference
•
•

Press releases
Telephone conferences held on release of the quarterly
Interim Reports and the Annual Report

• Numerous events for financial analysts in and outside

Germany.

A financial calendar lists the dates on which the Company’s
financial reports are released.

In addition to the Company’s periodic financial reports, the
Company issues ad hoc statements when events or changes
occur at E.ON SE that could have a significant impact on the
price of E.ON stock.

The financial calendar and ad hoc statements are available
on the Internet at www.eon.com.

Corporate Governance Report

Directors’ Dealings
Persons with executive responsibilities, in particular members
of E.ON SE’s Board of Management and Supervisory Board, and
persons closely related to them, must disclose their dealings
in E.ON stock or in related financial instruments pursuant to
Section 15a of the German Securities Trading Act. Such dealings
that took place in 2013 have been disclosed on the Internet
at www.eon.com. As of December 31, 2013, there was no own-
ership interest subject to disclosure pursuant to Item 6.3 of
the German Corporate Governance Code.

Integrity
Our actions are grounded in integrity and a respect for the law.
The basis for this is the Code of Conduct established by the
Board of Management and confirmed in 2013. It emphasizes
that all employees must comply with laws and regulations
and with Company policies. These relate to dealing with busi-
ness partners, third parties, and government institutions, par-
ticularly with regard to antitrust law, the granting and accept-
ing of benefits, the involvement of intermediaries, and the
selection of suppliers and service providers. Other rules address
issues such as the avoidance of conflicts of interest (such as
the prohibition to compete, secondary employment, material
financial investments) and handling company information,
property, and resources. The policies and procedures of our
compliance organization ensure the investigation, evaluation,
cessation, and punishment of reported violations by the
appropriate Compliance Officers and the E.ON Group’s Chief
Compliance Officer. Violations of the Code of Conduct can
also be reported anonymously (for example, by means of a
whistleblower report). The Code of Conduct is published on
www.eon.com.

Description of the Functioning of the Board of
Management and Supervisory Board and of the
Composition and Functioning of Their Committees
Board of Management
The E.ON SE Board of Management manages the Company’s
businesses, with all its members bearing joint responsibility
for its decisions. It establishes the Company’s objectives, sets
its fundamental strategic direction, and is responsible for
corporate policy and Group organization.

The Board of Management consists of six members and has
one Chairperson. Someone who has reached the general
retirement age should not be a member of the Board of Man-
agement. The Board of Management has in place policies
and procedures for the business it conducts and, in consulta-
tion with the Supervisory Board, has assigned task areas to
its members.

The Board of Management regularly reports to the Supervisory
Board on a timely and comprehensive basis on all relevant
issues of strategy, planning, business development, risk situa-
tion, risk management, and compliance. It also submits the
Group’s investment, finance, and personnel plan for the com-
ing financial year as well as the medium-term plan to the
Supervisory Board for its approval, generally at the last meet-
ing of each financial year.

The Chairperson of the Board of Management informs, with-
out undue delay, the Chairperson of the Supervisory Board of
important events that are of fundamental significance in
assessing the Company’s situation, development, and manage-
ment and of any defects that have arisen in the Company’s
monitoring systems. Transactions and measures requiring the
Supervisory Board’s approval are also submitted to the Super-
visory Board in a timely manner.

Members of the Board of Management are also required to
promptly report conflicts of interest to the Executive Com-
mittee of the Supervisory Board and to inform the other mem-
bers of the Board of Management. Members of the Board
of Management may only assume other corporate positions,
particularly appointments to the supervisory boards of non-
Group companies, with the consent of the Executive Commit-
tee of the Supervisory Board. There were no conflicts of inter-
est involving members of the E.ON SE Board of Management
in 2013. Any material transactions between the Company and
members of the Board of Management, their relatives, or
entities with which they have close personal ties require the
consent of the Executive Committee of the Supervisory Board.
No such transactions took place in 2013.

In addition, the Board of Management has established a num-
ber of committees that support it in the fulfillment of its tasks.
The members of these committees are senior representatives
of various departments of E.ON SE whose experience, respon-
sibilities, and expertise make them particularly suited for their
committee’s tasks. Among these committees are the following:

A Disclosure Committee supports the Board of Management
on issues relating to financial disclosures and ensures that
such information is disclosed in a correct and timely fashion.

•

A Risk Committee ensures the correct application and imple-
mentation of the legal requirements of Paragraph 91 of the
German Stock Corporation Act (“AktG”). This committee moni-
tors the E.ON Group’s risk situation and its risk-bearing capacity
and devotes particular attention to the early-warning system
to ensure the early identification of going-concern risks to
avoid developments that could potentially threaten the Group’s
continued existence. In collaboration with relevant departments,
the committee ensures and refines the implementation of,
and compliance with, the reporting policies enacted by the
Board of Management with regard to commodity risks, credit
risks, and opportunities and risks pursuant to Germany’s Cor-
porate Sector Control and Transparency Act (“KonTraG”).

A Market Committee ensures that E.ON, across all its entities
and in a timely manner, adopts clear and unequivocal policies
and assigns clear mandates for monitoring market develop-
ments and managing its commodity portfolio (power, gas, coal,
and so forth). The committee thus manages the portfolio’s
risk-reward profile in pursuance of the E.ON Group’s strategic
and financial objectives.

Supervisory Board
The E.ON SE Supervisory Board has twelve members and, in
accordance with the Company’s Articles of Association, is
composed of an equal number of shareholder and employee
representatives. The shareholder representatives are elected
by the shareholders at the Annual Shareholders Meeting; the
Supervisory Board nominates candidates for this purpose.
Pursuant to the agreement regarding employees’ involvement
in E.ON SE, the other six members of the Supervisory Board are
appointed by the SE Works Council, with the proviso that at

least three different countries are represented and one member
is selected by a German trade union that is represented at
E.ON SE or one of its subsidiaries in Germany. Persons are not
eligible as Supervisory Board members if they:
•

are already supervisory board members in ten commercial
companies that are required by law to form a supervisory
board
are legal representatives of an enterprise controlled by
the Company
are legal representatives of another corporation whose
supervisory board includes a member of the Company’s
Board of Management

• were a member of the Company’s Board of Management
in the past two years, unless the person concerned is
nominated by shareholders who hold more than 25 per-
cent of the Company’s voting rights.

At least one independent member of the Supervisory Board
must have expertise in preparing or auditing financial state-
ments. The Supervisory Board believes that Werner Wenning
and Dr. Theo Siegert meet this requirement.

The Supervisory Board oversees the Company’s management
and advises the Board of Management on an ongoing basis.
The Board of Management requires the Supervisory Board’s
prior approval for significant transactions or measures, such
as the Group’s investment, finance, and personnel plans; the
acquisition or sale of companies, equity interests, or parts of
companies whose value exceeds €500 million or 2.5 percent
of stockholders’ equity as shown in the most recent Consoli-
dated Balance Sheets; financing measures that exceed 5 per-
cent of stockholders’ equity as shown in the most recent
Consolidated Balance Sheets and have not been covered by
Supervisory Board resolutions regarding finance plans; and
the conclusion, amendment, or termination of affiliation agree-
ments. The Supervisory Board examines the Financial State-
ments of E.ON SE, the Management Report, and the proposal
for profit appropriation and, on the basis of the Audit and
Risk Committee’s preliminary review, the Consolidated Financial
Statements and the Combined Group Management Report.
The Supervisory Board provides to the Annual Shareholders
Meeting a written report on the results of this examination.

Corporate Governance Report

The Supervisory Board has established policies and procedures
for itself. It holds four regular meetings in each financial year.
Its policies and procedures include mechanisms by which, if
necessary, a meeting of the Supervisory Board or one of its

committees can be called at any time by a member or by the
Board of Management. In the event of a tie vote on the
Supervisory Board, the Chairperson has the tie-breaking vote.

Overview of the Attendance of Supervisory Board Members at Meetings
of the Supervisory Board and Its Committees

Supervisory Board

Werner Wenning

Prof. Dr. Ulrich Lehner

Erhard Ott

Gabriele Gratz

Baroness Denise Kingsmill, CBE

Eugen-Gheorghe Luha

René Obermann

Klaus Dieter Raschke

Eberhard Schomburg

Dr. Karen de Segundo

Dr. Theo Siegert

Willem Vis

Supervisory Board

Executive
Committee

Audit and Risk
Committee

Finance and Invest-
ment Committee

Nomination
Committee

5/5

4/5

5/5

4/5

5/5

6/6

1/1
(guest)

–

6/6

–

1/1
(guest)

–

4/4

–

4/4

–

4/4

–

5/5

–

4/5

–

5/5

–

5/5

1/1

–

1/1

–

In view of Item 5.4.1 of the German Corporate Governance
Code, in December 2012 the Supervisory Board defined tar-
gets for its composition that go beyond the applicable legal
requirements. These targets are as follows:

“The Supervisory Board’s composition should ensure that, on
balance, its members have the necessary expertise, skills, and
professional experience to discharge their duties properly.
Each Supervisory Board member should have or acquire the
minimum expertise and skills needed to be able to under-
stand and assess on his or her own all the business events
and transactions that generally occur. The Supervisory Board
should include a sufficient number of independent candi-
dates; members are deemed independent if they do not have
any personal or business relationship with the Company, its
Board of Management, a shareholder with a controlling inter-
est in the Company or with a company affiliated with such a
shareholder, and such a relationship could constitute a mate-
rial, and not merely temporary, conflict of interest. The Super-
visory Board has a sufficient number of independent mem-
bers if ten of its twelve members are independent. Employee
representatives are, as a rule, deemed independent. The
Supervisory Board should not include more than two former
members of the Board of Management, and members of the
Supervisory Board must not sit on the boards of, or act as
consultants for, any of the Company’s major competitors.

Each Supervisory Board member must have sufficient time
available to perform his or her duties on the boards of various
E.ON companies. Persons who are members of the board of
management of a listed company shall therefore only be eligi-
ble as members of E.ON’s Supervisory Board if they do not sit
on more than three supervisory boards of listed non-Group
companies or in comparable supervisory bodies of non-Group
companies.

As a general rule, Supervisory Board members should not be
older than 70 at the time of their election.

The key role of the Supervisory Board is to oversee and advise
the Board of Management. Consequently, a majority of the
shareholder representatives on the Supervisory Board should
have experience as members of the board of management of
a stock corporation or of a comparable company or associa-
tion in order to discharge their duties in a qualified manner.

In addition, the Supervisory Board as a whole should have
particular expertise in the energy sector and the E.ON Group’s
business operations. Such expertise includes knowledge
about the key markets in which the E.ON Group operates.

If the qualifications of several candidates for the Supervisory
Board meet, to an equal degree, the general and company-
related requirements, the Supervisory Board intends to consider
other criteria in its nomination of candidates in order to
increase the Supervisory Board’s diversity.

In view of the E.ON Group’s international orientation, the Super-
visory Board should include a sufficient number of members
who have spent a significant part of their professional career
abroad.

On December 13, 2010, the E.ON AG Supervisory Board first set
targets for its composition. These included the target of con-
tinually increasing the number of women on the Supervisory
Board, which at that time had two women: one shareholder
representative and one employee representative. Following
the election of another female shareholder representative in
2011 and the Company’s transformation into a Societas Euro-
paea (“SE”) (which reduced the Supervisory Board to twelve
members), we have already achieved the target of doubling the
number of woman members, a target originally set for the
Supervisory Board’s next regular election in May 2013, because
at this time 25 percent of the Supervisory Board’s members
are women. We stand by our original target of increasing
women’s representation on the Supervisory Board to 30 percent
as of the regular election in 2018.”

The targets for the Supervisory Board’s composition set in
December 2012 were taken into consideration by the Nomina-
tion Committee in its recommendations for the election,
held at the 2013 Annual Shareholders Meeting, of the six share-
holder representatives to serve on the Supervisory Board.
The proposed candidates—Werner Wenning, Baroness Denise
Kingsmill, Prof. Dr. Ulrich Lehner, René Obermann, Dr. Karen
de Segundo, and Dr. Theo Siegert—were elected. In its current
composition the Supervisory Board already meets the targets
it set for a sufficient number of independent members, com-
pany-specific qualification requirements, and diversity. With
the departure of Gabriele Gratz effective December 31, 2013,
the Supervisory Board currently has two female members,
both of whom are shareholder representatives.

In addition, under the Supervisory Board’s policies and proce-
dures, Supervisory Board members are required to disclose
to the Supervisory Board any conflicts of interest, particularly
if a conflict arises from their advising, or exercising a board
function with, one of E.ON’s customers, suppliers, creditors,
or other third parties. The Supervisory Board reports any con-
flicts of interest to the Annual Shareholders Meeting and

describes how the conflicts have been dealt with. Any mate-
rial conflict of interest of a non-temporary nature should
result in the termination of a member’s appointment to the
Supervisory Board. There were no conflicts of interest involv-
ing members of the Supervisory Board in 2013. Any consulting
or other service agreements between the Company and a
Supervisory Board member require the Supervisory Board’s
consent. No such agreements existed in 2013.

The Supervisory Board has established the following commit-
tees and defined policies and procedures for them:

The Executive Committee consists of four members: the
Supervisory Board Chairperson, his or her two Deputies, and
a further employee representative. It prepares the meetings
of the Supervisory Board and advises the Board of Manage-
ment on matters of general policy relating to the Company’s
strategic development. In urgent cases (in other words, if
waiting for the Supervisory Board’s prior approval would mate-
rially prejudice the Company), the Executive Committee acts
on the full Supervisory Board’s behalf. In addition, a key task
of the Executive Committee is to prepare the Supervisory
Board’s personnel decisions and resolutions for setting the
respective total compensation of individual Board of Man-
agement members within the meaning of Section 87, AktG.
Furthermore, it is responsible for the conclusion, alteration,
and termination of the service agreements of Board of Man-
agement members and for presenting the Supervisory Board
with a proposal for a resolution on the Board of Management’s
compensation plan and its periodic review. It also deals with
corporate-governance matters and reports to the Supervisory
Board, generally once a year, on the status and effectiveness
of, and possible ways of improving, the Company’s corporate
governance and on new requirements and developments in
this area.

The Audit and Risk Committee consists of four members who
should have special knowledge in the field of accounting or
business administration. In line with Section 100, Paragraph 5,
AktG, and the German Corporate Governance Code, the Chair-
person has special knowledge and experience in the applica-
tion of accounting principles and internal control processes.
In particular, the Audit and Risk Committee monitors the

Corporate Governance Report

Company’s accounting and the accounting process; the effec-
tiveness of internal control systems, internal risk management,
and the internal audit system; compliance; and the indepen-
dent audit. With regard to the independent audit, the commit-
tee also deals with the definition of the audit priorities and
the agreement regarding the independent auditor’s fees. The
Audit and Risk Committee also prepares the Supervisory
Board’s decision on the approval of the Financial Statements
of E.ON SE and the Consolidated Financial Statements. It also
examines the Company’s quarterly Interim Reports and dis-
cusses the audit review of the Interim Reports with the inde-
pendent auditor and regularly reviews the Company’s risk
situation, risk-bearing capacity, and risk management. The
effectiveness of the internal control mechanisms for the
accounting process used at E.ON SE and the management units
is tested on a regular basis by our Internal Audit division; the
Audit and Risk Committee regularly monitors the work done
by the Internal Audit division and the definition of audit
priorities. In addition, the Audit and Risk Committee prepares
the proposal on the selection of the Company’s independent
auditor for the Annual Shareholders Meeting. In order to
ensure the auditor’s independence, the Audit and Risk Com-
mittee secures a statement from the proposed auditors
detailing any facts that could lead to the audit firm being
excluded for independence reasons or otherwise conflicted.

In being assigned the audit task, the independent auditor
agrees to:
•

promptly inform the Chairperson of the Audit and Risk
Committee should any such facts arise during the course
of the audit unless such facts are promptly resolved in
satisfactory manner

•

promptly inform the Supervisory Board of anything arising
during the course of the audit that is of relevance to the
Supervisory Board’s duties

inform the Chairperson of the Audit and Risk Committee of,
or to note in the audit report, any facts that arise during
the audit that contradict the statements submitted by
the Board of Management or Supervisory Board in connec-
tion with the German Corporate Governance Code.

The Finance and Investment Committee consists of four
members. It advises the Board of Management on all issues
of Group financing and investment planning. It decides on
behalf of the Supervisory Board on the approval of the acqui-
sition and disposition of companies, equity interests, and parts
of companies whose value exceeds €500 million, or 2.5 percent
of the equity listed in the Company’s most recent Consolidated
Balance Sheet, but does not exceed €1 billion. In addition, it
decides on behalf of the Supervisory Board on the approval of
financing measures whose value exceeds 5 percent, but not
10 percent, of the equity listed in the Company’s most recent
Consolidated Balance Sheet if such measures are not covered
by the Supervisory Board’s resolutions regarding finance
plans. If the value of any such transactions or measures exceeds
the above-mentioned thresholds, the Finance and Investment
Committee prepares the Supervisory Board’s decision.

The Nomination Committee consists of three shareholder-
representative members. Its Chairperson is the Chairperson
of the Supervisory Board. Its task is to recommend to the
Supervisory Board, taking into consideration the Supervisory
Board’s targets for its composition, suitable candidates for
election to the Supervisory Board by the Annual Shareholders
Meeting.

All committees meet at regular intervals and when specific
circumstances require it under their policies and procedures.
The Report of the Supervisory Board (on pages 4 to 9) con-
tains information about the activities of the Supervisory Board
and its committees in 2013. Pages 208 and 209 show the
composition of the Supervisory Board and its committees.

Shareholders and Annual Shareholders Meeting
E.ON SE shareholders exercise their rights and vote their
shares at the Annual Shareholders Meeting. The Company’s
financial calendar, which is published in the Annual Report,
in the quarterly Interim Reports, and on the Internet at
www.eon.com, regularly informs shareholders about important
Company dates.

At the Annual Shareholders Meeting, shareholders may vote
their shares themselves, through a proxy of their choice,
or through a Company proxy who is required to follow the
shareholder’s voting instructions.

As stipulated by German law, the Annual Shareholders Meet-
ing votes to select the Company’s independent auditor.

an additional €70,000. There is no additional compensation for
members of the Nomination Committee or of any committees
formed on an ad hoc basis. Members serving on more than
one committee receive the highest applicable committee com-
pensation only. In contradistinction to the compensation just
described, the Chairman of the Supervisory Board receives fixed
compensation of €440,000; the Deputy Chairmen, €320,000.
The Chairman and the Deputy Chairmen of the Supervisory
Board receive no additional compensation for their committee
duties. In addition, Supervisory Board members are paid an
attendance fee of €1,000 per day for meetings of the Super-
visory Board or its committees. Compensation is paid on a pro
rata basis after the completion of each quarter.

Individuals who were members of the Supervisory Board or
any of its committees for less than an entire financial year
receive pro rata compensation.

Finally, the Company has taken out D&O insurance for the
benefit of Supervisory Board members to cover the statutory
liability related to their Supervisory Board duties. In accordance
with the Code’s recommendations, this insurance includes a
deductible in the case of a damage claim being granted. The
deductible is 10 percent of a damage claim but with a maximum
cumulative annual cap of 150 percent of a member’s annual
fixed compensation.

Compensation Report pursuant to Section 289,
Paragraph 2, Item 5 and Section 315, Paragraph 2,
Item 4 of the German Commercial Code

This compensation report describes the compensation plan
and the individual compensation for E.ON SE’s Supervisory
Board and Board of Management. It applies the regulations
of the German Commercial Code and the German Stock Cor-
poration Act (known by its German abbreviation, “AktG”) as
well as the principles of the German Corporate Governance
Code (“the Code”).

Compensation Plan for Members of the Supervisory
Board
The compensation of Supervisory Board members is deter-
mined by the Annual Shareholders Meeting and governed by
E.ON SE’s Articles of Association. In accordance with German
law, the compensation plan takes into consideration Super-
visory Board members’ responsibilities and scope of duties.

Since 2011, Supervisory Board members receive fixed compen-
sation only. This form of compensation enhances the Super-
visory Board’s independence, which is necessary for it to fulfill
its supervisory function. In addition, there are a number of
duties that Supervisory Board members must perform irrespec-
tive of the Company’s financial performance. The new plan
ensures an appropriate level of compensation even when the
Company faces difficult times, since in such times the Super-
visory Board’s work is often particularly demanding.

The details of the compensation plan are as follows: In addi-
tion to being reimbursed for their expenses including the
value-added tax due on their compensation, Supervisory Board
members receive fixed compensation of €140,000 for each
financial year. The Chairman of the Audit and Risk Committee
receives an additional €180,000; the members of the Audit
and Risk Committee, an additional €110,000. Other committee
chairmen receive an additional €140,000; committee members,

Corporate Governance Report

Compensation of the Members of the Supervisory
Board
The total compensation of the members of the Supervisory
Board amounted to €3.2 million (prior year: €4.6 million).
As in the prior year, no loans were outstanding or granted to
Supervisory Board members in the 2013 financial year. The
members of the Supervisory Board are listed on pages 208
and 209.

Supervisory Board Compensation

Supervisory Board
compensation

Compensation for
committee duties

Supervisory Board
compensation from
affiliated companies

Total

€

Werner Wenning

Prof. Dr. Ulrich Lehner

Erhard Ott

Werner Bartoschek (until November 15, 2012)

Sven Bergelin (until November 15, 2012)

Oliver Biniek (until November 15, 2012)

Gabriele Gratz

2013

440,000

320,000

–

140,000

2012

440,000

170,000

320,000

128,333

140,000

Ulrich Hocker (until November 15, 2012)

Baroness Denise Kingsmill CBE

–

128,333

140,000

Eugen-Gheorghe Luha (since November 15, 2012)

140,000

23,333

Bård Mikkelsen (until November 15, 2012)

–

128,333

René Obermann

Hans Prüfer (until November 15, 2012)

Klaus Dieter Raschke

Dr. Walter Reitler (until November 15, 2012)

Hubertus Schmoldt (until November 15, 2012)

140,000

–

128,333

140,000

–

140,000

128,333

2013

–

70,000

–

2012

–

58,333

–

100,833

–

64,167

70,000

–

64,167

2013

2012¹

2013

–

440,000

320,000

32,625

52,310

3,869

–

18,904

54,500

228,904

–

140,000

–

128,333

140,000

–

192,500

2012

440,000

228,333

320,000

261,791

180,643

196,369

264,500

128,333

140,000

23,333

296,300

159,958

128,333

48,441

110,000

20,070

–

46,300

31,625

–

270,070

–

Eberhard Schomburg (since November 15, 2012)

140,000

23,333

110,000

18,333

15,631

6,775

265,631

Dr. Henning Schulte-Noelle
(until November 15, 2012)

Dr. Karen de Segundo

Dr. Theo Siegert

Willem Vis (since November 15, 2012)

Dr. Georg Frhr. von Waldenfels
(until November 15, 2012)

Hans Wollitzer (until November 15, 2012)

–

128,333

140,000

23,333

–

70,000

64,167

11,667

180,000

70,000

11,667

–

128,333

–

64,167

–

49,925

–

192,500

210,000

320,000

210,000

151,667

320,000

35,000

–

128,333

242,425

Subtotal

2,340,000

3,251,662

610,000

817,501

54,605

277,929

3,004,605

4,347,092

Attendance fees and meeting-related
reimbursements

Total

168,738

246,598

3,173,343

4,593,690

An expense-based approach was used for Supervisory Board compensation and attendance fees shown for 2012 and 2013.
1For members who departed from, or joined, the Supervisory Board in 2012, figures were calculated on a prorated basis.

Compensation Plan for Members of the Board of
Management
In accordance with the AktG’s provisions and the principles of
the version of the Code dated May 13, 2013, the Supervisory
Board must approve the Executive Committee’s proposal for
the Board of Management’s compensation plan and reviews
the plan regularly.

At its meeting on March 12, 2013, the Supervisory Board passed
a resolution approving the following compensation plan for
the Board of Management.

Components of the Compensation Plan
The compensation of Board of Management members is
composed of a fixed annual base salary paid on a monthly
basis, an annual bonus, and a long-term variable component.

These components account for approximately the following
percentages of total compensation:
• Base salary
• Annual target bonus

30 percent

with 100-percent target attainment

•

Long-term compensation
(value at issuance)

40 percent
(of which two
thirds is short-
term, one third
long-term)

30 percent

Bonus Mechanism
The annual bonus mechanism consists of two components: a
short-term incentive (“STI”) and a long-term incentive (“LTI”).
The STI component generally accounts for two-thirds of the
annual bonus, the LTI component for one third. The LTI compo-
nent is not paid out at the conclusion of the financial year
but is instead translated into virtual shares, which have a four-
year vesting period, based on E.ON’s stock price. The LTI compo-
nent can account for at most 50 percent of the target bonus.

The amount of the bonus is determined by the degree to which
certain performance targets are attained. The target-setting
mechanism consists of company performance targets and
individual performance targets. The first step in calculating
a Board of Management member’s total bonus is to deter-
mine to what degree E.ON has achieved its company target.
The second step is for the Supervisory Board to evaluate the
Board of Management member’s individual performance and,
based on this evaluation, to assign it an individual performance
factor. The third step is for the company performance to be
multiplied by the Board of Management member’s individual
performance factor.

As under the old plan, the metric used for the operating-
earnings target is EBITDA. The EBITDA target for a particular
financial year is the plan figure approved by the Supervisory
Board. If E.ON’s actual EBITDA is equal to the EBITDA target,
this constitutes 100 percent attainment. If it is 30 percentage
points or more below the target, this constitutes zero percent
achievement. If it is 30 percentage points or more above the
target, this constitutes 200 percent attainment. Linear inter-
polation is used to translate intermediate EBITDA figures
into percentages.

The Supervisory Board then evaluates this arithmetically
derived figure on the basis of certain qualitative criteria and, if
necessary, adjusts it within a range of ± 20 percentage points.
The criteria for this qualitative evaluation are the ratio between
cost of capital and EBITDA, a comparison with prior-year
EBITDA, and general market developments. Extraordinary events
are not factored into the determination of target attainment.

In assigning Board of Management members their individual
performance factors the Supervisory Board evaluates their
individual contribution to the attainment of collective targets
as well as their attainment of their individual targets. The
Supervisory Board, at its discretion, determines the degree to
which Board of Management members have met the targets
of the individual-performance portion of their annual bonus.
In making this determination, the Supervisory Board pays
particular attention to the criteria of Section 87 of the AktG
and to the Code.

The Supervisory Board has the discretionary power to make
a final, overall assessment on the basis of which it may adjust
the size of the bonus. This overall assessment does not refer
to above-described targets or comparative parameters, which
are not, under the Code’s recommendations, supposed to be
changed retroactively. In addition, the Supervisory Board may,
as part of the annual bonus, grant Board of Management
members special compensation for outstanding achievements.

The maximum bonus that can be attained (including any
special compensation) is 200 percent of the target bonus.

Long-Term Variable Compensation
The long-term variable compensation that Board of Manage-
ment members receive is stock-based compensation under
the E.ON Share Matching Plan. The Supervisory Board decides
each year on the allocation of new tranches, including the
respective targets and the number of virtual shares granted to
individual members of the Board of Management. To ensure

Corporate Governance Report

that this compensation is sustainable within the meaning of
the AktG, all tranches allocated since 2010 have a vesting
period of four years.

The dependence of this compensation on E.ON’s stock price
serves to align management’s and shareholders’ interests
and objectives.

Following the Supervisory Board’s decision to allocate a new
tranche, Board of Management members initially receive
non-vested virtual shares equivalent to the amount of the LTI
component of their bonus. The determination of the LTI com-
ponent takes into consideration the overall target attainment
of the bonus. The number of virtual shares is calculated on
the basis of the amount of their LTI component and E.ON’s
average stock price during the first 60 days of the four-year
vesting period. Furthermore, Board of Management members
may receive, on the basis of annual Supervisory Board deci-
sions, a base matching of additional non-vested, expirable
virtual shares in addition to the virtual shares resulting from
their LTI component. In addition, Board of Management mem-
bers may, depending on the company’s performance during
the vesting period, receive performance matching of up to
two additional virtual shares per share resulting from base
matching. The arithmetical total target value allocated at the
start of the vesting period, which begins on April 1 of the
year in which a tranche is allocated, is therefore the sum of
the value of the LTI component, base matching, and perfor-
mance matching (depending on the degree of attainment of
a predefined company performance target).

For the purpose of performance matching, the company per-
formance metric is E.ON’s average ROACE during the four-year
vesting period compared with a target ROACE set in advance
by the Supervisory Board for the entire four-year period at the
time it allocates a new tranche. Extraordinary events are not
factored into the determination of target attainment for com-
pany performance. Depending on the degree of target attain-
ment for the company performance metric, each virtual share
resulting from base matching may be matched by between
zero and two additional virtual shares at the end of the vest-
ing period. If the predetermined company performance target
is fully attained, Board of Management members receive one
additional virtual share for each virtual share resulting from
base matching. Linear interpolation is used to translate inter-
mediate figures.

At the end of the vesting period, the virtual shares held by
Board of Management members are assigned a cash value
based on E.ON’s average stock price during the final 60 days
of the vesting period. To each virtual share is then added the
aggregate per share dividend paid out during the vest period.
This total—cash value plus dividends—is then paid out. Payouts
are capped at 200 percent of the arithmetical total target value.

In order to introduce the new plan as swiftly as possible, Board
of Management members received virtual shares in 2013 as
part of an interim solution; allocations under the old Share
Performance Plan were not granted.

Since 2010, more than 60 percent of the Board of Management’s
variable compensation (which consists of the annual bonus
and long-term variable compensation) is based on long-term
performance metrics, thereby ensuring that this variable
compensation is sustainable. The sustainability requirement
is also reflected by the fact that the Supervisory Board con-
siders the criteria of Section 87 of the AktG and the Code when
it determines the individual performance portion of the
annual bonus.

Note 11 to the Consolidated Financial Statements contains
additional details about stock-based compensation.

Overall Cap
Beginning with the 2013 financial year, current Board of
Management members’ cash compensation has an overall cap.
This means that the sum of base salary, annual bonus, any
special compensation, and long-term variable compensation
in one year may not exceed 200 percent of total target cash
compensation, which consists of base salary, target bonus, and
the target value of virtual shares.

Contractual Non-cash Compensation
Under their contracts, Board of Management members receive
non-cash compensation in the form of a chauffeur-driven
company car for business and personal use, telecommunications
equipment for business and personal use, appropriate accident
insurance coverage, and an annual medical examination. In
addition, Board of Management members have D&O insurance

coverage. If an insurance claim is granted, this insurance
includes a deductible. In accordance with AktG, the deductible
is equal to 10 percent of a damage claim but with a maximum
cumulative annual cap of 150 percent of the member’s annual
fixed compensation.

Settlement Cap for Premature Termination of Board
of Management Duties
In accordance with the Code, all Board of Management mem-
bers have a settlement cap. Under the cap, payments to a
Board of Management member for a premature termination
of Board of Management duties without significant cause
within the meaning of Section 626 of the German Civil Code
may not exceed the value of two years’ total compensation
or the total compensation for the remainder of the member’s
service agreement, whichever is less.

Change-in-Control Clauses
The Company had change-in-control agreements with all Board
of Management members in the 2010 financial year. In the
event of a premature loss of a Board of Management position
due to a change-in-control event, Board of Management
members are entitled to severance and settlement payments.

The change-in-control agreements stipulate that a change in
control exists in three cases: a third party acquires at least
30 percent of the Company’s voting rights, thus triggering the
automatic requirement to make an offer for the Company
pursuant to Germany’s Stock Corporation Takeover Law; the
Company, as a dependent entity, concludes a corporate agree-
ment; the Company is merged with another company. A Board
of Management member is entitled to severance and settle-
ment pay if, within 12 months of the change in control, his or
her service agreement is terminated by mutual consent,
expires, or is terminated by the Board member (in the latter
case, however, only if his or her position on the Board is
materially affected by the change in control).

In accordance with the Code, the settlement payments for
Board of Management members would be equal to 150 percent
of the settlement cap; that is, the capitalized amount of
three years’ total annual compensation (annual base salary,
annual target bonus, and other compensation). To reflect
discounting and setting off of payment for services rendered

to other companies or organizations, payments will be reduced
by 20 percent. If a Board of Management member is above
the age of 53, this 20-percent reduction is diminished incre-
mentally.

Non-compete Clause
Beginning with the 2013 financial year, the service agreements
of the current Board of Management members include a non-
compete clause. For a period of six months after the termina-
tion of their service agreement, Board of Management members
are contractually prohibited from working directly or indirectly
for a company that competes directly or indirectly with the
Company or its affiliates. Board of Management members
receive a compensation payment for the period of the non-
compete restriction. The prorated payment is based on 100 per-
cent of their contractually stipulated annual target compen-
sation (annual base pay and target bonus) but is, at a minimum,
60 percent of their most recently received compensation.

Pension Entitlements
Members appointed to the Board of Management since 2010
(Mr. Kildahl, Mrs. Stachelhaus, Dr.-Ing. Birnbaum, Mr. Winkel,
and Mr. Schäfer) are enrolled in the Contribution Plan E.ON
Management Board, a contribution-based pension plan whose
terms (with the exception of the contribution amount) reflect
those of the pension plan that has been in effect since 2008
for newly hired employees and senior managers of E.ON com-
panies in Germany. Under the Contribution Plan E.ON Manage-
ment Board, the Company contributes to Board of Manage-
ment members’ pension account. The amount of the annual
contributions is equal to a predetermined percentage of
pensionable income (base salary and annual bonus). The per-
centage for Board of Management members was set after
consultations with outside compensation experts. The annual
company contribution is equal to 13 percent of pensionable
income. The second component of the company contribution
is a performance-based contribution based on the difference
between the E.ON Group’s prior-year ROCE and cost of capital.
The performance-based company contribution is a minimum
of 1 percent and a maximum of 6 percent of pensionable

Corporate Governance Report

income. The third component is an annual matching contribu-
tion equal to 4 percent of pensionable income. The require-
ment for the matching contribution to be granted is that the
Board of Management member contributes, at a minimum,
the same amount by having it withheld from his or her com-
pensation. The company-funded matching contribution is
suspended if and as long as, for the last three years, the posi-
tive difference between the E.ON Group’s prior-year ROCE
and cost of capital is less than zero percentage points. The
contributions made for a Board of Management member
during a calendar year are capitalized based on a standard
retirement age of 62 using, for each intervening year, an
interest rate based on the return of long-term German treasury
notes. At the time of pension payout, a Board of Management
member (or his or her survivors) may choose to have the pen-
sion account balance paid out as a lifelong pension, in install-
ments, or in a lump sum. In the case of retirement, the monthly
pension is set so that its cash value at the time of pension
payout—at the earliest, however, at the time that a Board of
Management member or his or her survivors stop receiving
compensation under his or her service agreement—is equal to
the pension account balance taking into account a 1-percent
increase per year.

In the case of Mr. Schäfer and Mr. Winkel, the Supervisory
Board transferred their previous pension into the contribution-
based plan and translated their benefit entitlements acquired
prior to joining the Board of Management (which were based
on their final salary) into capital contributions. The Supervisory
Board agreed to a transitional arrangement with Mr. Schäfer
and Mr. Winkel. If their service agreement is not extended
they will receive transitional compensation based on their
employment contracts and linked to their base pay prior to
joining the Board of Management. In addition, in the case of
pension benefits being due, Mr. Schäfer or his survivors may,
for a limited time, choose between the above-described con-
tribution-based pension plan and the pension plan based on
final salary prior to joining the Board of Management. In the
case of reappointment to the E.ON Board of Management,
these interim arrangements are void.

The following commentary applies to the pension entitlements
of Dr. Teyssen, Dr. Reutersberg, and Prof. Dr. Maubach, who
ended his service on the Board of Management in 2013:

Following the end of their service for the Company, these
Board of Management members are entitled to receive pen-
sion payments in three cases: departure on and after reach-
ing the standard retirement age (60 years); departure due to
permanent incapacitation; departure due to their service
agreement being terminated prematurely or not extended by
the Company (a so-called third pension situation).

In the first two cases (reaching the standard retirement age,
permanent incapacitation), pension payments begin when
a member departs the Board of Management for one of
these reasons; annual pension payments are equal to between
50 percent and 75 percent of the member’s last annual base
salary depending on the length of service on the Board of
Management.

The third pension case exists if Board of Management members
had, at the time of their severance, been in a Top Manage-
ment position in the E.ON Group for more than five years and
if the termination or non-extension of their service agreement
is not due to their misconduct or rejection of an offer of
extension that is at least on a par with their existing service
agreement. Under these circumstances, annual pension pay-
ments also range between 50 percent and 75 percent of the
last annual base salary and begin when the member reaches
the age of 60. Members who depart the Board of Management
in this way receive a reduced pension as a bridge payment
from the date of their departure until they reach the age of 60.
The amount of the bridge payment is also initially between
50 percent and 75 percent of the last annual base salary based
on the length of service on the Board of Management. This
amount is then reduced by the ratio between the actual and
potential length of service in a Top Management position in
the E.ON Group until the standard retirement age. In contrast
to this, the service agreements the Company concluded before
the 2006 financial year do not include reductions to the
bridge payment.

Dr. Schenck, who ended his service with the Company in 2013,
has a nonforfeitable, pro rata temporis pension entitlement
calculated pursuant to Section 2, Paragraph 1, of the German
Occupational Pensions Improvement Act (known by its Ger-
man acronym, “BetrAVG”).

The following table provides an overview of the current pen-
sion obligations to Board of Management members. The table
also includes the additions to provisions for pensions for
each member. These additions to provisions for pensions are
not paid compensation but valuations calculated in accor-
dance with IFRS. In addition, the cash value of pension obliga-
tions is shown in the following table. The cash value is equal
to the defined benefit obligation based on a 3.9 percent inter-
est rate (prior year: 3.4 percent).

Pursuant to BetrAVG’s provisions, Board of Management
members’ pension entitlements are not vested until they have
been in effect for five years. This applies to both of the
above-described pension plans.

Pursuant to the Code’s recommendations, the Supervisory
Board reviewed the benefits level and the resulting expense.

If a recipient of pension payments (or bridge payments) is
entitled to pension payments or bridge payments stemming
from earlier employment, 100 percent of these payments will
be set off against his or her pension or bridge payments from
the Company. In addition, 50 percent of income from other
employment will be set off against bridge payments.

Pension payments are adjusted on an annual basis to reflect
changes in the German consumer price index.

Following the death of an active or former Board of Manage-
ment member, a reduced amount of his or her pension is paid
as a survivor’s pension to the family. Widows and widowers
are entitled to lifelong payment equal to 60 percent of the pen-
sion a Board of Management member received on the date
of his or her death or would have received had he or she
entered retirement on this date. This payment is terminated
if a widow or widower remarries. The children or dependents
of a Board of Management member who have not reached
the age of 18 are entitled, for the duration of their education
or professional training until they reach a maximum age of
25, to an annual payment equal to 20 percent of the pension
the Board of Management member received or would have
received on the date of his or her death. Surviving children
benefits granted before 2006 deviate from this model and
are equal to 15 percent of a Board of Management member’s
pension. If, taken together, the survivor’s pensions of the
widow or widower and children exceed 100 percent of a Board
of Management member’s pension, the pensions paid to the
children are proportionally reduced by the excess amount.

Pensions of the Members of the Board of Management

Current pension entitlement at December 31

Additions to provisions for pensions

Cash value at
December 31

As a percentage of
annual base salary

(€)

Thereof interest cost
(€)

(€)

2013

–

2012

2013

2012

2013

2012

2013

2012

2013

2012

930,000

1,261,272

1,088,086

557,940

557,011

15,561,093

16,410,001

–

163,494

351,268

–

163,494

–

338,182

29,555

25,371

1,121,712

869,254

420,000

490,000

420,000

198,794

625,835

55,574

205,881

7,326,862

6,538,081

490,000

1,156,390

1,023,106

356,556

370,281

10,519,155

10,486,945

–

89,020

–

31,242

–

2,571,968

–

540,000

703,465

686,014

120,729

133,390

3,114,834

4,734,461

–

164,690

321,211

14,043

24,511

837,048

826,042

165,895

–

57,523

–

2,080,619

–

Dr. Johannes Teyssen

Dr.-Ing. Leonhard Birnbaum1
(since July 1, 2013)

Jørgen Kildahl1

Prof. Dr. Klaus-Dieter Maubach
(until March 31, 2013)

Dr. Bernhard Reutersberg

Klaus Schäfer1, 2
(since September 1, 2013)

Dr. Marcus Schenck
(until September 30, 2013)

Regine Stachelhaus1
(until June 30, 2013)

Mike Winkel1, 2
(since April 1, 2013)

1Contribution Plan E.ON Management Board.
2Cash value includes benefit entitlements accrued in the E.ON Group prior to joining the Board of Management.
For members who ended their service on the Board of Management, the date of departure serves as the balance-sheet date.

Corporate Governance Report

Compensation of the Members of the Board of
Management
The Supervisory Board determined that the Board of Manage-
ment’s compensation is appropriate, from both a horizontal
and vertical perspective. In accordance with the AktG’s provi-
sions, the Supervisory Board made this determination in par-
ticular by means of horizontal comparisons. It compared the
Board of Management’s compensation with compensation
at companies of similar size and in similar industries. In accor-
dance with the Code’s recommendations, the Supervisory
Board compared compensation vertically and factored this
into its assessment of appropriateness.

The Supervisory Board did not increase the compensation
of Board of Management members in 2013. The total compen-
sation of the members of the Board of Management in the
2013 financial year amounted to €18.5 million (prior year:
€21.7 million). Individual members of the Board of Manage-
ment received the following total compensation:

Compensation of the Board of Management

Fixed annual
compen sation

Bonus

Other compen sation

Value of stock-based
compensation
granted

Total

€

2013

2012

2013

2012

Dr. Johannes Teyssen

1,240,000

1,759,739

2,675,000

2013

21,458

2012

20131

2012

2013

2012

26,899

2,665,041

1,770,804

5,686,238

5,712,703

Dr.-Ing. Leonhard Birnbaum
(since July 1, 2013)

Jørgen Kildahl

Prof. Dr. Klaus-Dieter Maubach
(until March 31, 2013)

Dr. Bernhard Reutersberg

Klaus Schäfer
(since September 1, 2013)

Dr. Marcus Schenck
(until September 30, 2013)

Regine Stachelhaus
(until June 30, 2013)

Mike Winkel1
(since April 1, 2013)

Total

400,000

700,000

–

341,000

–

449,082

–

537,167

–

1,727,249

–

700,000

851,951

1,396,000

32,650

174,272

1,285,975

787,024

2,870,576

3,057,296

175,000

700,000

80,000

1,356,000

865,754

1,373,000

3,095

26,563

16,988

–

787,024

258,095

2,860,012

25,928

1,292,877

787,024

2,885,194

2,885,952

233,333

–

186,000

–

6,321

–

209,667

–

635,321

–

675,000

900,000

1,224,528

1,996,000

16,863

21,817

350,000

700,000

305,000

1,404,000

13,397

289,939

–

1,049,365

1,916,391

3,967,182

787,024

668,397

3,180,963

525,000

–

501,833

–

18,516

–

763,417

–

1,808,766

–

4,998,333

4,940,000

6,115,805

10,200,000

587,945

555,843

6,754,144

5,968,265

18,456,227

21,664,108

1Includes the initial effect of the conversion of the stock-based compensation plan.

The 2013 bonus disclosed here already reflects the final setting
of the portion of the bonus for the 2011 financial year that
was subject to a three-year performance metric under the pre-
vious bonus system, which was applicable for the 2011 and
2012 financial years. Page 86 of the 2012 Annual Report describes
how this portion is calculated. This calculation resulted in
approximate payments of €150,000 to Dr. Teyssen, €80,000 each
to Mr. Kildahl and to Dr. Reutersberg. Additionally, for those
members who departed from the Board of Management in
2013, the portion of their 2012 bonus subject to a three-year
performance metric was calculated ahead of time and factored
into their 2013 bonus. This resulted in aggregate approximate
reductions of €145,000 each for Prof. Dr. Maubach and for
Mrs. Stachelhaus, and €238,000 for Dr. Schenck.

The 2013 figures for stock-based compensation do not indicate
actual payments in 2013 but rather indicate estimates, based
on commercial principles, of the value of the virtual shares
granted in 2013 under the first tranche of E.ON Share Matching
Plan and the LTI component of the 2013 annual bonus. The
payout of the virtual shares from the first tranche will be
calculated at the end of March 2017 on the basis of E.ON SE’s
stock price. As a result, the payout figures could be higher or
lower than the figures shown here.

To indicate how the compensation plan works, the table below
shows the actual payments made under the E.ON Share Per-
formance Plan rather than estimated figures. The fifth tranche
of the E.ON Share Performance Plan, which was settled at the
end of the 2013 financial year, had no value. Board of Manage-
ment members received no payment from it.

Effective Compensation of the Board of Management

Fixed annual
compen sation

Bonus

Other compen sation

€

2013

2012

2013

2012

Dr. Johannes Teyssen

1,240,000

1,759,739

2,675,000

2013

21,458

2012

26,899

Dr.-Ing. Leonhard Birnbaum
(since July 1, 2013)

Jørgen Kildahl

Prof. Dr. Klaus-Dieter Maubach
(until March 31, 2013)

Dr. Bernhard Reutersberg

Klaus Schäfer
(since September 1, 2013)

Dr. Marcus Schenck
(until September 30, 2013)

Regine Stachelhaus
(until June 30, 2013)

Mike Winkel
(since April 1, 2013)

Total

400,000

700,000

–

341,000

–

449,082

–

700,000

851,951

1,396,000

32,650

174,272

175,000

700,000

80,000

1,356,000

865,754

1,373,000

3,095

26.563

16,988

25,928

233,333

–

186,000

–

6,321

–

675,000

900,000

1,224,528

1,996,000

16,863

21,817

350,000

700,000

305,000

1,404,000

13,397

289,939

525,000

–

501,833

–

18,516

–

4,998,333

4,940,000

6,115,805

10,200,000

587,945

555,843

12013: the fifth tranche had no value at the end of the vesting period; 2012: no settlement of performance rights.

Payout value of
performance rights1

Total

2013

2012

2013

2012

–

3,021,197

3,941,899

1,190,082

–

1,584,601

2,270,272

258,095

2,072,988

1,592,317

2,098,928

425,654

–

1,916,391

2,917,817

668,397

2,393,939

1,045,349

–

11,702,083

15,695,843

Board of Management members’ total compensation for 2013
included stock-based compensation with a fair value of €13.31
per performance right from the first tranche of the E.ON Share
Matching Plan. This value corresponds to the target value used
for purposes of internal communications between the Board
of Management and the Supervisory Board. The target value
is equal to the cash payout amount of each performance right
if at the end of the vesting period E.ON stock maintains its
price. The German Commercial Code (Section 314, Paragraph 1,
Item 6a, Sentence 9) requires supplemental disclosure, by
year, of the Company’s expenses for all tranches of stock-based
compensation granted in 2013 and in previous years. The fol-
lowing expenses in accordance with IFRS 2 were recorded for
performance rights and virtual shares existing in the 2013

Under the first tranche of the E.ON Share Matching Plan, in
2013 the members of the E.ON SE Board of Management were
issued virtual shares of the following value and quantity: Dr.
Teyssen €1,860,000/139,745 shares (prior year: €1,770,804/78,948
performance rights), Dr.-Ing. Birnbaum €366,667/27,548 shares
(prior year: €0/0 performance rights), Mr. Kildahl €900,000/67,619
shares (prior year: €787,024/35,088 performance rights), Prof.
Dr. Maubach €0/0 shares (prior year: €787,024/35,088 perfor-
mance rights), Dr. Reutersberg €900,000/67,619 shares (prior
year: €787,024/ 35,088 performance rights), Mr. Schäfer €116,667/
8,766 shares (prior year: €0/0 performance rights), Dr. Schenck
€0/0 shares (prior year: €1,049,365/46,784 performance rights),
Mrs. Stachelhaus €0/0 shares (prior year: €787,024/35,088 per-
formance rights), and Mr. Winkel €512,500/38,504 shares (prior
year: €0/0 performance rights). Stock-based compensation of
Board of Management members also includes the LTI com-
ponent of their 2013 annual bonuses, which will be granted in
virtual shares under the second tranche of the E.ON Share
Matching Plan in the following amounts: Dr. Teyssen €805,041,
Dr.-Ing. Birnbaum €170,500, Mr. Kildahl €385,975, Dr. Reutersberg
€392,877, Mr. Schäfer €93,000, and Mr. Winkel €250,917.

Corporate Governance Report

financial year (figures are approximate): Dr. Teyssen €1,687,000
(prior year: €566,000), Dr.-Ing. Birnbaum €247,000 (prior year:
€0), Mr. Kildahl €824,000 (prior year: €259,000), Dr. Reutersberg
€834,000 (prior year: €281,000), Mr. Schäfer €117,000 (prior
year: €0), and Mr. Winkel €357,000 (prior year: €0). For the mem-
bers who ended their service on the Board of Management
in 2013, income in the following approximate amounts was
recorded: Prof. Dr. Maubach €96,000 (prior year: expense
of approximately €281,000), Dr. Schenck €569,000 (prior year:
expense of approximately €328,000), Mrs. Stachelhaus €52,000
(prior year: expense of approximately €259,000).

Additional information about E.ON AG’s stock-based compen-
sation programs can be found in Note 11 to the Consolidated
Financial Statements.

Approximately €438,000 of Dr.-Ing. Birnbaum’s remaining other
compensation reflects compensation for the entitlement to
long-term compensation from his previous employer that he
forfeited by joining E.ON. The remaining other compensation
of the members of the Board of Management consists primarily
of benefits in kind from the personal use of company cars and,
in some cases in 2012, temporary coverage of rent payments
for a second residence, relocation costs, and real-estate agent
fees along with the income tax levied on this compensation.

By mutual agreement with the Company, Prof. Dr. Maubach,
Mrs. Stachelhaus, and Dr. Schenck ended their service on the
E.ON SE Board of Management effective March 31, June 30,
and September 30, 2013. The Company concluded termination
agreements with all three of them.

By mutual agreement, Prof. Dr. Maubach’s service agreement
was terminated effective September 30, 2013. During the time
between the end of his service on the Board of Management
and the termination of his service agreement, Prof. Dr. Maubach
received compensation under his service agreement in the
amount of approximately €1,025,000. On termination of his
service agreement and as compensation for claims under
his service agreement Prof. Dr. Maubach received a payment
of approximately €980,000, which is disclosed under com-
pensation to former Board of Management members. Prof. Dr.
Maubach was given the option of an extraordinary payout
of his performance rights from the fifth, sixth, and seventh
tranches. He exercised this option following his departure
at the conclusion of September 30, 2013. The amount of this
payment is also disclosed under compensation to former Board
of Management members. Beginning on January 1, 2014, Prof.
Dr. Maubach is entitled to payment of the contractual pension
benefits accrued during his service (third pension case).

By mutual agreement, Mrs. Stachelhaus’s service agreement
was terminated effective June 30, 2013. In compensation for
claims under her service agreement Mrs. Stachelhaus received
a payment of approximately €910,000. Her performance rights
will be paid out at the end of the respective vesting periods.
Following the termination of her service agreement, Mrs.
Stachelhaus will carry out certain HR-related tasks under an
employment relationship with the Company limited to two
years.

Compensation Disclosures pursuant to the Code
In the 2013 financial year the Code introduced a recommen-
dation that, starting with the 2014 financial year, Board of
Management compensation be disclosed in tables that display
benefits granted and allocation in a prescribed format. In
anticipation of this recommendation, the Company is disclos-
ing the Chairman of the Board of Management’s 2013 compen-
sation according to this additional format which is prescribed
for the future.

By mutual agreement, Dr. Schenck’s service agreement was
terminated effective September 30, 2013. In compensation
for claims under his service agreement Dr. Schenck received
a payment of approximately €433,000. On his departure his
existing performance rights were forfeited.

As in the prior year, no loans were outstanding or granted to
members of the Board of Management in the 2013 financial
year. Page 210 contains additional information about the mem-
bers of the Board of Management.

The maximum amount disclosed in the benefits granted table
represents the sum of the contractual (individual) caps for
the various elements of the compensation of Board of Manage-
ment members. The overall cap on Board of Management com-
pensation, which was introduced in the 2013 financial year
and is described on page 84, applies as well.

Corporate Governance Report

Benefits Granted

€

Fixed compensation

Fringe benefits

Total

One-year variable compensation

Multi-year variable compensation

Multi-year bonus component (under compensation plan through 2012)
Share Performance Plan, seventh tranche (2012–2015)
Share Matching Plan, first tranche (2013–2017)
Share Matching Plan, second tranche (2014–2018)1

Total

Service cost

Total

Dr. Johannes Teyssen
(Chairman of the Board of Management)

2012

2013

2013 (min.)

2013 (max.)

1,240,000

26,899

21,458

1,266,899

1,261,458

1,170,000

1,260,000

2,400,804
630,000
1,770,804
–
–

2,665,041
–
–
1,860,000
805,041

–

–
–
–
–
–

2,835,0002

5,330,082
–
–
3,720,000
1,610,082

4,837,703

5,186,499

1,261,458

9,426,540

531,075

703,332

5,368,778

5,889,831

1,964,790

10,129,872

1Corresponds to the LTI component of the 2013 bonus.
2Pursuant to the AktG, the Company grants one third of one-year variable compensation as multi-year compensation (LTI component). Target attainment is capped at 150 percent
for this portion. If target attainment exceeds 150 percent, the resulting amount is granted as one-year variable compensation and is not included in the LTI component. All
bonuses will additionally be subject to the overall cap.

Allocation

€

Fixed compensation

Fringe benefits

Total

One-year variable compensation

Multi-year variable compensation

Multi-year component of the 2012 bonus (pending)
Final calculation and payment of multi-year component of 2010 bonus
Final calculation and payment of multi-year component of 2011 bonus
Share Performance Plan, fifth tranche (2010–2013)

Other

Total

Service cost

Total

Payments Made to Former Members of the Board
of Management
Total payments made to former Board of Management
members and to their beneficiaries amounted to €14.5 million
in 2013 (prior year: €9.7 million).

Provisions of €158 million (prior year: €154.3 million) have been
provided for pension obligations to former Board of Manage-
ment members and their beneficiaries.

Dr. Johannes Teyssen
(Chairman of the
Board of Management)

2012

2013

1,240,000

26,899

21,458

1,266,899

1,261,458

1,504,297

1,610,082

1,170,703
1,294,700
-123,997
–
–

149,657
–
–
149,657
–

–

3,941,899

3,021,197

531,075

703,332

4,472,974

3,724,529

Declaration of the Board of Management

To the best of our knowledge, we declare that, in accordance
with applicable financial reporting principles, the Consolidated
Financial Statements give a true and fair view of the assets,
liabilities, financial position and profit or loss of the Group, and
that the Group Management Report, which is combined with
the management report of E.ON SE, provides a fair review of
the development and performance of the business and the
position of the E.ON Group, together with a description of the
principal opportunities and risks associated with the expected
development of the Group.

Düsseldorf, February 25, 2014

The Board of Management

Teyssen

Birnbaum

Kildahl

Reutersberg

Schäfer

Winkel

Consolidated Financial Statements

the International Standards on Auditing (ISA). Accordingly,
we are required to comply with ethical requirements and
plan and perform the audit to obtain reasonable assurance
about whether the consolidated financial statements are
free from material misstatement.

An audit involves performing audit procedures to obtain audit
evidence about the amounts and disclosures in the consoli-
dated financial statements. The selection of audit procedures
depends on the auditor’s professional judgment. This includes
the assessment of the risks of material misstatement of the
consolidated financial statements, whether due to fraud or
error. In assessing those risks, the auditor considers the inter-
nal control system relevant to the entity’s preparation of con-
solidated financial statements that give a true and fair view.
The aim of this is to plan and perform audit procedures that
are appropriate in the given circumstances, but not for the
purpose of expressing an opinion on the effectiveness of the
group’s internal control system. An audit also includes evalu-
ating the appropriateness of accounting policies used and the
reasonableness of accounting estimates made by the Board
of Managing Directors, as well as evaluating the overall presen-
tation of the consolidated financial statements.

We believe that the audit evidence we have obtained is suffi-
cient and appropriate to provide a basis for our audit opinion.

Independent Auditors’ Report

To E.ON SE, Düsseldorf

Report on the Consolidated Financial Statements

We have audited the accompanying consolidated financial
statements of E.ON SE, Düsseldorf, and its subsidiaries, which
comprise the consolidated balance sheet, the consolidated
statement of income, the consolidated statement of recognized
income and expenses, the consolidated statement of cash
flows, the statement of changes in equity and the notes to the
consolidated financial statements for the business year from
January 1, 2013 to December 31, 2013.

Board of Managing Directors’ Responsibility for the
Consolidated Financial Statements
The Board of Managing Directors of E.ON SE, Düsseldorf, is
responsible for the preparation of these consolidated financial
statements. This responsibility includes that these consolidated
financial statements are prepared in accordance with Inter-
national Financial Reporting Standards, as adopted by the EU,
and the additional requirements of German commercial law
pursuant to § (Article) 315a Abs. (paragraph) 1 HGB (“Handels-
gesetzbuch”: German Commercial Code) and that these con-
solidated financial statements give a true and fair view of the
net assets, financial position and results of operations of
the Group in accordance with these requirements. The Board
of Managing Directors is also responsible for the internal
controls as the Board of Managing Directors determines are
necessary to enable the preparation of consolidated financial
statements that are free from material misstatement, whether
due to fraud or error.

Auditor’s Responsibility
Our responsibility is to express an opinion on these consoli-
dated financial statements based on our audit. We conducted
our audit in accordance with § 317 HGB and German generally
accepted standards for the audit of financial statements pro-
mulgated by the Institut der Wirtschaftsprüfer (Institute of
Public Auditors in Germany) (IDW) and additionally observed

Audit Opinion
According to § 322 Abs. 3 Satz (sentence) 1 HGB, we state that
our audit of the consolidated financial statements has not led
to any reservations.

According to § 322 Abs. 3 Satz 1 HGB we state, that our
audit of the combined management report has not led to
any reservations.

In our opinion based on the findings of our audit of the con-
solidated financial statements and combined management
report, the combined management report is consistent with
the consolidated financial statements, as a whole provides
a suitable view of the Group’s position and suitably presents
the opportunities and risks of future development.

Düsseldorf, March 4, 2014

PricewaterhouseCoopers
Aktiengesellschaft
Wirtschaftsprüfungsgesellschaft

Dr. Norbert Schwieters
Wirtschaftsprüfer
(German Public Auditor)

Michael Preiß
Wirtschaftsprüfer
(German Public Auditor)

In our opinion based on the findings of our audit, the consoli-
dated financial statements comply, in all material respects,
with IFRSs, as adopted by the EU, and the additional require-
ments of German commercial law pursuant to § 315a Abs. 1 HGB
and give a true and fair view of the net assets and financial
position of the Group as at December 31, 2013 as well as the
results of operations for the business year then ended, in
accordance with these requirements.

Report on the Group Management Report

We have audited the accompanying group management report
of E.ON SE, Düsseldorf, which is combined with the manage-
ment report of the company, for the business year from Janu-
ary 1, 2013 to December 31, 2013. The Board of Managing
Directors of E.ON SE, Düsseldorf, is responsible for the prepa-
ration of the combined management report in accordance
with the requirements of German commercial law applicable
pursuant to § 315a Abs. 1 HGB. We conducted our audit in
accordance with § 317 Abs. 2 HGB and German generally
accepted standards for the audit of the combined management
report promulgated by the Institut der Wirtschaftsprüfer
(Institute of Public Auditors in Germany) (IDW). Accordingly,
we are required to plan and perform the audit of the com-
bined management report to obtain reasonable assurance
about whether the combined management report is consis-
tent with the consolidated financial statements and the audit
findings, as a whole provides a suitable view of the Group’s
position and suitably presents the opportunities and risks of
future development.

E.ON SE and Subsidiaries Consolidated Statements of Income

€ in millions

Sales including electricity and energy taxes

Electricity and energy taxes

Sales

Changes in inventories (finished goods and work in progress)

Own work capitalized

Other operating income

Cost of materials

Personnel costs

Depreciation, amortization and impairment charges

Other operating expenses

Income from companies accounted for under the equity method

Income from continuing operations before financial results and income taxes

Financial results

Income from equity investments
Income from other securities, interest and similar income
Interest and similar expenses

Income taxes

Income from continuing operations

Income from discontinued operations, net

Net income

Attributable to shareholders of E.ON SE
Attributable to non-controlling interests

in €

Note

(5)

(6)

(7)

(8)

(11)

(14)

(7)

(9)

(10)

Earnings per share (attributable to shareholders of E.ON SE)—basic and diluted

(13)

from continuing operations

from discontinued operations

from net income

1Because of the initial application of IAS 19R, the comparative prior-year figures have been adjusted (see also Note 2).

2013

124,214

-1,764

122,450

-22

375

2012 1

133,997

-1,904

132,093

381

10,767

10,845

-108,083

-115,285

-4,687

-5,273

-10,138

-224

5,165

-1,959
4
583
-2,546

-703

2,503

2,510
2,142
368

-5,166

-5,078

-13,311

137

4,677

-1,403
17
1,191
-2,611

-698

2,576

2,613
2,189
424

1.12

0.00

1.12

1.13

0.02

1.15

E.ON SE and Subsidiaries Consolidated Statements of Recognized Income and Expenses

€ in millions

Net income

Remeasurement of defined benefit plans

Remeasurement of defined benefit plans of companies accounted for under the equity method

Income taxes

Items that will not be reclassified subsequently to the income statement

Cash flow hedges

Unrealized changes
Reclassification adjustments recognized in income

Available-for-sale securities

Unrealized changes
Reclassification adjustments recognized in income

Currency translation adjustments

Unrealized changes
Reclassification adjustments recognized in income

Companies accounted for under the equity method

Unrealized changes
Reclassification adjustments recognized in income

Income taxes

Items that might be reclassified subsequently to the income statement

Total income and expenses recognized directly in equity

Total recognized income and expenses (total comprehensive income)

Attributable to shareholders of E.ON SE
Attributable to non-controlling interests

1Because of the initial application of IAS 19R, the comparative prior-year figures have been adjusted (see also Note 2).

2013

2,510

504

-12

-260

232

112
124
-12

368
531
-163

-1,296
-1,347
51

-972
-628
-344

-21

-1,809

2012 1

2,613

-1,869

–

515

-1,354

-316
-237
-79

14
100
-86

461
506
-45

-14
-14
–

222

-1,577

-1,132

933
655
278

1,481
1,083
398

E.ON SE and Subsidiaries Consolidated Balance Sheets—Assets

€ in millions

Goodwill

Intangible assets

Property, plant and equipment

Companies accounted for under the equity method

Other financial assets
Equity investments
Non-current securities

Financial receivables and other financial assets

Operating receivables and other operating assets

Income tax assets

Deferred tax assets

Non-current assets

Inventories

Financial receivables and other financial assets

Trade receivables and other operating assets

Income tax assets

Liquid funds

Securities and fixed-term deposits
Restricted cash and cash equivalents
Cash and cash equivalents

Assets held for sale

Current assets

Total assets

Note

(14)

(15)

(17)

(10)

(16)

(17)

(10)

(18)

(4)

December 31

January 1

2013

12,797

6,588

50,270

5,624

6,410
1,966
4,444

3,550

2,016

172

7,276

2012 1

13,440

6,869

54,173

4,067

6,358
1,612
4,746

3,692

2,400

123

5,441

2012 1

14,083

7,372

55,869

6,325

6,812
1,908
4,904

3,619

2,842

147

5,142

94,703

96,563

102,211

4,146

1,609

20,901

1,021

7,314
2,648
639
4,027

1,031

4,734

2,058

24,354

910

6,546
3,281
449
2,816

5,261

4,828

1,789

31,714

4,680

7,020
3,079
89
3,852

620

36,022

43,863

50,651

130,725

140,426

152,862

1Because of the initial application of IAS 19R, the comparative prior-year figures have been adjusted (see also Note 2).

Note

(19)

(20)

(21)

(22)

(19)

(23)

(26)

(10)

(24)

(25)

(10)

(26)

(10)

(25)

(4)

December 31

January 1

2013

2,001

13,733

23,053

-1,833

-3,484

33,470

3,528

-613

2,915

2012 1

2,001

13,740

22,869

-147

-3,505

34,958

4,410

-548

3,862

2012 1

2,001

13,747

23,820

-277

-3,530

35,761

4,484

-608

3,876

36,385

38,820

39,637

18,237

21,937

24,029

5,720

2,317

3,418

23,470

7,892

61,054

5,023

21,866

1,718

4,372

307

5,655

2,053

4,945

23,656

6,781

65,027

4,007

25,935

1,391

4,049

1,197

7,057

3,585

3,300

22,367

6,787

67,125

5,885

30,726

4,425

4,958

106

33,286

36,579

46,100

130,725

140,426

152,862

E.ON SE and Subsidiaries Consolidated Balance Sheets—Equity and Liabilities

€ in millions

Capital stock

Additional paid-in capital

Retained earnings

Accumulated other comprehensive income

Treasury shares

Equity attributable to shareholders of E.ON SE

Non-controlling interests (before reclassification)

Reclassification related to put options

Non-controlling interests

Equity

Financial liabilities

Operating liabilities

Income taxes

Provisions for pensions and similar obligations

Miscellaneous provisions

Deferred tax liabilities

Non-current liabilities

Financial liabilities

Trade payables and other operating liabilities

Income taxes

Miscellaneous provisions

Liabilities associated with assets held for sale

Current liabilities

Total equity and liabilities

1Because of the initial application of IAS 19R, the comparative prior-year figures have been adjusted (see also Note 2).

100

E.ON SE and Subsidiaries Consolidated Statements of Cash Flows

€ in millions

Net income

Income/Loss (-) from discontinued operations, net

Depreciation, amortization and impairment of intangible assets and of property, plant and equipment

Changes in provisions

Changes in deferred taxes

Other non-cash income and expenses

Gain/Loss on disposal of

Intangible assets and property, plant and equipment
Equity investments
Securities (> 3 months)

Changes in operating assets and liabilities and in income taxes

Inventories and carbon allowances
Trade receivables
Other operating receivables and income tax assets
Trade payables
Other operating liabilities and income taxes

Cash provided by operating activities of continuing operations (operating cash flow) 2

Proceeds from disposal of

Intangible assets and property, plant and equipment
Equity investments

Purchases of investments in

Intangible assets and property, plant and equipment
Equity investments

Proceeds from disposal of securities (> 3 months) and of financial receivables and fixed-term deposits

Purchases of securities (> 3 months) and of financial receivables and fixed-term deposits

Changes in restricted cash and cash equivalents

Cash used for investing activities of continuing operations

Payments received/made from changes in capital 3

Cash dividends paid to shareholders of E.ON SE

Cash dividends paid to non-controlling interests

Proceeds from financial liabilities

Repayments of financial liabilities

Cash used for financing activities of continuing operations

Net increase/decrease in cash and cash equivalents

Effect of foreign exchange rates on cash and cash equivalents

Cash and cash equivalents at the beginning of the year 4

Cash and cash equivalents of continuing operations at the end of the year 5

2013

2,510

-7

5,273

1,224

-738

792

-2,042
-66
-1,813
-163

-637
-208
1,358
1,288
-2,268
-807

6,375

7,136
624
6,512

-8,086
-4,574
-3,512

4,742

-4,672

-195

-1,075

-7

-2,097

-246

1,352

-3,027

-4,025

1,275

-59

2,823

4,039

2012 1

2,613

-37

5,078

398

889

-407

-504
-49
-325
-130

778
-158
1,753
8,843
1,538
-11,198

8,808

4,418
464
3,954

-6,997
-6,379
-618

5,593

-5,679

-353

-3,018

-149

-1,905

-197

573

-5,170

-6,848

-1,058

3,855

2,823

1Because of the initial application of IAS 19R, the comparative prior-year figures have been adjusted (see also Note 2).
2Additional information on operating cash flow is provided in Notes 29 and 33.
3No material netting has taken place in either of the years presented here.
4Cash and cash equivalents of continuing operations at the beginning of 2013 also include a combined total of €7 million at the E.ON Thüringer Energie group and at the E.ON
Energy from Waste group, both of which were disposed of in the first quarter of 2013. In 2012, this line included an amount of €3 million at E.ON Bulgaria, which had been
presented as a disposal group.
5Cash and cash equivalents of continuing operations at the end of 2013 include an amount of €12 million at the Pražská plynárenská group, which is presented as a disposal
group. In 2012, this line included a combined total of €7 million at the E.ON Thüringer Energie group and at the E.ON Energy from Waste group, both of which were disposed
of in the first quarter of 2013.

101

Supplementary Information on Cash Flows from Operating Activities

€ in millions

Income taxes paid (less refunds)

Interest paid

Interest received

Dividends received

2013

-972

-1,318

543

623

2012

-530

-1,348

497

614

Additional information on the Statements of Cash Flows is provided in Note 29.

102

Statement of Changes in Equity

Changes in accumulated
other comprehensive income

€ in millions

Capital stock

Additional
paid-in capital

Balance as of January 1, 2012

2,001

13,747

IAS 19R adjustment

Balance as of January 1, 2012

2,001

13,747

Change in scope of consolidation

Treasury shares repurchased/sold

-7

Retained
earnings

23,796

23,820

Currency
translation
adjustments

-1,117

Capital increase

Capital decrease

Dividends paid

Share additions

Net additions/disposals from
reclassification related to
put options

Total comprehensive income

Net income
Other comprehensive income
Remeasurement of defined
benefit plans
Changes in accumulated
other comprehensive income

Balance as of December 31, 2012 1

Balance as of January 1, 2013 1

Change in scope of consolidation

Treasury shares repurchased/sold

Capital increase

Capital decrease

Dividends paid

Share additions

Net additions/disposals from
reclassification related to
put options

Total comprehensive income

Net income
Other comprehensive income
Remeasurement of defined
benefit plans
Changes in accumulated
other comprehensive income

2,001

13,740

-7

-1,905

953
2,189
-1,236

-1,236

22,869

-2,097

-60

2,341
2,142
199

199

Balance as of December 31, 2013

2,001

13,733

23,053

1Because of the initial application of IAS 19R, the comparative prior-year figures have been adjusted (see also Note 2).

503

-614

-2,128

-2,742

Available-for-
sale securities

Cash flow
hedges

895

-85

810

391

1,201

-55

-288

-343

-292

103

Equity
attributable
to shareholders
of E.ON SE

Non-controlling
interests (before
reclassification)

Reclassification
related to
put options

Non-controlling
interests

35,737

35,761

-1,905

1,083
2,189
-1,106

-1,236

130

34,958

-2,097

-60

655
2,142
-1,487

199

-1,686

33,470

4,484

-66

-16

-196

-214

398
424
-26

-118

4,410

-944

-31

-251

278
368
-90

-123

3,528

-608

-548

-65

-613

3,876

-66

-16

-196

-214

398
424
-26

-118

3,862

-944

-31

-251

-65

278
368
-90

-123

2,915

Treasury shares

-3,530

-3,505

-3,484

Total

39,613

39,637

-66

-16

-2,101

-213

1,481
2,613
-1,132

-1,354

222

38,820

-944

-31

-2,348

-35

-65

933
2,510
-1,577

232

-1,809

36,385

104 Notes

(1) Summary of Significant Accounting Policies

Basis of Presentation

These Consolidated Financial Statements have been prepared
in accordance with Section 315a (1) of the German Commercial
Code (“HGB”) and with those International Financial Reporting
Standards (“IFRS”) and IFRS Interpretations Committee inter-
pretations (“IFRIC”) that were adopted by the European Com-
mission for use in the EU as of the end of the fiscal year, and
whose application was mandatory as of December 31, 2013.
In addition, an election was made to apply early the amend-
ments to IAS 36 concerning recoverable amount disclosures.

Principles

The Consolidated Financial Statements of the E.ON Group
(“E.ON” or the “Group”) are generally prepared based on histor-
ical cost, with the exception of available-for-sale financial
assets that are recognized at fair value and of financial assets
and liabilities (including derivative financial instruments)
that must be recognized in income at fair value.

Scope of Consolidation
The Consolidated Financial Statements incorporate the finan-
cial statements of E.ON SE and entities controlled by E.ON
(“subsidiaries”). Control is achieved when the parent company
has the power to govern the financial and oper ating policies
of an entity so as to obtain economic benefits from its activi-
ties. In addition, special-purpose entities are con solidated
when the substance of the relationship indicates that the
entity is controlled by E.ON.

The results of the subsidiaries acquired or disposed of during
the year are included in the Consolidated Statement of Income
from the date of acquisition or until the date of their disposal,
respectively.

Where necessary, adjustments are made to the subsidiaries’
financial statements to bring their accounting policies into
line with those of the Group. Intercompany receivables, liabil-
ities and results between Group companies are eliminated
in the consolidation process.

Associated Companies
An associate is an entity over which E.ON has significant
influence but which is neither a subsidiary nor an interest in a
joint venture. Significant influence is achieved when E.ON
has the power to participate in the financial and operating
policy decisions of the investee but does not control or jointly
control these decisions. Significant influence is generally
presumed if E.ON directly or indirectly holds at least 20 percent,
but not more than 50 percent, of an entity’s voting rights.

Interests in associated companies are accounted for under
the equity method. In addition, majority-owned companies in
which E.ON does not exercise control due to restrictions
concerning the control of assets or management are also
generally accounted for under the equity method.

Interests in associated companies accounted for under the
equity method are reported on the balance sheet at cost,
adjusted for changes in the Group’s share of the net assets
after the date of acquisition and for any impairment charges.
Losses that might potentially exceed the Group’s interest in
an associated company when attributable long-term loans are
taken into consideration are generally not recognized. Any
goodwill resulting from the acquisition of an associated com-
pany is included in the carrying amount of the investment.

Unrealized gains and losses arising from transactions with
associated companies accounted for under the equity method
are eliminated within the consolidation process on a pro-rata
basis if and insofar as these are material.

Companies accounted for under the equity method are tested
for impairment by comparing the carrying amount with its
recoverable amount. If the carrying amount exceeds the recov-
erable amount, the carrying amount is adjusted for this
difference. If the reasons for previously recognized impairment
losses no longer exist, such impairment losses are reversed
accordingly.

The financial statements of equity interests accounted for
under the equity method are generally prepared using account-
ing that is uniform within the Group.

105

Joint Ventures
Joint ventures are also accounted for under the equity method.
Unrealized gains and losses arising from transactions with
joint-venture companies are eliminated within the consolidation
process on a pro-rata basis if and insofar as these are material.

Business Combinations
Business combinations are accounted for by applying the
purchase method, whereby the purchase price is offset against
the proportional share in the acquired company’s net assets.
In doing so, the values at the acquisition date that corresponds
to the date at which control of the acquired company was
attained are used as a basis. The acquiree’s identifiable assets,
liabilities and contingent liabilities are generally recognized
at their fair values irrespective of the extent attributable to
non-controlling interests. The fair values of individual assets
are determined using published exchange or market prices at
the time of acquisition in the case of marketable securities,
for example, and in the case of land, buildings and major tech-
nical equipment, generally using independent expert reports
that have been prepared by third parties. If exchange or mar-
ket prices are unavailable for consideration, fair values are
determined using the most reliable information available that
is based on market prices for comparable assets or on suit-
able valuation techniques. In such cases, E.ON determines fair
value using the discounted cash flow method by discounting
estimated future cash flows by a weighted-average cost of
capital. Estimated cash flows are consistent with the internal
mid-term planning data for the next three years, followed by
two additional years of cash flow projections, which are extrapo-
lated until the end of an asset’s useful life using a growth rate
based on industry and internal projections. The discount rate
reflects the specific risks inherent in the acquired activities.

Non-controlling interests can be measured either at cost
(partial goodwill method) or at fair value (full goodwill
method). The choice of method can be made on a case-by-
case basis. The partial goodwill method is generally used
within the E. ON Group.

Transactions with holders of non-controlling interests are
treated in the same way as transactions with investors. Should
the acquisition of additional shares in a subsidiary result in
a difference between the cost of purchasing the shares and
the carrying amounts of the non-controlling interests acquired,
that difference must be fully recognized in equity.

Gains and losses from disposals of shares to holders of non-
controlling interests are also recognized in equity, provided
that such disposals do not result in a loss of control.

Intangible assets must be recognized separately from goodwill
if they are clearly separable or if their recognition arises from
a contractual or other legal right. Provisions for restructuring
measures may not be recorded in a purchase price allocation.
If the purchase price paid exceeds the proportional share in the
net assets at the time of acquisition, the positive difference
is recognized as goodwill. No goodwill is recognized for positive
differences attributable to non-controlling interests. A nega-
tive difference is immediately recognized in income.

Foreign Currency Translation
The Company’s transactions denominated in foreign currency
are translated at the current exchange rate at the date of
the transaction. Monetary foreign currency items are adjusted
to the current exchange rate at each balance sheet date; any
gains and losses resulting from fluctuations in the relevant
currencies, and the effects upon realization, are recognized
in income and reported as other operating income and other
operating expenses, respectively. Gains and losses from the
translation of non-derivative financial instruments used in
hedges of net investments in foreign operations are recognized
in equity as a component of other comprehensive income. The
ineffective portion of the hedging instrument is immediately
recognized in income.

106 Notes

The functional currency as well as the reporting currency of
E.ON SE is the euro. The assets and liabilities of the Company’s
foreign subsidiaries with a functional currency other than
the euro are translated using the exchange rates applicable
on the balance sheet date, while items of the statements
of income are translated using annual average exchange rates.
Material transactions of foreign subsidiaries occurring during
the fiscal year are translated in the financial statements using
the exchange rate at the date of the transaction. Differences
arising from the translation of assets and liabilities compared
with the corresponding translation of the prior year, as well
as exchange rate differences between the income statement
and the balance sheet, are reported separately in equity as
a component of other comprehensive income.

Recognition of Income
a) Revenues
The Company generally recognizes revenue upon delivery
of goods to customers or purchasers, or upon completion of
services rendered. Delivery is deemed complete when the
risks and rewards associated with ownership have been trans-
ferred to the buyer as contractually agreed, compensation
has been contractually established and collection of the result-
ing receivable is probable. Revenues from the sale of goods
and services are measured at the fair value of the consideration
received or receivable. They reflect the value of the volume
supplied, including an estimated value of the volume supplied
to customers between the date of the last invoice and the end
of the period.

Foreign currency translation effects that are attributable to
the cost of monetary financial instruments classified as avail-
able for sale are recognized in income. In the case of fair-
value adjustments of monetary financial instruments and for
non-monetary financial instruments classified as available
for sale, the foreign currency translation effects are recognized
in equity as a component of other comprehensive income.

Foreign-exchange transactions out of the Russian Federation
may be restricted in certain cases. The Brazilian real is not
freely convertible.

The following table depicts the movements in exchange rates
for the periods indicated for major currencies of countries
outside the European Monetary Union:

Currencies

British pound

Brazilian real

Norwegian krone

Russian ruble

Swedish krona

Turkish lira

Hungarian forint

U.S. dollar

€1, rate at
year-end

€1, annual
average rate

2013

2012

2013

2012

0.83

3.26

8.36

0.82

2.70

7.35

0.85

2.87

7.81

0.81

2.51

7.48

45.32

40.33

42.23

39.93

8.86

2.96

8.58

2.36

8.65

2.53

8.70

2.31

297.04

292.30

296.87

289.25

1.38

1.32

1.33

1.28

ISO
Code

GBP

BRL

NOK

RUB

SEK

TRY

HUF

USD

Revenues are presented net of sales taxes, returns, rebates
and discounts, and after elimination of intragroup sales.

Revenues are generated primarily from the sale of electricity
and gas to industrial and commercial customers, to retail
customers and to wholesale markets. Also shown in this line
item are revenues earned from the distribution of electricity
and gas, from deliveries of steam, heat and water, as well as
from proprietary trading.

b) Interest Income
Interest income is recognized pro rata using the effective
interest method.

c) Dividend Income
Dividend income is recognized when the right to receive the
distribution payment arises.

Electricity and Energy Taxes
The electricity tax is levied on electricity delivered to retail
customers and is calculated on the basis of a fixed tax rate
per kilowatt-hour (“kWh”). This rate varies between different
classes of customers. Electricity and energy taxes paid are
deducted from sales revenues on the face of the income state-
ment if those taxes are levied upon delivery of energy to the
retail customer.

107

Accounting for Sales of Shares of Subsidiaries or
Associated Companies
If a subsidiary or associated company sells shares to a third
party, leading to a reduction in E.ON’s ownership interest in the
relevant company (“dilution”), and consequently to a loss of
control, joint control or significant influence, gains and losses
from these dilutive transactions are included in the income
statement under other operating income or expenses.

Earnings per Share
Basic (undiluted) earnings per share is computed by dividing
the consolidated net income attributable to the shareholders
of the parent company by the weighted-average number of
ordinary shares outstanding during the relevant period. At E.ON,
the computation of diluted earnings per share is identical to
that of basic earnings per share because E.ON SE has issued
no potentially dilutive ordinary shares.

Goodwill and Intangible Assets
Goodwill
According to IFRS 3, “Business Combinations,” (“IFRS 3”) good-
will is not amortized, but rather tested for impairment at
the cash-generating unit level on at least an annual basis.
Impairment tests must also be performed between these
annual tests if events or changes in circumstances indicate
that the carrying amount of the respective cash-generating
unit might not be recoverable.

Newly created goodwill is allocated to those cash-generating
units expected to benefit from the respective business combi-
nation. The cash-generating units to which goodwill is allo-
cated are generally equivalent to the operating segments, since
goodwill is controlled only at that level. With some exceptions,
goodwill impairment testing is performed in euro, while the
underlying goodwill is always carried in the functional currency.

In a goodwill impairment test, the recoverable amount of a
cash-generating unit is compared with its carrying amount,
including goodwill. The recoverable amount is the higher of
the cash-generating unit’s fair value less costs to sell and its
value in use. In a first step, E.ON determines the recoverable

amount of a cash-generating unit on the basis of the fair value
(less costs to sell) using generally accepted valuation proce-
dures. This is based on the medium-term planning data of the
respective cash-generating unit. Valuation is performed using
the discounted cash flow method, and accuracy is verified
through the use of appropriate multiples, to the extent avail-
able. In addition, market transactions or valuations prepared
by third parties for comparable assets are used to the extent
available. If needed, a calculation of value in use is also per-
formed. Unlike fair value, the value in use is calculated from
the viewpoint of management. In accordance with IAS 36,
“Impairment of Assets,” (“IAS 36”) it is further ensured that
restructuring expenses, as well as initial and subsequent capital
investments (where those have not yet commenced), in par-
ticular, are not included in the valuation.

If the carrying amount exceeds the recoverable amount, the
goodwill allocated to that cash-generating unit is adjusted in
the amount of this difference.

If the impairment thus identified exceeds the goodwill allo-
cated to the affected cash-generating unit, the remaining
assets of the unit must be written down in proportion to their
carrying amounts. Individual assets may be written down
only if their respective carrying amounts do not fall below the
highest of the following values as a result:
•
•
•

Fair value less costs to sell
Value in use, or
Zero.

Any additional impairment loss that would otherwise have
been allocated to the asset concerned must instead be allo-
cated pro rata to the remaining assets of the unit.

E.ON has elected to perform the annual testing of goodwill
for impairment at the cash-generating unit level in the fourth
quarter of each fiscal year.

Impairment charges on the goodwill of a cash-generating unit
and reported in the income statement under “Depreciation,
amortization and impairment charges” may not be reversed
in subsequent reporting periods.

108 Notes

Intangible Assets
IAS 38, “Intangible Assets,” (“IAS 38”) requires that intangible
assets be amortized over their expected useful lives unless
their lives are considered to be indefinite. Factors such as typ-
ical product life cycles and legal or similar limits on use are
taken into account in the classification.

Acquired intangible assets subject to amortization are classi-
fied as marketing-related, customer-related, contract-based,
and technology-based. Internally generated intangible assets
subject to amortization are related to software. Intangible
assets subject to amortization are measured at cost and use-
ful lives. The useful lives of marketing-related, customer-
related and contract-based intangible assets generally range
between 5 and 25 years. Technology-based intangible assets
are generally amortized over a useful life of between 3 and
5 years. This category includes software in particular. Con-
tract-based intangible assets are amortized in accordance
with the provisions specified in the contracts. Useful lives
and amortization methods are subject to annual verification.
Intangible assets subject to amortization are tested for
impairment whenever events or changes in circumstances
indicate that such assets may be impaired.

Intangible assets not subject to amortization are measured
at cost and tested for impairment annually or more frequently
if events or changes in circumstances indicate that such
assets may be impaired. Moreover, such assets are reviewed
annually to determine whether an assessment of indefinite
useful life remains applicable.

In accordance with IAS 36, the carrying amount of an intangible
asset, whether subject to amortization or not, is tested for
impairment by comparing the carrying value with the asset’s
recoverable amount, which is the higher of its value in use and
its fair value less costs to sell. Should the carrying amount
exceed the corresponding recoverable amount, an impairment
charge equal to the difference between the carrying amount
and the recoverable amount is recognized and reported in
income under “Depreciation, amortization and impairment
charges.”

If the reasons for previously recognized impairment losses no
longer exist, such impairment losses are reversed. A reversal
shall not cause the carrying amount of an intangible asset
subject to amortization to exceed the amount that would
have been determined, net of amortization, had no impairment
loss been recognized during the period.

If a recoverable amount cannot be determined for an individual
intangible asset, the recoverable amount for the smallest
identifiable group of assets (cash-generating unit) that the
intangible asset may be assigned to is determined. See Note 14
for additional information about goodwill and intangible assets.

Research and Development Costs
Under IFRS, research and development costs must be allocated
to a research phase and a development phase. While expen-
diture on research is expensed as incurred, recognized devel-
opment costs must be capitalized as an intangible asset if
all of the general criteria for recognition specified in IAS 38,
as well as certain other specific prerequisites, have been ful-
filled. In the 2013 and 2012 fiscal years, these criteria were not
fulfilled, except in the case of internally generated software.

109

Property, plant and equipment are tested for impairment
whenever events or changes in circumstances indicate that an
asset may be impaired. In such a case, property, plant and
equipment are tested for impairment according to the prin-
ciples prescribed for intangible assets in IAS 36. If an impair-
ment loss is determined, the remaining useful life of the asset
might also be subject to adjustment, where applicable. If the
reasons for previously recognized impairment losses no longer
exist, such impairment losses are reversed and recognized in
income. Such reversal shall not cause the carrying amount to
exceed the amount that would have resulted had no impair-
ment taken place during the preceding periods.

Investment subsidies do not reduce the acquisition and
production costs of the respective assets; they are instead
reported on the balance sheet as deferred income.

Subsequent costs arising, for example, from additional or
replacement capital expenditure are only recognized as part
of the acquisition or production cost of the asset, or else—if
relevant—recognized as a separate asset if it is probable that
the Group will receive a future economic benefit and the cost
can be determined reliably.

Repair and maintenance costs that do not constitute significant
replacement capital expenditure are expensed as incurred.

Emission Rights
Under IFRS, emission rights held under national and interna-
tional emission-rights systems for the settlement of obligations
are reported as intangible assets. Because emission rights
are not depleted as part of the production process, they are
reported as intangible assets not subject to amortization.
Emission rights are capitalized at cost at the time of acquisition.

A provision is recognized for emissions produced. The provision
is measured at the carrying amount of the emission rights
held or, in the case of a shortfall, at the current fair value of the
emission rights needed. The expenses incurred for the recog-
nition of the provision are reported under cost of materials.

As part of operating activities, emission rights are held to a
limited extent for proprietary trading purposes. Emission rights
held for proprietary trading are reported under other operating
assets and measured at the lower of cost or fair value.

Property, Plant and Equipment
Property, plant and equipment are initially measured at acqui-
sition or production cost, including decommissioning or res-
toration cost that must be capitalized, and are depreciated
over the expected useful lives of the components, generally
using the straight-line method, unless a different method of
depreciation is deemed more suitable in certain exceptional
cases. The useful lives of the major components of property,
plant and equipment are presented below:

Useful Lives of Property, Plant and
Equipment

Buildings

Technical equipment, plant and machinery

Other equipment, fixtures, furniture and
office equipment

10 to 50 years

10 to 65 years

3 to 25 years

110 Notes

Exploration for and Evaluation of Mineral Resources
The exploration and field development expenditures are
accounted for using the so-called “successful efforts method.”
In accordance with IFRS 6, “Exploration for and Evaluation of
Mineral Resources,” (“IFRS 6”) expenditures for exploratory
drilling for which the outcome is not yet certain are initially
capitalized as an intangible asset.

Upon discovery of oil and/or gas reserves and field develop-
ment approval, the relevant expenditures are reclassified as
property, plant and equipment. Such property, plant and
equipment is then depreciated in accordance with production
volumes. For uneconomical drilling, the previously capitalized
expenditures are immediately expensed. Other capitalized
expenditures are also written off once it is determined that
no viable reserves could be found. Other expenses for geo-
logical and geophysical work (seismology) and licensing fees
are immediately expensed.

Borrowing Costs
Borrowing costs that arise in connection with the acquisition,
construction or production of a qualifying asset from the
time of acquisition or from the beginning of construction or
production until its entry into service are capitalized and
subsequently amortized alongside the related asset. In the case
of a specific financing arrangement, the respective borrowing
costs incurred for that particular arrangement during the period
are used. For non-specific financing arrangements, a financing
rate uniform within the Group of 5.25 percent was applied for
2013 (2012: 5.0 percent). Other borrowing costs are expensed.

Government Grants
Government investment subsidies do not reduce the acquisi-
tion and production costs of the respective assets; they are
instead reported on the balance sheet as deferred income.
They are recognized in income on a straight-line basis over
the associated asset’s expected useful life.

Government grants are recognized at fair value if it is highly
probable that the grant will be issued and if the Group satis-
fies the necessary conditions for receipt of the grant.

Government grants for costs are posted as income over the
period in which the costs to be compensated through the
respective grants are incurred.

Leasing
Leasing transactions are classified according to the lease
agreements and to the underlying risks and rewards specified
therein in line with IAS 17, “Leases” (“IAS 17”). In addition,
IFRIC 4, “Determining Whether an Arrangement Contains a
Lease,” (“IFRIC 4”) further defines the criteria as to whether
an agreement that conveys a right to use an asset meets the
definition of a lease. Certain purchase and supply contracts
in the electricity and gas business as well as certain rights of
use may be classified as leases if the criteria are met. E.ON
is party to some agreements in which it is the lessor and to
others in which it is the lessee.

Leasing transactions in which E.ON is the lessee are classified
either as finance leases or operating leases. If the Company
bears substantially all of the risks and rewards incident to own-
ership of the leased property, the lease is classified as a finance
lease. Accordingly, the Company recognizes on its balance
sheet the asset and the associated liability in equal amounts.

Recognition takes place at the beginning of the lease term
at the lower of the fair value of the leased property or the
present value of the minimum lease payments.

The leased property is depreciated over its useful economic
life or, if it is shorter, the term of the lease. The liability is sub-
sequently measured using the effective interest method.

All other transactions in which E.ON is the lessee are classified
as operating leases. Payments made under operating leases
are generally expensed over the term of the lease.

111

Leasing transactions in which E.ON is the lessor and substan-
tially all the risks and rewards incident to ownership of the
leased property are transferred to the lessee are classified as
finance leases. In this type of lease, E.ON records the present
value of the minimum lease payments as a receivable. Payments
by the lessee are apportioned between a reduction of the
lease receivable and interest income. The income from such
arrangements is recognized over the term of the lease using
the effective interest method.

All other transactions in which E.ON is the lessor are treated
as operating leases. E.ON retains the leased property on its
balance sheet as an asset, and the lease payments are gener-
ally recorded on a straight-line basis as income over the term
of the lease.

Financial Instruments
Non-Derivative Financial Instruments
Non-derivative financial instruments are recognized at fair
value, including transaction costs, on the settlement date when
acquired. IFRS 13, “Fair Value Measurement,” (“IFRS 13”) defines
fair value as the price that would be received to sell an asset
or paid to transfer a liability in an orderly transaction between
market participants on the measurement date (exit price).
The valuation techniques used are classified according to the
fair value hierarchy provided for by IFRS 13.

Unconsolidated equity investments and securities are measured
in accordance with IAS 39, “Financial Instruments: Recognition
and Measurement” (“IAS 39”). E.ON categorizes financial assets
as held for trading, available for sale, or as loans and receiv-
ables. Management determines the categorization of the
financial assets at initial recognition.

Securities categorized as available for sale are carried at fair
value on a continuing basis, with any resulting unrealized
gains and losses, net of related deferred taxes, reported as a
component of equity (other comprehensive income) until
realized. Realized gains and losses are determined by analyzing
each transaction individually. If there is objective evidence
of impairment, any losses previously recognized in other com-
prehensive income are instead recognized in financial results.
When estimating a possible impairment loss, E.ON takes into

consideration all available information, such as market con-
ditions and the length and extent of the impairment. If the
value on the balance sheet date of the equity instruments
classified as available for sale and of similar long-term invest-
ments is more than 20 percent below their cost, or if the
value has, on average, been more than 10 percent below its
cost for a period of more than twelve months, this constitutes
objective evidence of impairment. For debt instruments, objec-
tive evidence of impairment is generally deemed present if
ratings have deteriorated from investment-grade to non-invest-
ment-grade. Reversals of impairment losses relating to equity
instruments are recognized exclusively in equity, while reversals
relating to debt instruments are recognized entirely in income.

Loans and receivables (including trade receivables) are non-
derivative financial assets with fixed or determinable payments
that are not traded in an active market. Loans and receivables
are reported on the balance sheet under “Receivables and
other assets.” They are subsequently measured at amortized
cost. Valuation allowances are provided for identifiable indi-
vidual risks.

Non-derivative financial liabilities (including trade payables)
within the scope of IAS 39 are measured at amortized cost,
using the effective interest method. Initial measurement takes
place at fair value, with transaction costs included in the mea-
surement. In subsequent periods, the amortization and accre-
tion of any premium or discount is included in financial results.

Derivative Financial Instruments and Hedging
Transactions
Derivative financial instruments and separated embedded
derivatives are measured at fair value as of the trade date at
initial recognition and in subsequent periods. IAS 39 requires
that they be categorized as held for trading as long as they are
not a component of a hedge accounting relationship. Gains
and losses from changes in fair value are immediately recog-
nized in net income.

112 Notes

The instruments primarily used are foreign currency forwards
and cross-currency interest rate swaps, as well as interest rate
swaps and options. In commodities, the instruments used
include physically and financially settled forwards and options
related to electricity, gas, coal, oil and emission rights. As part
of conducting operations in commodities, derivatives are also
acquired for proprietary trading purposes.

As part of fair value measurement in accordance with IFRS 13,
the counterparty risk is also taken into account for derivative
financial instruments. E.ON determines this risk based on a
portfolio valuation in a bilateral approach for both own credit
risk (debt value adjustment) and the credit risk of the corre-
sponding counterparty (credit value adjustment). The counter-
party risks thus determined are allocated to the individual
financial instruments by applying the relative fair value method
on a net basis.

IAS 39 sets requirements for the designation and documen-
tation of hedging relationships, the hedging strategy, as well
as ongoing retrospective and prospective measurement of
effectiveness in order to qualify for hedge accounting. The Com-
pany does not exclude any component of derivative gains
and losses from the measurement of hedge effectiveness. Hedge
accounting is considered to be appropriate if the assessment
of hedge effectiveness indicates that the change in fair value
of the designated hedging instrument is 80 to 125 percent
effective at offsetting the change in fair value due to the hedged
risk of the hedged item or transaction.

For qualifying fair value hedges, the change in the fair value of
the derivative and the change in the fair value of the hedged
item that is due to the hedged risk(s) are recognized in income.
If a derivative instrument qualifies as a cash flow hedge under
IAS 39, the effective portion of the hedging instrument’s change
in fair value is recognized in equity (as a component of other
comprehensive income) and reclassified into income in the
period or periods during which the cash flows of the transac-
tion being hedged affect income. The hedging result is reclassi-
fied into income imme diately if it becomes probable that the
hedged underlying transaction will no longer occur. For hedging
instruments used to establish cash flow hedges, the change
in fair value of the ineffective portion is recognized immediately
in the income statement to the extent required. To hedge
the foreign currency risk arising from the Company’s net invest-
ment in foreign operations, derivative as well as non-derivative
financial instruments are used. Gains or losses due to changes
in fair value and from foreign currency trans lation are recog-
nized separately within equity, as a component of other com-
prehensive income, under currency translation adjustments.

Changes in fair value of derivative instruments that must be
recognized in income are presented as other operating income
or expenses. Gains and losses from interest-rate derivatives
are netted for each contract and included in interest income.
Gains and losses from derivative proprietary trading instru-
ments are shown net as either revenues or cost of materials.
Certain realized amounts are, if related to the sale of products
or services, also included in sales or cost of materials.

Unrealized gains and losses resulting from the initial measure-
ment of derivative financial instruments at the inception of
the contract are not recognized in income. They are instead
deferred and recognized in income systematically over the
term of the derivative. An exception to the accrual principle
applies if unrealized gains and losses from the initial mea-
surement are verified by quoted market prices, observable prices
of other current market transactions or other observable data
supporting the valuation technique. In this case the gains and
losses are recognized in income.

Contracts that are entered into for purposes of receiving or
delivering non-financial items in accordance with E.ON’s antic-
ipated procurement, sale or use requirements, and held as
such, qualify as own-use contracts. They are not accounted for as
derivative financial instruments at fair value in accordance with
IAS 39, but as open transactions subject to the rules of IAS 37.

IFRS 7, “Financial Instruments: Disclosures,” (“IFRS 7”) and
IFRS 13 both require comprehensive quantitative and qualita-
tive disclosures about the extent of risks arising from financial
instruments. Additional information on financial instruments
is provided in Notes 30 and 31.

Inventories
The Company measures inventories at the lower of acquisition
or production cost and net realizable value. The cost of raw
materials, finished products and goods purchased for resale is
determined based on the average cost method. In addition
to production materials and wages, production costs include
material and production overheads based on normal capacity.
The costs of general administration are not capitalized. Inven-
tory risks resulting from excess and obsolescence are provided
for using appropriate valuation allowances, whereby invento-
ries are written down to net realizable value.

113

Receivables and Other Assets
Receivables and other assets are initially measured at fair
value, which generally approximates nominal value. They are
subsequently measured at amortized cost, using the effective
interest method. Valuation allowances, included in the reported
net carrying amount, are provided for identifiable individual
risks. If the loss of a certain part of the receivables is probable,
valuation allowances are provided to cover the expected loss.

Liquid Funds
Liquid funds include current available-for-sale securities, checks,
cash on hand and bank balances. Bank balances and available-
for-sale securities with an original maturity of more than three
months are recognized under securities and fixed-term
deposits. Liquid funds with an original maturity of less than
three months are considered to be cash and cash equivalents,
unless they are restricted.

Restricted cash with a remaining maturity in excess of
twelve months is classified as financial receivables and other
financial assets.

Assets Held for Sale and Liabilities Associated
with Assets Held for Sale
Individual non-current assets or groups of assets held for
sale and any directly attributable liabilities (disposal groups)
are reported in these line items if they can be disposed of
in their current condition and if there is sufficient probability
of their disposal actually taking place. For a group of assets
and associated liabilities to be classified as a disposal group,
the assets and liabilities in it must be held for sale in a single
transaction or as part of a comprehensive plan.

Discontinued operations are components of an entity that
are either held for sale or have already been sold and can be
clearly distinguished from other corporate operations, both
operationally and for financial reporting purposes. Additionally,
the component classified as a discontinued operation must
represent a major business line or a specific geographic busi-
ness segment of the Group.

Non-current assets that are held for sale either individually
or collectively as part of a disposal group, or that belong to
a discontinued operation, are no longer depreciated. They are
instead accounted for at the lower of the carrying amount
and the fair value less any remaining costs to sell. If the fair
value is less than the carrying amount, an impairment loss
is recognized.

The income and losses resulting from the measurement of
components held for sale at fair value less any remaining
costs to sell, as well as the gains and losses arising from the
disposal of discontinued operations, are reported separately
on the face of the income statement under income/loss from
discontinued operations, net, as is the income from the ordi-
nary operating activities of these divisions. Prior-year income
statement figures are adjusted accordingly. The relevant assets
and liabilities are reported in a separate line on the balance
sheet. The cash flows of discontinued operations are reported
separately in the cash flow statement, with prior-year figures
adjusted accordingly. However, there is no reclassification
of prior-year balance sheet line items attributable to discon-
tinued operations.

Equity Instruments
IFRS defines equity as the residual interest in the Group’s
assets after deducting all liabilities. Therefore, equity is the
net amount of all recognized assets and liabilities.

E.ON has entered into purchase commitments to holders of
non-controlling interests in subsidiaries. By means of these
agreements, the non-controlling shareholders have the right
to require E.ON to purchase their shares on specified condi-
tions. None of the contractual obli gations has led to the trans-
fer of substantially all of the risk and rewards to E.ON at the
time of entering into the contract. In such a case, IAS 32,

114 Notes

“Financial Instruments: Presentation,” (“IAS 32”) requires that
a liability be recognized at the present value of the probable
future exercise price. This amount is reclassified from a sepa-
rate component within non-controlling interests and reported
separately as a liability. The reclassification occurs irrespective
of the probability of exercise. The accretion of the liability
is recognized as interest expense. If a purchase commitment
expires unexercised, the liability reverts to non-controlling
interests. Any difference between liabilities and non-controlling
interests is recognized directly in retained earnings.

Where shareholders of entities own statutory, non-excludable
rights of termination (as in the case of German partnerships,
for example), such termination rights require the reclassifica-
tion of non-controlling interests from equity into liabilities
under IAS 32. The liability is recognized at the present value
of the expected settlement amount irrespective of the prob-
ability of termination. Changes in the value of the liability are
reported within other oper ating income. Accretion of the
liability and the non-controlling shareholders’ share in net
income are shown as interest expense.

If an E.ON Group company buys treasury shares of E.ON SE,
the value of the consideration paid, including directly attrib-
utable additional costs (net after income taxes), is deducted
from E.ON SE’s equity until the shares are retired, distributed
or resold. If such treasury shares are subsequently distributed
or sold, the consideration received, net of any directly attribut-
able additional transaction costs and associated income taxes,
is added to E.ON SE’s equity.

Share-Based Payment
Share-based payment plans issued in the E.ON Group are
accounted for in accordance with IFRS 2, “Share-Based Payment”
(“IFRS 2”). The E.ON Share Performance Plan introduced in
fiscal 2006 involves share-based payment transactions that are
settled in cash and measured at fair value as of each balance
sheet date. From the sixth tranche forward, the 60-day average
of the E. ON share price as of the balance sheet date is used
as the fair value. In addition, the calculation of the provision

for the sixth tranche takes into account the financial mea-
sures ROACE and WACC. For the first tranche of the E.ON Share
Matching Plan introduced in 2013, the WACC measure is no
longer of significance. The compensation expense is recognized
in the income statement pro rata over the vesting period.

Provisions for Pensions and Similar Obligations
Measurement of defined benefit obligations in accordance
with IAS 19 (revised 2011), “Employee Benefits,” (“IAS 19R” or
“IAS 19,” used synonymously unless explicitly stated otherwise)
is based on actuarial computations using the projected unit
credit method, with actuarial valuations performed at year-end.
The valuation encompasses both pension obligations and
pension entitlements that are known on the reporting date and
economic trend assumptions such as assumptions on wage
and salary growth rates and pension increase rates, among
others, that are made in order to reflect realistic expectations,
as well as variables specific to reporting dates such as discount
rates, for example.

Included in gains and losses from the remeasurements of
the net defined benefit liability or asset are actuarial gains and
losses that may arise especially from differences between
estimated and actual variations in under lying assumptions
about demographic and financial variables. Additionally
included is the difference between the actual return on plan
assets and the interest income on plan assets included in
the net interest result. Remeasurements effects are recognized
in full in the period in which they occur and are not reported
within the Consolidated Statements of Income, but are instead
recognized within the Statements of Recognized Income and
Expenses as part of equity.

The employer service cost representing the additional benefits
that employees earned under the benefit plan during the fis-
cal year is reported under personnel costs; the net interest on
the net liability or asset from defined benefit pension plans
determined based on the discount rate applicable at the start
of the fiscal year is reported under financial results.

115

Past service cost, as well as gains and losses from settlements,
are fully recognized in the income statement in the period in
which the underlying plan amendment, curtailment or settle-
ment takes place. They are reported under personnel costs.

The amount reported on the balance sheet represents the
present value of the defined benefit obligations reduced by
the fair value of plan assets. If a net asset position arises
from this calculation, the amount is limited to the present
value of available refunds and the reduction in future con-
tributions and to the benefit from prepayments of minimum
funding requirements. Such an asset position is recognized
as an operating receivable.

Payments for defined contribution pension plans are expensed
as incurred and reported under personnel costs. Contributions
to state pension plans are treated like payments for defined
contribution pension plans to the extent that the obligations
under these pension plans generally correspond to those under
defined contribution pension plans.

Provisions for Asset Retirement Obligations and
Other Miscellaneous Provisions
In accordance with IAS 37, “Provisions, Contingent Liabilities
and Contingent Assets,” (“IAS 37”) provisions are recognized
when E.ON has a legal or constructive present obligation
towards third parties as a result of a past event, it is probable
that E.ON will be required to settle the obligation, and a reliable
estimate can be made of the amount of the obligation. The
provision is recognized at the expected settlement amount.
Long-term obligations are reported as liabilities at the present
value of their expected settlement amounts if the interest
rate effect (the difference between present value and repay-
ment amount) resulting from discounting is material; future
cost increases that are foreseeable and likely to occur on the
balance sheet date must also be included in the measurement.
Long-term obligations are discounted at the market interest
rate applicable as of the respective balance sheet date. The
accretion amounts and the effects of changes in interest rates
are generally presented as part of financial results. A reim-
bursement related to the provision that is virtually certain to
be collected is capitalized as a separate asset. No offsetting
within provisions is permitted. Advance payments remitted are
deducted from the provisions.

Obligations arising from the decommissioning or disman-
tling of property, plant and equipment are recognized during
the period of their occurrence at their discounted settlement
amounts, provided that the obligation can be reliably estimated.
The carrying amounts of the respective property, plant and
equipment are increased by the same amounts. In subsequent
periods, capitalized asset retirement costs are amortized
over the expected remaining useful lives of the assets, and the
provision is accreted to its present value on an annual basis.

Changes in estimates arise in particular from deviations from
original cost estimates, from changes to the maturity or
the scope of the relevant obligation, and also as a result of the
regular adjustment of the discount rate to current market
interest rates. The adjustment of provisions for the decommis-
sioning and restoration of property, plant and equipment
for changes to estimates is generally recognized by way of
a corresponding adjustment to these assets, with no effect on
income. If the property, plant and equipment to be decom-
missioned have already been fully depreciated, changes to
estimates are recognized within the income statement.

The estimates for non-contractual nuclear decommissioning
provisions are based on external studies and are continuously
updated.

Under Swedish law, E.ON Sverige AB (“E.ON Sverige”) is
required to pay fees to the Swedish Nuclear Waste Fund. The
Swedish Radiation Safety Authority proposes the fees for
the disposal of high-level radioactive waste and nuclear power
plant decommissioning based on the amount of electricity
produced at that particular nuclear power plant. The proposed
fees are then submitted to government offices for approval.
Upon approval, E.ON Sverige makes the corresponding pay-
ments. In accordance with IFRIC 5, “Rights to Interests Arising
from Decommissioning, Restoration and Environmental
Rehabilitation Funds,” (“IFRIC 5”) payments into the Swedish
national fund for nuclear waste management are offset by a
right of reimbursement of asset retirement obligations, which
is recognized as an asset under “Other assets.” In accordance
with customary procedure in Sweden, the provisions are dis-
counted at the real interest rate.

116 Notes

No provisions are established for contingent asset retirement
obligations where the type, scope, timing and associated
probabilities can not be determined reliably.

If onerous contracts exist in which the unavoidable costs of
meeting a contractual obligation exceed the economic benefits
expected to be received under the contract, provisions are
established for losses from open transactions. Such provisions
are recognized at the lower of the excess obligation upon
performance under the contract and any potential penalties
or compensation arising in the event of non-performance.
Obligations under an open contractual relationship are deter-
mined from a customer perspective.

Contingent liabilities are possible obligations toward third
parties arising from past events that are not wholly within the
control of the entity, or else present obligations toward third
parties arising from past events in which an outflow of
resources embodying economic benefits is not probable or
where the amount of the obligation cannot be measured
with sufficient reliability. Contingent liabilities are generally
not recognized on the balance sheet.

Where necessary, provisions for restructuring costs are recog-
nized at the present value of the future outflows of resources.
Provisions are recognized once a detailed restructuring plan
has been decided on by management and publicly announced
or communicated to the employees or their representatives.
Only those expenses that are directly attributable to the restruc-
turing measures are used in measuring the amount of the
provision. Expenses associated with the future operation are
not taken into consideration.

Income Taxes
Under IAS 12, “Income Taxes,” (“IAS 12”) deferred taxes are recog-
nized on temporary differences arising between the carrying
amounts of assets and liabilities on the balance sheet and their
tax bases (balance sheet liability method). Deferred tax assets
and liabilities are recognized for temporary differences that
will result in taxable or deductible amounts when taxable
income is calculated for future periods, unless those differences
are the result of the initial recognition of an asset or liability
in a transaction other than a business combination that, at the
time of the transaction, affects neither accounting nor taxable

profit/loss. IAS 12 further requires that deferred tax assets be
recognized for unused tax loss carry forwards and unused tax
credits. Deferred tax assets are recognized to the extent that
it is probable that taxable profit will be available against
which the deductible temporary differences and unused tax
losses can be utilized. Each of the corporate entities is assessed
individually with regard to the probability of a positive tax
result in future years. Any existing history of losses is incorpo-
rated in this assessment. For those tax assets to which these
assumptions do not apply, the value of the deferred tax assets
is reduced.

Deferred tax liabilities caused by temporary differences asso-
ciated with investments in affiliated and associated compa-
nies are recognized unless the timing of the reversal of such
temporary differences can be controlled within the Group
and it is probable that, owing to this control, the differences
will in fact not be reversed in the foreseeable future.

Deferred tax assets and liabilities are measured using the
enacted or substantively enacted tax rates expected to be
applicable for taxable income in the years in which temporary
differences are expected to be recovered or settled. The
effect on deferred tax assets and liabilities of changes in tax
rates and tax law is generally recognized in income. Equity
is adjusted for deferred taxes that had previously been recog-
nized directly in equity.

Deferred taxes for domestic companies are calculated using
a total tax rate of 30 percent (2012: 30 percent). This tax rate
includes, in addition to the 15 percent (2012: 15 percent)
corporate income tax, the solidarity surcharge of 5.5 percent
on the corporate tax (2012: 5.5 percent on the corporate tax),
and the average trade tax rate of 14 percent (2012: 14 percent)
applicable to the E.ON Group. Foreign subsidiaries use appli-
cable national tax rates.

Note 10 shows the major temporary differences so recorded.

117

supplements net financial position with provisions for pen-
sions and asset retirement obligations. The medium-term tar-
get set by E.ON for its debt factor is a value of less than 3.

Based on our EBITDA in 2013 of €9,315 million (2012: €10,771 mil-
lion) and economic net debt of €31,991 million as of the bal-
ance sheet date (2012: €35,845 million), the debt factor is 3.4
(2012: 3.3).

Critical Accounting Estimates and Assumptions;
Critical Judgments in the Application of Accounting
Policies
The preparation of the Consolidated Financial Statements
requires management to make estimates and assumptions
that may influence the application of accounting principles
within the Group and affect the measurement and presenta-
tion of reported figures. Estimates are based on past experience
and on additional knowledge obtained on transactions to
be reported. Actual amounts may differ from these estimates.

The estimates and underlying assumptions are reviewed on
an ongoing basis. Adjustments to accounting estimates are
recognized in the period in which the estimate is revised if the
change affects only that period, or in the period of the revision
and subsequent periods if both current and future periods
are affected.

Estimates are particularly necessary for the measurement of
the value of property, plant and equipment and of intangible
assets, especially in connection with purchase price allocations,
the recognition and measurement of deferred tax assets,
the accounting treatment of provisions for pensions and mis-
cellaneous provisions, for impairment testing in accordance
with IAS 36, as well as for the determination of the fair value
of certain financial instruments.

The underlying principles used for estimates in each of the
relevant topics are outlined in the respective sections.

Consolidated Statements of Cash Flows
In accordance with IAS 7, “Cash Flow Statements,” (“IAS 7”)
the Consolidated Statements of Cash Flows are classified
by operating, investing and financing activities. Cash flows
from discontinued operations are reported separately in
the Consolidated Statement of Cash Flows. Interest received
and paid, income taxes paid and refunded, as well as dividends
received are classified as operating cash flows, whereas divi-
dends paid are classified as financing cash flows. The purchase
and sale prices respectively paid (received) in acquisitions
and disposals of companies are reported net of any cash and
cash equivalents acquired (disposed of) under investing activ-
ities if the respective acquisition or disposal results in a gain
or loss of control. In the case of acquisitions and disposals that
do not, respectively, result in a gain or loss of control, the cor-
responding cash flows are reported under financing activities.
The impact on cash and cash equivalents of valuation changes
due to exchange rate fluctuations is disclosed separately.

Segment Information
In accordance with the so-called management approach
required by IFRS 8, “Operating Segments,” (“IFRS 8”) the inter-
nal reporting organization used by management for making
decisions on operating matters is used to identify the Com-
pany’s reportable segments. The internal performance mea-
sure used as the segment result is earnings before interest,
taxes, depreciation and amortization (“EBITDA”) adjusted to
exclude certain extraordinary effects (see Note 33).

Structure of the Consolidated Balance Sheets and
Statements of Income
In accordance with IAS 1, “Presentation of Financial Statements,”
(“IAS 1”) the Consolidated Balance Sheets have been prepared
using a classified balance sheet structure. Assets that will be
realized within twelve months of the reporting date, as well
as liabilities that are due to be settled within one year of the
reporting date are generally classified as current.

The Consolidated Statements of Income are classified using
the nature of expense method, which is also applied for
internal purposes.

Capital Structure Management
E.ON uses the debt factor as the measure for the manage-
ment of its capital structure. The debt factor is defined as the
ratio of economic net debt to our EBITDA. Economic net debt

118 Notes

(2) New Standards and Interpretations

Standards and Interpretations Applicable in 2013

The International Accounting Standards Board (“IASB”) and
the IFRS Interpretations Committee (“IFRS IC”) have issued
the following standards and interpretations that have been
adopted by the EU into European law and whose application
is mandatory in the reporting period from January 1, 2013,
through December 31, 2013:

IFRS 13, “Fair Value Measurement”
In May 2011, the IASB published the new standard IFRS 13, “Fair
Value Measurement” (“IFRS 13”). The objective of the standard
is to define the term “fair value” and to establish guidance
and disclosure requirements for fair value measurement that
should be applied across standards. In the standard, fair value
is defined as the price that would be received to sell an asset
or paid to transfer a liability in an orderly transaction between
independent market participants at the measurement date.
For non-financial assets, the fair value is determined based
on the highest and best use of the asset as determined by a
market participant. IFRS 13 has been adopted by the EU into
European law. The standard took effect on January 1, 2013, and
is applied prospectively. The initial application of IFRS 13 has
reduced the amounts recognized for assets and liabilities
measured at fair value. The cumulative net effect was a gain
of €18 million.

Omnibus Standard to Amend Multiple International
Financial Reporting Standards (2009-2011 Cycle)
In the context of its Annual Improvements Process, the IASB
revises existing standards. In May 2012, the IASB published
a corresponding omnibus standard, the fourth issued under
this process. It contains changes to IFRS and their associated
Bases for Conclusions. The revisions affect the standards IFRS 1,
IAS 1, IAS 16, IAS 32 and IAS 34. Application of the amendments
is mandatory for fiscal years beginning on or after January 1,
2013. Earlier application is permitted. The omnibus standard
has been adopted by the EU into European law. Application
of the amendments is mandatory for fiscal years beginning
on or after January 1, 2013. It will result in no material changes
for E.ON affecting its Consolidated Financial Statements.

Amendments to IFRS 1, “First-time Adoption of
International Financial Reporting Standards”—
Government Loans
In March 2012, the IASB published the amendments to IFRS 1,
“First-time Adoption of International Financial Reporting
Standards,” relating to loans received from governments at
below-market rates of interest. First-time adopters of IFRS
are now exempted from applying IFRS retrospectively when
accounting for these loans on transition. Adoption by the EU
into European law took place in March 2013. The standard thus
amended is effective for fiscal years beginning on or after
January 1, 2013. The amendments to the standard have no
impact on the E.ON Consolidated Financial Statements as they
are already prepared in accordance with IFRS.

Amendments to IAS 1, “Presentation of Financial
Statements”
In June 2011, the IASB published amendments to IAS 1, “Pre-
sentation of Financial Statements” (“IAS 1”). The changes stip-
ulate that the individual components of other comprehensive
income (“OCI”) shall be separated in the statement of compre-
hensive income according to whether they will be recycled
into the income statement at a later date or not. The amend-
ments shall be applied for fiscal years beginning on or after
July 1, 2012. They have been adopted by the EU into European
law. They have no material impact on E.ON’s Consolidated
Financial Statements.

Amendments to IAS 12, “Income Taxes”—Deferred
Tax: Recovery of Underlying Assets
In December 2010, the IASB published amendments to IAS 12,
“Income Taxes” (“IAS 12”). When measuring temporary tax
differences in connection with real estate held as investment
property, there is now a presumption that such temporary
differences are normally reversed through sale, rather than
through continued use. The amendments shall be applied for
fiscal years beginning on or after January 1, 2013. They have
been adopted by the EU into European law. The amendments
have no impact on E.ON’s Consolidated Financial Statements.

Amendments to IAS 19, “Employee Benefits”
Effective January 1, 2013, E.ON is applying the amendments to
IAS 19, “Employee Benefits,” published by the IASB in June 2011,
for the first time. The amendments have been adopted by
the EU into European law. The following are the effects of the
amended standard on the Consolidated Financial Statements:
The expected return on plan assets and the interest cost of
the defined benefit obligations have been replaced by one
uniform net interest result that is based on the discount rate.
The net interest result is calculated on the basis of the net
pension liabilities or assets resulting from the existing defined

119

benefit pension plans. Any past service cost is generally recog-
nized in full, in the period in which the underlying plan amend-
ment occurs. Actuarial gains and losses have always been
fully and immediately recognized in equity (OCI) in the past.
The elimination of the option to apply the so-called “corridor
method,” or to expense actuarial gains and losses immediately,
therefore has no impact on E.ON. Furthermore, additional
disclosures are made on matters including the features of the

existing pension plans, the identi fiable risks to which the
entity is exposed and the effects of the defined benefit plans
on the entity’s future cash flows. The amended standard also
contains a revision of the rules governing termination benefits.

The effects of the transition to IAS 19R on the consolidated
balance sheet and income statement are illustrated in the
tables below:

IAS 19R—Consolidated Balance Sheet

€ in millions

Total assets

Total provisions and liabilities

Provisions for pensions and similar obligations
Miscellaneous provisions for personnel obligations

Total equity

IAS 19R—Consolidated Income Statement

December 31, 2012

January 1, 2012

Before
IAS 19R
adjustment

140,426

101,607
4,890
2,305

38,819

IAS 19R
adjustment

–

-1
55
-53

After
IAS 19R
adjustment

Before
IAS 19R
adjustment

140,426

152,872

101,606
4,945
2,252

113,259
3,245
2,258

38,820

39,613

IAS 19R
adjustment

-10

-34
55
-87

After
IAS 19R
adjustment

152,862

113,225
3,300
2,171

39,637

€ in millions

Income from continuing operations before financial results and income taxes

Financial results

Income taxes

Income from continuing operations

Net income

2012

Before
IAS 19R
adjustment

IAS 19R
adjustment

After
IAS 19R
adjustment

4,709

-1,395

-710

2,604

2,641

-32

-8

-28

4,677

-1,403

-698

2,576

2,613

The net periodic pension cost for the 2013 fiscal year and the
provisions for pensions and similar obligations as of Decem-
ber 31, 2013, would each be about €0.1 billion lower if IAS 19
were applied without the amendments published by the IASB
in 2011.

Amendments to IAS 32, “Financial Instruments:
Presentation,” and to IFRS 7, “Financial Instruments:
Disclosures”
In December 2011, the IASB published amendments to IAS 32
and IFRS 7. Entities shall in future be required to disclose
gross and net amounts from offsetting, as well as amounts

for existing rights of set-off that do not meet the accounting
criteria for offsetting. In addition, inconsistencies in applying
the existing rules for offsetting financial assets and financial
liabilities have been eliminated. The amendments mentioned
have different first-time application dates. The amendments
to IAS 32 shall be applied for fiscal years beginning on or
after January 1, 2014. The amendments to IFRS 7 shall be applied
for fiscal years beginning on or after January 1, 2013. They
have been adopted by the EU into European law. E.ON antici-
pates that the initial application of the amendments to IAS 32
will produce an effect from the switch to gross presentation
adding about €1.2 billion to total assets and liabilities on the
balance sheet.

120 Notes

Amendments to IAS 36—Recoverable Amount
Disclosures
In May 2013, the IASB published “Recoverable Amount Dis-
closures for Non-Financial Assets (Amendments to IAS 36).”
IAS 36 was amended to clarify that disclosures are required
only for impaired assets or for cash-generating units. The new
IAS 36 has been adopted by the EU into European law and
its application is mandatory for fiscal years beginning on or
after January 1, 2014. E.ON has elected to apply the amend-
ments early, as permitted.

IFRIC 20, “Stripping Costs in the Production Phase
of a Surface Mine”
IFRIC 20, “Stripping Costs in the Production Phase of a Surface
Mine,” (“IFRIC 20”) was published in October 2011. IFRIC 20
specifies the conditions under which the cost of removing
waste from a surface mine during its production phase should
lead to the recognition of an asset. It also provides guidance
on how that asset should be measured, both initially and in
subsequent periods. IFRIC 20 is effective for fiscal years begin-
ning on or after January 1, 2013. The interpretation has been
adopted by the EU into European law. IFRIC 20 has no impact
on E.ON’s Consolidated Financial Statements.

Amendments to IFRS 1, “First-time Adoption of
International Financial Reporting Standards”—
Severe Hyperinflation and Removal of Fixed Dates
In December 2010, the IASB published two amendments to
IFRS 1. The first amendment provides application guidance in
cases where an entity was unable to comply with IFRS rules
because its functional currency was subject to hyperinflation.
The second amendment replaces the references to the fixed
transition date of “January 1, 2004” with the more general “date
of transition to IFRS.” The amendments have been adopted by
the EU into European law. Consequently, they shall be applied
for fiscal years beginning on or after January 1, 2013. The stan-
dard thus amended has no impact on the E.ON Consolidated
Financial Statements as they are already prepared in accor-
dance with IFRS.

Standards and Interpretations Not Yet Applicable
in 2013

The IASB and the IFRS IC have issued additional standards
and interpretations. These standards and interpretations are
not being applied by E.ON in the 2013 fiscal year because
adoption by the EU remains outstanding at this time for some
of them, or because their application is not yet mandatory.

IFRS 9, “Financial Instruments”
In November 2009 and October 2010, the IASB published
phases of the new standard IFRS 9, “Financial Instruments”
(“IFRS 9”). Under IFRS 9, all financial instruments currently
within the scope of IAS 39 will henceforth generally be sub-
divided into only two classifications: financial instruments
measured at amortized cost and financial instruments mea-
sured at fair value. The application of IFRS 9 was to be man-
datory for fiscal years beginning on or after January 1, 2015.
To give preparers more time, the IASB published an amend-
ment in November 2013 postponing mandatory first-time appli-
cation to no earlier than January 1, 2017. Earlier application
is permitted. In that context, the IASB also amended the rules
for macro hedge accounting. The standard has not yet been
adopted by the EU into European law. E.ON is currently evalu-
ating the impact on its Consolidated Financial Statements.

IFRS 10, “Consolidated Financial Statements”
In May 2011, the IASB published the new standard IFRS 10,
“Consolidated Financial Statements” (“IFRS 10”). This IFRS
replaces the existing guidance on control and consolidation
contained in IAS 27, “Consolidated and Separate Financial
Statements,” and in SIC-12, “Consolidation—Special Purpose
Entities” (“SIC-12”). IFRS 10 establishes a uniform definition
of the term “control,” with greater emphasis on the principle
of substance over form than in the past. The new standard
can thus give rise to an altered scope of consolidation. The
standard has been adopted by the EU into European law.
Accordingly, IFRS 10 must generally be applied retrospectively
for fiscal years beginning on or after January 1, 2014. Earlier
application is permitted as long as the standards IFRS 11,
“Joint Arrangements” (“IFRS 11”), IFRS 12, “Disclosure of Inter-
ests in Other Entities” (“IFRS 12”), IAS 27, “Separate Financial
Statements” (“IAS 27”), and IAS 28, “Investments in Associates
and Joint Ventures” (“IAS 28”), are also being applied at the
same time.

E.ON anticipates that the first-time application of IFRS 10
will lead to a minimal change in the scope of consolidation.
As a consequence, earnings will decrease by about €50 million,
while debt will decrease by about €320 million.

IFRS 11, “Joint Arrangements”
In May 2011, the IASB published the new standard IFRS 11. It
replaces IAS 31, “Interests in Joint Ventures” (“IAS 31”), and SIC-13,
“Jointly Controlled Entities—Non-Monetary Contributions
by Venturers” (“SIC-13”). The standard will in future distinguish
between two types of joint arrangements: joint ventures
and joint operations. The provisions of IFRS 10 form the basis
for determining joint control. If after assessing the particular

121

IAS 28, “Investments in Associates and Joint Ventures”
In May 2011, the IASB issued a new version of IAS 28. The new
version now stipulates that in planned partial disposals of
interests in associates and joint ventures, the portion to be sold
must, if it meets the criteria of IFRS 5, “Non-Current Assets
Held For Sale and Discontinued Operations,” (“IFRS 5”) be classi-
fied as a non-current asset held for sale. The remaining invest-
ment shall continue to be accounted for under the equity
method. If the sale results in the creation of an associate, that
associate will be accounted for under the equity method.
Otherwise, the rules of IFRS 9 must be followed. The new IAS 28
incorporates the provisions of SIC-13 and removes currently
existing exceptions from the scope of IAS 28. The new version
of the standard has been adopted by the EU into European law.
Its application shall thus be mandatory for fiscal years
beginning on or after January 1, 2014. Earlier application is per-
mitted as long as the standards IFRS 10, IFRS 11, IFRS 12 and
IAS 27 are also being applied at the same time. It will not result
in material changes for E.ON affecting its Consolidated Finan-
cial Statements.

Omnibus Standard to Amend Multiple International
Financial Reporting Standards (2010-2012 Cycle)
In the context of its Annual Improvements Process, the IASB
revises existing standards. In December 2013, the IASB pub-
lished a corresponding omnibus standard. It contains changes
to IFRS and their associated Bases for Conclusions. The revi-
sions affect the standards IFRS 2, IFRS 3, IFRS 8, IFRS 13, IAS 16,
IAS 24 and IAS 38. Application of the amendments is manda-
tory for fiscal years beginning on or after July 1, 2014. Earlier
application is permitted.

facts a joint venture is determined to exist, it must be
accounted for under the equity method. In the case of a joint
operation, however, the attributable shares of assets and lia-
bilities, and of expenses and income, must be assigned directly
to the equity holder. The standard has been adopted by the
EU into European law. Consequently, application of the new
standard will be mandatory for fiscal years beginning on or
after January 1, 2014. Earlier application is permitted as long
as the standards IFRS 10, IFRS 12, IAS 27 and IAS 28 are also
being applied at the same time.

E.ON anticipates that the application of IFRS 11 will lead to
accounting changes. A small number of entities currently
accounted for under the equity method must henceforth be
classified as joint operations. E.ON expects a marginal improve-
ment of about €45 million in earnings and an increase of
approximately €580 million in debt from the initial application
of the standard.

IFRS 12, “Disclosure of Interests in Other Entities”
IFRS 12 regulates the disclosure requirements for both IFRS 10
and IFRS 11, and was published by the IASB together with
these standards on May 12, 2011. The standard requires entities
to publish information on the nature of their holdings, the
associated risks and the effects on their net assets, financial
position and results of operations. This information is required
for subsidiaries, joint arrangements, associates and unconsoli-
dated structured units (special-purpose entities). Important
discretionary decisions and assumptions, including any changes
to them, that were made in determining control according to
IFRS 10 and for joint arrangements must also be disclosed. The
new standard has been adopted by the EU into European law
and its application will be mandatory for fiscal years beginning
on or after January 1, 2014, with earlier application permitted.

IAS 27, “Separate Financial Statements”
In May 2011, the IASB published a new version of IAS 27. The
new version now contains regulations for IFRS separate
financial statements only (previously consolidated and sepa-
rate financial statements). The standard has been adopted
by the EU into European law. Consequently, application of the
new standard shall be mandatory for fiscal years beginning
on or after January 1, 2014. Earlier application is permitted as
long as the standards IFRS 10, IFRS 11, IFRS 12 and IAS 28 are
also being applied at the same time. The new standard will
have no impact on E.ON’s Consolidated Financial Statements.

122 Notes

Omnibus Standard to Amend Multiple International
Financial Reporting Standards (2011-2013 Cycle)
In the context of its Annual Improvements Process, the IASB
revises existing standards. In December 2013, the IASB pub-
lished a corresponding omnibus standard. It contains changes
to IFRS and their associated Bases for Conclusions. The revi-
sions affect the standards IFRS 1, IFRS 3, IFRS 13 and IAS 40.
Application of the amendments is mandatory for fiscal years
beginning on or after July 1, 2014. Earlier application is permitted.

Amendments to IFRS 10, IFRS 11 and IFRS 12—
Consolidated Financial Statements, Joint Arrange-
ments and Disclosure of Interests in Other Entities:
Transition Guidance
In June 2012, the IASB published “Consolidated Financial State-
ments, Joint Arrangements and Disclosure of Interests in
Other Entities: Transition Guidance (Amendments to IFRS 10,
IFRS 11 and IFRS 12).” The amendments clarify the transition
guidance contained in IFRS 10, and they also provide additional
relief for the first-time adoption of all three standards. Adjusted
comparative information need now be provided only for the
immediately preceding comparative period. For unconsolidated
structured entities, the requirement to present comparative
information for periods before IFRS 12 is first applied is removed
altogether. The amendments shall be applied for fiscal years
beginning on or after January 1, 2014, which coincides with the
effective date of IFRS 10, IFRS 11 and IFRS 12. Earlier applica-
tion is permitted. The amendments have been adopted by the
EU into European law. E.ON anticipates no material impact
on its Consolidated Financial Statements.

Amendments to IFRS 10, IFRS 12 and IAS 27—
Investment Entities
In October 2012, the IASB published “Investment Entities
(Amendments to IFRS 10, IFRS 12 and IAS 27).” The amendments
include a definition of an investment entity and remove them
from the scope of IFRS 10. Instead of consolidating their invest-
ments in subsidiaries, parent investment entities shall now be
required to recognize and measure them at fair value through
profit or loss in accordance with IFRS 9 or IAS 39. In this con-
text, new disclosure requirements have also arisen in IFRS 12,
“Disclosure of Interests in Other Entities,” and IAS 27, “Sepa-
rate Financial Statements.” In November 2013, the EU adopted
these amendments into European law. Application of the
amendments is mandatory for fiscal years beginning on or
after January 1, 2014. Earlier application is permitted. E.ON
anticipates no material impact on its Consolidated Financial
Statements.

Amendments to IAS 19—Defined Benefit Plans:
Employee Contributions
In November 2013, the IASB published narrow-scope amend-
ments to IAS 19. These amendments address the accounting
treatment under IAS 19 of defined benefit plans to which
employees (or third parties) make contributions. Accordingly,
if employees (or third parties) contribute to a plan irrespec-
tive of the number of years of employee service, the nominal
amount of the contributions can still be deducted from ser-
vice cost. If, however, employee contributions vary depending
on the number of years of service, the computation and dis-
tribution of benefits must be performed using the projected
unit credit method. Application of the amendments is man-
datory for fiscal years beginning on or after July 1, 2014. Earlier
application is permitted. They have not yet been adopted by
the EU into European law. E.ON anticipates that the changes
will have no impact on its Consolidated Financial Statements.

Amendments to IAS 39—Novation of Derivatives
and Continuation of Hedge Accounting
In June 2013, the IASB published narrow-scope amendments
to IAS 39, “Financial Instruments.” The amendments provide
that the requirement to discontinue hedge accounting shall not
apply to the novation of a hedging instrument to a central
counterparty if such novation is required by laws or regulations
and if specific conditions are met. A hedging relationship is
not discontinued if the novation is required by a new legal or
regulatory requirement or by a newly enacted law. In addition,
the novation must result in the original counterparty being
replaced by a central counterparty or by an entity acting as a
counterparty (“clearing counterparty”). The only contractual
changes permitted are those necessary to effect counterparty
replacement. These include changes in the contractual collat-
eral requirements, changes in rights to offset receivables and
payables and changes in the charges levied. The new IAS 39
has been adopted by the EU into European law and its appli-
cation will be mandatory for fiscal years beginning on or after
January 1, 2014, with earlier application permitted.

IFRIC 21, “Levies”
In May 2013, the IASB published IFRIC 21, “Levies,” (“IFRIC 21”)
interpreting IAS 37, which sets out criteria for the recognition
of a liability for provisions, contingent liabilities and contingent
assets. IFRIC 21 addresses when and how a levy that is not
within the scope of another IFRS should be recognized as a
liability. The amendments shall be applied for fiscal years
beginning on or after January 1, 2014. They have not yet been
adopted by the EU into European law. E.ON anticipates no
material impact on its Consolidated Financial Statements.

123

(3) Scope of Consolidation

The number of consolidated companies changed as follows:

In 2013, a total of 22 domestic and 38 foreign associated com-
panies were accounted for under the equity method (2012:
42 domestic and 55 foreign). Significant acquisitions, disposals
and discontinued operations are discussed in Note 4.

Scope of Consolidation

Consolidated companies
as of January 1, 2012

Additions

Disposals/Mergers

Consolidated companies
as of December 31, 2012

Additions

Disposals/Mergers

Consolidated companies
as of December 31, 2013

Domestic

Foreign

Total

161

154

115

314

297

228

475

451

126

343

(4) Acquisitions, Disposals and Discontinued
Operations

Disposal Groups and Assets Held for Sale in 2013

In the course of the implementation of the divestment strat-
egy, the following activities were classified as disposal groups
or as assets held for sale in 2013:

Swedish Thermal Power Plants
In January 2014, E.ON signed contracts with Norway’s Solør
Bioenergi on the sale of various micro thermal power plants
at a purchase price of €0.1 billion. The transaction will close
during the first half of 2014. The total carrying amount of the
facilities, which are held in the Sweden regional unit, is approx-
imately €0.1 billion as of December 31, 2013. Presentation as
assets held for sale will not take place until the first quarter
of 2014, as the relevant criteria for presentation will only be
fulfilled at that time.

City of Prague Municipal Utility
In December 2013, E.ON signed contracts with the City of Prague
on the disposal of a majority stake in Pražská plynárenská.
The expected purchase price is €0.2 billion. The transaction is
expected to close in the first quarter of 2014. Held in the Czechia
regional unit, the major items on this entity’s balance sheet
are property, plant and equipment (€0.2 billion), inventories
and other assets (€0.2 billion) and liabilities (€0.2 billion).

Equity Investment in NAFTA
In December 2013, E.ON signed a contract on the disposal of
its minority stake in NAFTA a.s., Bratislava, Slovakia. The own-
ership interest was reported within the Global Commodities
global unit with a carrying amount of approximately €0.1 bil-
lion. The transaction closed in the fourth quarter of 2013 with
a minimal gain on disposal.

Ferngas Nordbayern
In December 2013, E.ON signed a contract for and finalized the
sale of its 100-percent stake in Ferngas Nordbayern GmbH
to the investment company First State, Luxembourg. As part
of the transaction, E.ON repurchased certain shareholdings
partly held by Ferngas Nordbayern GmbH. The major balance
sheet items of this unit, which was held by the Germany regional
unit, were property, plant and equipment (€0.1 billion) and
receivables (€0.1 billion), as well as provisions and liabilities
of €0.1 billion each. The disposal resulted in a minimal gain.

E.ON Mitte
In December 2013, E.ON signed a contract for and finalized
the sale of its 73.3-percent stake in E.ON Mitte AG to a consor-
tium of municipal co-owners. As part of the transaction, E.ON
repurchased E.ON Mitte Vertrieb GmbH and certain other
shareholdings held by E.ON Mitte AG. The major balance sheet
items of this unit, which was held by the Germany regional
unit, were property, plant and equipment (€0.6 billion) and
receivables (€0.1 billion), as well as provisions and liabilities
of €0.3 billion each. The disposal resulted in a minimal gain.

124 Notes

Rødsand Offshore Wind Farm
In November 2013, E.ON agreed to sell an 80-percent stake in
its 207-megawatt Rødsand 2 offshore wind farm to the Danish
utility SEAS-NVE. The transaction values 100 percent of the
wind farm at DKK 3.5 billion (€0.5 billion). At closing, the wind
farm company will assume a loan of DKK 2.1 billion (€0.3 bil-
lion). SEAS-NVE will then purchase 80 percent of the equity for
DKK 1.1 billion (€0.2 billion). In total, E.ON will receive DKK 3.2 bil-
lion (€0.4 billion) from this transaction. As of December 31,
2013, the entity is reported in the Renewables global unit and
its balance sheet consists primarily of property, plant and
equipment (€0.4 billion), other assets (€0.3 billion) and liabil-
ities (€0.3 billion). The transaction closed on January 10, 2014.

E.ON in Finland
In June 2013, E.ON signed a contract for the sale of its Finnish
electricity activities. The purchase price was €0.1 billion. The
transaction closed in the third quarter of 2013. The activities
were reported as a disposal group since the second quarter
of 2013. Held by the Sweden regional unit, the disposal group’s
major asset items were property, plant and equipment (€0.1 bil-
lion) and financial assets (€0.1 billion). The liabilities side of
the balance sheet consisted primarily of liabilities (€0.1 billion).

E.ON Westfalen Weser
At the end of June 2013, E.ON signed a contract for and finalized
the sale of its 62.8-percent stake in E.ON Westfalen Weser
to a consortium of municipal co-owners with cash proceeds
of approximately €0.2 billion. As part of the transaction,
E.ON bought back the retail subsidiary E.ON Westfalen Weser
Vertrieb GmbH and certain other shareholdings held by E.ON
Westfalen Weser AG. The major balance sheet items of this unit,
which was held by the Germany regional unit, were property,
plant and equipment (€0.8 billion) and receivables (€0.3 billion),
as well as provisions (€0.3 billion) and liabilities (€0.3 billion).
The disposal resulted in a loss of about €0.2 billion.

E.ON Földgáz Trade / E.ON Földgáz Storage
In March 2013, E.ON signed a contract with the Hungarian
energy company MVM Hungarian Electricity Ltd. for the sale of
its 100-percent stakes in E.ON Földgáz Trade and E.ON Földgáz
Storage. The purchase price for both companies, including the
assumption of approximately €0.5 billion in debt, is approxi-
mately €0.9 billion. Impairment charges totaling €0.2 billion
were recognized on certain assets within the units, and on
the attributable goodwill, in the first quarter of 2013. The trans-
action closed in the third quarter of 2013 with a loss on dis-
posal of €0.1 billion, including realization of foreign currency
translation effects (€0.1 billion). Held by the Global Commodities

global unit, the major asset items of the two units were intan-
gible assets and property, plant and equipment (€0.7 billion),
as well as current assets (€0.5 billion). The liabilities side of
the balance sheet consisted primarily of liabilities (€0.2 billion)
and provisions (€0.1 billion).

E.ON Thüringer Energie
At the end of December 2012, E.ON signed a contract for the
sale of a 43-percent interest in E.ON Thüringer Energie to
a municipal consortium, Kommunaler Energiezweckverband
Thüringen (“KET”). The transaction involved a volume of
approx imately €0.9 billion, which includes the assumption by
KET of shareholder loans totaling approximately €0.4 billion.
This transaction closed in March 2013. The sale of the 10-per-
cent stake in E.ON Thüringer Energie still held by E.ON after
the initial transaction became final in the second quarter of
2013. In total, the disposal resulted in a €0.5 billion gain. The
equity investment was held by the Germany regional unit
and had been reported as a disposal group since the end of
2012. The major carrying amounts related to property, plant
and equipment (€1.1 billion) and financial assets (€0.2 billion),
while provisions and liabilities amounted to €0.2 billion and
€0.4 billion, respectively.

Slovenský Plynárenský Priemysel (SPP)
In January 2013, E.ON signed a contract with the Czech energy
company Energetický a Průmyslový Holding, Prague, Czech
Republic, for the sale of its interest in the Slovakian energy
company Slovenský Plynárenský Priemysel a.s. (“SPP”), which
is held indirectly in E.ON’s Global Commodities global unit.
The purchase price for the 24.5-percent indirect holding is
€1.2 billion, including final purchase price adjustments. The
stake with a carrying amount of €1.2 billion had to be reported
as an asset held for sale as of December 31, 2012, because
commercial agreement on the sale had been substantially
reached by the end of 2012. The attributable goodwill of approx-
imately €0.2 billion was written down to zero in 2012. A total
of €0.5 billion in impairment charges was recognized on the
equity investment in the 2012 fiscal year. When the transac-
tion closed in January 2013, amounts in other comprehensive
income from foreign exchange translation differences were
realized as a gain of €0.3 billion.

E.ON Energy from Waste
In December 2012, E.ON signed agreements to form a joint
venture with EQT Infrastructure II, an infrastructure fund
belonging to EQT, a Sweden-based private equity group. The
joint venture, in which EQT Infrastructure II owns 51 percent
and E.ON 49 percent, acquired 100 percent of the equity of
E.ON Energy from Waste, Helmstedt, Germany. The Energy from
Waste group was held by the Germany regional unit, and had
been reported as a disposal group since the end of 2012. With
a carrying amount of approximately €0.9 billion, the major asset

125

item was property, plant and equipment. Additional signifi-
cant balance sheet items included current assets (€0.3 billion),
provisions (€0.2 billion), liabilities (€0.2 billion) and deferred
taxes (€0.1 billion). The transaction closed in March 2013 with
a minimal gain on disposal.

E.ON Wasserkraft
At the beginning of December 2012, E.ON and Austria’s Ver-
bund AG, Vienna, Austria, signed contracts on acquisitions
and disposals of equity investments. Under the agreement, E.ON
will acquire Verbund’s share of Enerjisa Enerji A.Ş. (“Enerjisa”),
Istanbul, Turkey, giving it stakes in Enerjisa’s power generation
capacity and projects and in its power distribution business
in Turkey. The agreement also involved financing commitments
for investment projects amounting to approximately €0.5 bil-
lion. In return, E.ON will transfer to Verbund its stakes in cer-
tain hydroelectric power plants in Bavaria. Verbund will become
the sole owner of this hydro capacity, located predominantly
on the Inn River in Bavaria, in which it is already a joint owner.
Verbund will acquire primarily E.ON’s stakes in Österreichisch-
Bayerische Wasserkraft AG, Donaukraftwerk Jochenstein AG
and Grenzkraftwerke GmbH, as well as the Nussdorf, Ering-
Frauenstein and Egglfing-Obernberg run-of-river hydroelectric
plants on the Inn, along with subscription rights in the Zemm-
Ziller Hydroelectric Group. Altogether, these stakes and power
plants represent 351 MW of attributable generating capacity.
Relevant balance sheet line items of the disposal group, which
is held in the Renewables global unit, are property, plant and
equipment and financial assets (€0.1 billion), as well as other
assets (€0.2 billion). The disposal group has been reported as
such since the end of 2012. The transaction closed at the end of
April 2013 with a gain of approximately €1.0 billion on disposal.

Equity Investment in Jihomoravská Plynárenská
E.ON has sold its minority stake in Jihomoravská plynárenská,
a.s. (“JMP”), Brno, Czech Republic. The purchase price is approx-
imately €0.2 billion. The ownership interest was reported
within the Czechia regional unit as an asset held for sale as of
December 31, 2012, with a carrying amount of approximately
€0.2 billion. The transaction closed in January 2013 with a minor
book gain on the disposal.

London Array Wind Farm
The operators of the U.K. wind farm London Array are required
by regulatory order to cede components of the wind farm’s
grid link to the U.K. regulator. 30 percent of this wind farm is
attributable to E.ON. The carrying amount of the property, plant
and equipment to be transferred is approximately €0.1 billion.
The transfer took place in the third quarter of 2013 with a minor
gain on disposal.

Wind Farm Disposals
Implementing the “Less Capital, More Value” strategy, E.ON
signed contracts for the sale of a 50-percent stake in each
of three wind farms in North America in October 2012 for a
total of $0.5 billion in proceeds. The wind farms were held
by the Renewables global unit. The transaction closed in March
2013 with a small gain on disposal. The wind farms were
reported as disposal groups since the fourth quarter of 2012.
Material balance sheet line items related to property, plant
and equipment (€0.4 billion); there were no significant items
on the liabilities side.

Disposal Groups and Assets Held for Sale in 2012

In the course of the implementation of the divestment strategy,
the following activities were classified as disposal groups or
assets held for sale during 2012:

Horizon
In October 2012, E.ON signed a contract for the sale of its
interest in Horizon Nuclear Power Limited, Gloucester, United
Kingdom, to the Japanese industrial group Hitachi. The pur-
chase price for the 50-percent stake amounted to approximately
€0.4 billion. The shareholding was held as a joint venture in the
UK regional unit, with a carrying amount of €0.3 billion as of
September 30, 2012. The transaction closed in November 2012.

Open Grid Europe
In July 2012, E.ON sold its shares in the gas transmission com-
pany Open Grid Europe GmbH, Essen, Germany, to a consor-
tium of infrastructure investors. The purchase price was approx-
imately €3.2 billion and included the assumption of pension
obligations and certain assets. As negotiations had already
reached an advanced stage by May 2012, the activities had
been presented as a disposal group as of that date. Held in the
Optimization & Trading global unit, Open Grid Europe had net
assets of approximately €3.2 billion as of the disposal date.
The major balance sheet line items were €3.1 billion in intan-
gible assets and property, plant and equipment, €0.5 billion
in financial assets and €0.7 billion in current assets, as well as
€0.6 billion in deferred tax liabilities and €0.5 billion in other
liabilities. The sale resulted in a minimal pre-tax gain on disposal.

E.ON Bulgaria
In December 2011, E.ON signed an agreement with the Czech
company ENERGO-PRO on the disposal of its wholly-owned
subsidiary E.ON Bulgaria. The purchase price was approximately
€0.1 billion. The major asset items on the balance sheet were
property, plant and equipment (€0.2 billion) and current assets

126 Notes

(€0.1 billion). Provisions and liabilities amounted to €0.1 billion
in total. The agreement on the purchase price necessitated
the recognition in December 2011 of impairment charges on
goodwill and non-current assets totaling about €0.1 billion.
The transaction closed at the end of June 2012.

HSE
Following the disposal of the Thüga group, a concrete stage
in negotiations on the disposal of the 40-percent shareholding
in HEAG Südhessische Energie AG, Darmstadt, Germany,
accounted for in the Gas global unit, was reached in the third
quarter of 2010. Accordingly, the ownership interest was
reclassified as an asset held for sale at the end of August 2010.
The book value and the purchase price of the ownership
interest both amounted to approximately €0.3 billion. The con-
tract for the sale was signed in February 2012. The transaction
closed at the end of June 2012.

Interconnector
As part of a series of portfolio optimizations, the 15.09-percent
shareholding in Interconnector (UK) Ltd., London, United King-
dom, was also sold. In line with the stage of negotiations on
that date, the ownership interest was presented as an asset
held for sale as of June 30, 2012. This equity investment, which
was accounted for in the Optimization & Trading global unit, was
sold effective September 2012, with a negligible gain realized
on the disposal.

Property at Brienner Straße, Munich
Following the closure of the E.ON Energie AG location in Munich
implemented in the course of the E.ON 2.0 efficiency-enhance-
ment and cost-cutting program, the property at Brienner Straße
was sold in the fourth quarter of 2012 with a negligible gain
on disposal. Accordingly, as of September 30, 2012, the property
(€0.1 billion) was reported as an asset held for sale.

the value of the volume supplied, including an estimated value
of the volume supplied to customers between the date of
their last meter reading and period-end. Unrealized and realized
proceeds from proprietary trading activities are recognized
net in revenues.

At €122 billion, revenues in 2013 were 7 percent lower than in
the previous year. The decrease is primarily the result of
reduced trading volumes at the Global Commodities unit.

The classification of revenues by segment is presented in
Note 33.

(5) Revenues

Revenues are generally recognized upon delivery of goods to
purchasers or customers, or upon completion of services ren-
dered. Delivery is considered to have occurred when the risks
and rewards associated with ownership have been transferred
to the buyer, compensation has been contractually established
and collection of the resulting receivable is probable.

Revenues are generated primarily from the sale of electricity and
gas to industrial and commercial customers, to retail custom-
ers and to wholesale markets. Additional revenue is earned
from the distribution of gas and electricity, from deliveries of
steam, heat and water, as well as from proprietary trading.

Revenues from the sale of electricity and gas to industrial and
commercial customers, to retail customers and to wholesale
markets are recognized when earned on the basis of a contrac-
tual arrangement with the customer or purchaser; they reflect

(6) Own Work Capitalized

Own work capitalized amounted to €375 million in 2013
(2012: €381 million) and resulted primarily from engineering
services in networks and in connection with new construction
projects.

127

(7) Other Operating Income and Expenses

The table below provides details of other operating income
for the periods indicated:

In addition to reversals of provisions, miscellaneous other
operating income in 2013 included the proceeds of passing
on of charges for personnel and services, as well as govern-
ment grants.

Other Operating Income

€ in millions

Income from exchange rate differences

Gain on derivative financial instruments

Gain on disposal of equity investments
and securities

Write-ups of non-current assets

Gain on disposal of property,
plant and equipment

Miscellaneous

Total

2013

3,765

2,355

2,422

482

127

1,616

2012

4,108

3,779

529

365

114

1,950

The following table provides details of other operating
expenses for the periods indicated:

Other Operating Expenses

€ in millions

Loss from exchange rate differences

Loss on derivative financial instruments

Taxes other than income taxes

Loss on disposal of equity investments
and securities

2013

3,755

1,634

364

444

3,941

10,138

2012

3,857

4,491

385

4,505

13,311

10,767

10,845

Miscellaneous

Total

In general, E.ON employs derivatives to hedge commodity
risks as well as currency and interest risks.

Income from exchange rate differences consisted primarily of
realized gains from currency derivatives in the amount of
€2,531 million (2012: €2,276 million) and of effects from foreign
currency translation on the balance sheet date in the amount
of €632 million (2012: €1,173 million).

Gains and losses on derivative financial instruments relate to
gains from fair value measurement and to realized gains
from derivatives under IAS 39, with the exception of income
effects from interest rate derivatives. In this respect there
was a significant impact from commodity derivatives in partic-
ular, which in 2013 resulted predominantly from the marking
to market of emissions, electricity, gas, and coal derivatives.
In 2012, there were effects resulting especially from electricity,
coal and oil derivatives.

The gain on the disposal of equity investments and securities
consisted primarily of gains of €996 million on the disposal of
the hydroelectric power plants in Bavaria to Austria’s Verbund
AG, €521 million on the sale of E.ON Thüringer Energie AG and
€344 million on the recognition in income of exchange rate
differences from the disposal of Slovenský Plynárenský Prie-
mysel (“SPP”). In 2012, there was a gain of €149 million on
the disposal of the stake in Horizon Nuclear Power (see also
Note 4). Additional gains were realized on the sale of securities
in the amount of €186 million (2012: €156 million).

Losses from exchange rate differences consisted primarily of
realized losses from currency derivatives in the amount of
€2,240 million (2012: €2,441 million) and of effects from foreign
currency translation on the balance sheet date in the amount
of €218 million (2012: €229 million).

Miscellaneous other operating expenses included concession
payments in the amount of €473 million (2012: €501 million),
expenses for external audit, non-audit and consulting services
in the amount of €240 million (2012: €283 million), advertis-
ing and marketing expenses in the amount of €169 million
(2012: €217 million), and write-downs of trade receivables in
the amount of €411 million (2012: €362 million). Additionally
reported in this item are services rendered by third parties,
IT expenditures and insurance premiums.

Included in the loss on disposal of equity investments and
securities was €230 million stemming from the disposal of
E.ON Westfalen Weser AG.

Other operating expenses from exploration activity totaled
€71 million (2012: €44 million).

128 Notes

(8) Cost of Materials

The principal components of expenses for raw materials and
supplies and for purchased goods are the purchase of gas and
electricity and of fuels for electricity generation. Network usage
charges are also included in this line item. Expenses for pur-
chased services consist primarily of maintenance costs. The
cost of materials decreased by €7 billion to €108 billion (2012:
€115 billion). The primary cause was the lower trading volumes
in 2013 compared with the previous year.

Cost of Materials

€ in millions

Expenses for raw materials and supplies
and for purchased goods

Expenses for purchased services

Total

2013

2012

104,942

111,703

3,141

3,582

108,083

115,285

Other interest income consists mostly of income from lease
receivables (finance leases) and income resulting from taxes
for previous years. Other interest expenses include the accre-
tion of provisions for asset retirement obligations in the amount
of €811 million (2012: €799 million). Also contained in this item
is the net interest cost from provisions for pensions in the
amount of €149 million (2012: €137 million). No penalties were
incurred in 2013 for early repayments of loans.

Other interest expenses include the effects on financial results
of carryforwards of counterparty obligations to acquire addi-
tional shares in already consolidated subsidiaries and of non-
controlling interests in fully consolidated partnerships with
legal structures that give their shareholders a statutory right of
withdrawal combined with a compensation claim, which
according to IAS 32 must be recognized as liabilities and
amounted to €142 million (2012: €22 million).

Interest expense was reduced by capitalized interest on debt
totaling €200 million (2012: €308 million).

Realized gains and losses from interest rate swaps are shown
net on the face of the income statement.

(9) Financial Results

The following table provides details of financial results for
the periods indicated:

Financial Results

€ in millions

Income from companies in which equity
investments are held

Impairment charges/reversals on other
financial assets

Income from equity investments

Income from securities, interest
and similar income 2
Available for sale
Loans and receivables
Held for trading
Other interest income

Interest and similar expenses 2

Amortized cost
Held for trading
Other interest expenses

Net interest income

2013

2012 1

-88

583
214
181
32
156

-2,546
-1,188
-30
-1,328

-1,963

-79

1,191
277
211
15
688

-2,611
-1,139
-22
-1,450

-1,420

Financial results

-1,959

-1,403

1Because of the initial application of IAS 19R, the comparative prior-year figures
have been adjusted (see also Note 2).
2The measurement categories are described in detail in Note 1.

The decrease in financial results is primarily attributable to
the elimination in 2013 of positive effects from reversals of
provisions that had influenced the prior-year figure.

129

distributions of dividends. Instead, after December 31, 2006,
an unconditional claim for payment of the credit in ten equal
annual installments from 2008 through 2017 has been estab-
lished. The resulting receivable is included in income tax assets
and amounted to €89 million in 2013 (2012: €133 million).

Income tax liabilities consist primarily of income taxes for the
respective current year and for prior-year periods that have
not yet been definitively examined by the tax authorities.

As of December 31, 2013, €12 million (2012: €15 million) in
deferred tax liabilities were recognized for the differences
between net assets and the tax bases of subsidiaries and
associated companies (the so-called “outside basis differences”).
Deferred tax liabilities were not recognized for subsidiaries
and associated companies to the extent that the Company can
control the reversal effect and that it is therefore probable
that temporary differences will not be reversed in the fore-
seeable future. Accordingly, deferred tax liabilities were not
recognized for temporary differences of €1,320 million (2012:
€1,165 million) at subsidiaries and associated companies, as
E.ON is able to control the timing of their reversal and the
temporary difference will not reverse in the foreseeable future.

Changes in tax rates in Norway, the United Kingdom and a
number of other countries resulted in tax income of €71 million
in total. In 2012, changes in foreign tax rates produced deferred
tax income of €263 million in total.

(10) Income Taxes

The following table provides details of income taxes, including
deferred taxes, for the periods indicated:

Income Taxes

€ in millions

Domestic income taxes

Foreign income taxes

Other income taxes

Current taxes

Domestic

Foreign

Deferred taxes

Total income taxes

2013

887

554

–

1,441

-759

-738

703

2012 1

-691

458

-191

357

532

889

698

1Because of the initial application of IAS 19R, the comparative prior-year figures
have been adjusted (see also Note 2).

The tax expense in 2013 amounted to €0.7 billion, as it had in
2012. The effective tax rate increased from 21 percent in 2012
to 22 percent in 2013.

Of the amount reported as current taxes, €636 million is
attributable to previous years (2012: -€1.0 billion).

Deferred taxes reported for 2013 resulted from changes in tem-
porary differences, which totaled €199 million (2012: €1,532 mil-
lion), loss carryforwards of -€934 million (2012: -€663 million)
and tax credits amounting to -€3 million (2012: €20 million).

German legislation providing for fiscal measures to accompany
the introduction of the European Company and amending
other fiscal provisions (“SE-Steuergesetz” or “SEStEG”), which
came into effect on December 13, 2006, altered the regula-
tions on corporate tax credits arising from the corporate impu-
tation system (“Anrechnungs verfahren”), which had existed
until 2001. The change de-links the corporate tax credit from

130 Notes

The differences between the 2013 base income tax rate of
30 percent (2012: 30 percent) applicable in Germany and the
effective tax rate are reconciled as follows:

Reconciliation to Effective Income Taxes/Tax Rate

Expected corporate income tax

Credit for dividend distributions

Foreign tax rate differentials

Changes in tax rate/tax law

Tax effects on tax-free income

Tax effects on equity accounting

Other 1

Effective income taxes/tax rate

2013

2012

€ in millions

% € in millions

962

-139

-71

-712

590

703

30.0

0.2

-4.4

-2.2

-22.2

2.1

18.4

21.9

982

-12

-174

-263

-264

-38

467

698

30.0

-0.4

-5.3

-7.9

-8.0

-1.2

14.2

21.4

1In 2013, including €181 million in changes in the value of deferred tax assets and €146 million in taxes for previous years; in 2012, including €659 million in changes in the
value of deferred tax assets.

Deferred tax assets and liabilities as of December 31, 2013, and
December 31, 2012, break down as shown in the following table:

Deferred Tax Assets and Liabilities

€ in millions

Intangible assets

Property, plant and equipment

Financial assets

Inventories

Receivables

Provisions

Liabilities

Net operating loss carryforwards

Tax credits

Other

Subtotal

Changes in value

Deferred tax assets

Intangible assets

Property, plant and equipment

Financial assets

Inventories

Receivables

Provisions

Liabilities

Other

Deferred tax liabilities

Net deferred tax assets/liabilities (-)

December 31

2013

2012

310

701

182

708

6,644

3,090

3,187

523

370

861

186

731

6,465

2,572

2,389

347

15,396

13,968

-957

14,439

-747

13,221

1,638

5,309

275

145

3,425

1,859

819

1,585

1,791

5,985

255

154

3,031

1,289

734

1,322

15,055

14,561

-616

-1,340

131

December 31, 2013

December 31, 2012

Current

Non-current

Current

Non-current

2,790

-14

2,776

-2,328

448

5,443

-943

4,500

-5,564

-1,064

1,492

-24

1,468

-1,021

447

4,696

-723

3,973

-5,760

-1,787

Net deferred taxes break down as follows based on the timing
of their reversal:

Net Deferred Tax Assets and Liabilities

€ in millions

Deferred tax assets

Changes in value

Net deferred tax assets

Deferred tax liabilities

Net deferred tax assets/liabilities (-)

Of the deferred taxes reported, a total of -€605 million was
charged directly to equity in 2013 (2012: -€899 million). A further
€43 million in current taxes (2012: €43 million) was also recog-
nized directly in equity.

Income taxes recognized in other comprehensive income for
the years 2013 and 2012 break down as follows:

Income Taxes on Components of Other Comprehensive Income

€ in millions

Cash flow hedges

Available-for-sale securities

Currency translation adjustments

Remeasurement of defined benefit plans

Companies accounted for under the equity method

Total

Before
income
taxes

112

368

-1,296

504

-984

-1,296

2013

Income
taxes

-25

-22

-261

-281

After
income
taxes

394

-1,318

243

-983

-1,577

Before
income
taxes

-316

461

-1,869

-14

-1,724

2012

Income
taxes

101

-59

515

–

592

After
income
taxes

-215

-45

496

-1,354

-14

-1,132

The declared tax loss carryforwards as of the dates indicated
are as follows:

Tax Loss Carryforwards

€ in millions

Domestic tax loss carryforwards

Foreign tax loss carryforwards

Total

December 31

2013

9,040

8,159

2012

4,886

7,623

17,199

12,509

Since January 1, 2004, domestic tax loss carryforwards can
only be offset against a maximum of 60 percent of taxable
income, subject to a full offset against the first €1 million.
This minimum corporate taxation also applies to trade tax
loss carry forwards. The domestic tax loss carryforwards result
from adding corporate tax loss carryforwards and trade tax

loss carryforwards. Of the foreign tax loss carryforwards, a
significant portion relates to previous years. No deferred
taxes have been recognized on a total of €1,853 million (2012:
€2,059 million) in tax loss carryforwards that do not expire.

As of December 31, 2013, and December 31, 2012, E.ON reported
deferred tax assets for companies that incurred losses in the
current or the prior-year period that exceed the deferred tax
liabilities by €3,858 million and €2,760 million, respectively.
The basis for recognizing deferred tax assets is an estimate
by management of the extent to which it is probable that
the respective companies will achieve taxable earnings in the
future against which the as yet unused tax losses, tax credits
and deductible temporary differences can be offset.

132 Notes

(11) Personnel-Related Information

Personnel Costs

The following table provides details of personnel costs for
the periods indicated:

Personnel Costs

€ in millions

Wages and salaries

Social security contributions

Pension costs and other employee
benefits

Pension costs

Total

2013

3,686

586

415
407

4,687

2012

4,043

645

478
471

5,166

Personnel costs fell by €479 million to €4,687 million
(2012: €5.166 million). The decline was due primarily to the
effects that occurred in the context of the E. ON 2.0 restruc-
turing program and to the respective sales and disposals of
interests in E.ON Thüringer Energie, E.ON Energy from Waste
and E.ON Westfalen Weser in 2013 and in Open Grid Europe
in 2012.

Share-Based Payment

The expenses for share-based payment in 2013 (employee stock
purchase programs in Germany and the United Kingdom, the
E. ON Share Performance Plan and the E.ON Share Matching
Plan) amounted to €18.1 million (2012: €22.7 million).

Employee Stock Purchase Program

In 2013, as in 2012, employees at German E.ON Group companies
had the opportunity to purchase E.ON shares at preferential
terms under a voluntary employee stock purchase program.
Employees receive a matching contribution from the Com-
pany of €450 at present on the shares they purchased by the
November 21, 2013, cut-off date. Based on the stock package
being bought, the employee contribution in 2013 ranged from
a minimum of €450 to a maximum of €1,950. On that date, the
relevant market price of E.ON stock was €13.75. Depending on
the number of shares purchased, the preferential prices paid
ranged between €6.83 and €11.16 (2012: between €7.56 and
€11.57). The lock-up period for the shares ends on December 31,
2015. The expense of €6.3 million (2012: €8.0 million) arising
from granting the preferential prices is recognized as personnel
costs and included in the “Wages and salaries” line item.

In 2013, E.ON distributed a total of 1,057,296 treasury shares
(0.05 percent of the capital stock of E.ON SE) under the volun-
tary employee stock purchase program in Germany (2012:
1,279,079 treasury shares, or 0.06 percent of the capital stock of
E. ON SE).

Information on the changes in the number of treasury shares
held by E.ON SE can be found in Note 19.

Since the 2003 fiscal year, employees in the United Kingdom
have the opportunity to purchase E.ON shares through an
employee stock purchase program and to acquire additional
bonus shares. The expense of issuing these matching shares
amounted to €1.9 million in 2013 (2012: €2.2 million) and is also
recorded under personnel costs as part of “Wages and salaries.”

Long-Term Variable Compensation

Members of the Board of Management of E.ON SE and certain
executives of the E.ON Group receive share-based payment
as part of their voluntary long-term variable compensation.
Share-based payment can only be granted if the qualified
executive owns a certain minimum number of shares of E.ON
stock, which must be held until maturity or full exercise. The
purpose of such compensation is to reward their contribution
to E.ON’s growth and to further the long-term success of the
Company. This variable compensation component, comprising
a long-term incentive effect along with a certain element
of risk, provides for a sensible linking of the interests of share-
holders and management.

The following discussion includes reports on the E.ON Share
Performance Plan, which was introduced in 2006 and modified
in 2010 and 2011 for subsequent tranches, and on the E.ON
Share Matching Plan introduced in 2013.

E.ON Share Performance Plan

From 2006 through 2012, E.ON granted virtual shares (“Per-
formance Rights”) under the E.ON Share Performance Plan.

Issues through 2010
At the end of its term, each Performance Right is entitled to
a cash payout linked to the final E.ON share price established
at that time, as well as to the performance during the term
of the E.ON share price relative to its benchmark, the STOXX
Europe 600 Utilities (Net Return) index. The amount paid out
is equal to the target value at issuance if the E.ON share price
is maintained at the end of the term and the performance
of the E.ON share price matches that of the benchmark index.
If the E.ON share outperforms the index, the amount paid
out is increased proportionally. If, on the other hand, the E.ON
share underperforms the index, disproportionate deductions
are made. In the case of underperformance by 20 percent or
more, there is no payout. The maximum amount to be paid out

133

to each participant per Performance Right is limited to three
times the target value originally set.

60-day average prices are used to determine the target value at
issuance, the final price and the relative performance, in order
to mitigate the effects of incidental, short-lived price move-
ments. The plan contains adjustment mechanisms to eliminate
the effect of events such as interim corporate actions.

The Performance Rights issued under the E.ON Share Perfor-
mance Plan in 2010 expired on December 31, 2013, and have
been settled in full. There were no payouts to beneficiaries.
The provision for the fifth tranche of the E.ON Share Perfor-
mance Plan has been eliminated (2012: €0.3 million). The
income from the elimination of this provision amounted to
€0.3 million in the 2013 fiscal year (2012: €2.2 million).

Issues from 2011
At the end of its term, each Performance Right is entitled to
a cash payout linked to the final E.ON share price established
at that time and—under the modified terms of the plan, begin-
ning with the sixth tranche—to the degree to which specific
cor porate financial measures are achieved over the term. The
benchmark is the return on capital, expressed as the return
on average capital employed (“ROACE”) compared with the
weighted-average cost of capital (“WACC”), averaged over
the unchanged four-year term of the new tranche. At the same
time, starting with the sixth tranche, the maximum payout
was further limited to 2.5 times the target value originally set.

60-day average prices are used to determine both the target
value at issuance and the final price in order to mitigate the
effects of incidental, short-lived price movements. The plan
contains adjustment mechanisms to eliminate the effects of
interim corporate actions.

The following are the base parameters of the two tranches
active in 2013 under these plan terms:

E.ON Share Performance Rights

Date of issuance

Term

Target value at issuance

Maximum amount paid

7th tranche

6th tranche

Jan. 1, 2012

Jan. 1, 2011

4 years

€17.10

€42.75

4 years

€22.43

€56.08

The 60-day average of the E.ON share price as of the balance
sheet date is used to measure the fair value of the rights. The
provision for the plan as of the balance sheet date is €19.7 mil-
lion (2012: €22.4 million). The expense for the sixth and sev-
enth tranches in the 2013 fiscal year was €1.1 million (2012:
€14.7 million).

E.ON Share Matching Plan

Since 2013, E.ON has been granting virtual shares under the
E.ON Share Matching Plan. At the end of its term, each virtual
share is entitled to a cash payout linked to the final E.ON
share price established at that time. The calculation inputs
for this long-term variable compensation package are equity
deferral, basis matching and performance matching.

The equity deferral is determined by multiplying an arithmetic
portion of the beneficiary’s contractually agreed target bonus
by the beneficiary’s total target achievement percentage from
the previous year. The equity deferral is converted into virtual
shares. The granting of virtual shares in the amount of the
equity deferral is generally scheduled to begin in Germany and
Sweden by 2014, and in the United States by 2015. Beneficiaries
are additionally granted virtual shares in the context of basis
matching and performance matching. For members of the
Board of Management of E.ON SE, the proportion of basis
matching to the equity deferral is determined at the discretion
of the Supervisory Board; for all other beneficiaries it is 2:1.
Performance matching will take place only on achievement
of a minimum performance, based on ROACE, as specified at
the beginning of the term by the Board of Management and
the Supervisory Board.

The amount paid out under performance matching is equal
to the target value at issuance if the E.ON share price is main-
tained at the end of the term and if the average ROACE per-
formance matches a target value specified by the Board of
Management and the Supervisory Board. If the average ROACE
during the four-year term exceeded the target value, the
number of virtual shares granted under performance matching
increases up to a maximum of twice the target value. If the
average ROACE falls short of the target value, the number of
virtual shares, and thus also the amount paid out, decreases.
In the event of a defined underperformance, there is no pay-
out under performance matching.

134 Notes

At the end of the term, the sum of the dividends paid to an
ordinary shareholder during the term is added to each virtual
share. The maximum amount to be paid out to a plan partici-
pant is limited to twice the sum of the equity deferral, the basis
matching and the target value under performance matching.

performance matching. The provision for the first tranche
of the E.ON Share Matching Plan as of the balance sheet
date is €8.8 million. The expense for the tranche amounted
to €9.1 million in the 2013 fiscal year.

60-day average prices are used to determine both the target
value at issuance and the final price in order to mitigate the
effects of incidental, short-lived price movements.

Employees

During 2013, E.ON employed an average of 65,416 persons
(2012: 74,811), not including an average of 1,563 apprentices
(2012: 2,126).

The plan contains adjustment mechanisms to eliminate the
effect of events such as interim corporate actions.

The breakdown by segment is shown in the table below:

The following are the base parameters of the tranche active
in 2013 under these plan terms:

E.ON Share Matching Virtual Shares

Date of issuance

Term

Target value at issuance

1st tranche

Apr. 1, 2013

4 years

€13.31

The 60-day average of the E.ON share price as of the balance
sheet date is used to measure the fair value of the virtual
shares. In addition, the change in ROACE is simulated for

Employees 1

Generation

Renewables

Global Commodities

Exploration & Production

Germany

Other EU Countries

Non-EU Countries

Group Management/Other 2

Total

2013

9,292

1,768

1,695

207

13,939

27,706

5,043

5,766

65,416

2012

10,287

1,809

3,045

192

20,956

29,649

5,029

3,844

74,811

1Figures do not include board members, managing directors, or apprentices.
2Includes E.ON IT Group and E.ON Business Services (EBS).

(12) Other Information

Fees and Services of the Independent Auditor

Transformation of E.ON AG into E.ON SE

On November 15, 2012, E.ON AG was transformed into a Euro-
pean Company (“SE”). In accordance with the customary dual
system used in Germany, the Board of Management and
the Supervisory Board will continue to manage and control the
Group. The Supervisory Board, which consists of an equal
number of shareholder and employee representatives, was
reduced to twelve members.

German Corporate Governance Code

On December 16, 2013, the Board of Management and the
Supervisory Board of E.ON SE made a declaration of compliance
pursuant to Section 161 of the German Stock Corporation Act
(“AktG”). The declaration has been made permanently and
publicly accessible to stockholders on the Company’s Web site
(www.eon.com).

During 2013 and 2012, the following fees for services provided
by the independent auditor of the Consolidated Financial State-
ments, Pricewaterhouse Coopers (“PwC”) Aktien gesellschaft,
Wirtschafts prüfungs gesellschaft, (domestic) and by companies
in the international PwC network were recorded as expenses:

Independent Auditor Fees

€ in millions

Financial statement audits

Domestic

Other attestation services

Domestic

Tax advisory services

Domestic

Other services
Domestic

Total

Domestic

2013

2012

24
16

20
16

1
–

2
–

47
32

27
19

25
20

1
1

54
41

135

The fees for financial statement audits concern the audit of
the Consolidated Financial Statements and the legally man-
dated financial statements of E.ON SE and its affiliates.

tax returns and the review of tax assessments, as well as advi-
sory on other tax-related issues, both in Germany and abroad.

Fees for other services consist primarily of technical support
in IT and other projects.

List of Shareholdings

The list of shareholdings pursuant to Section 313 (2) HGB is
an integral part of these Notes to the Financial Statements
and is presented on pages 194 through 207.

The effect of the initial application of IAS 19R in 2012 is a
reduction of earnings per share by €0.01. Compared with
an application in 2013 of the previously applicable version of
IAS 19, earnings per share are likewise reduced by €0.01.

The computation of diluted earnings per share is identical to
that of basic earnings per share because E.ON SE has issued
no potentially dilutive ordinary shares.

Fees for other attestation services concern in particular the
review of the interim IFRS financial statements. Further
included in this item are project-related reviews performed
in the context of the introduction of IT and internal control
systems, due- diligence services rendered in connection with
acquisitions and disposals, and other mandatory and volun-
tary audits.

Fees for tax advisory services primarily include advisory on a
case-by-case basis with regard to the tax treatment of M&A
transactions, ongoing consulting related to the preparation of

(13) Earnings per Share

The computation of basic and diluted earnings per share for
the periods indicated is shown below:

Earnings per Share

€ in millions

Income from continuing operations

Less: Non-controlling interests

Income from continuing operations
(attributable to shareholders of E.ON SE)

2013

2,503

-368

2012

2,576

-424

2,135

2,152

Income from discontinued operations, net

Net income attributable to shareholders
of E.ON SE

2,142

2,189

in €

Earnings per share (attributable to
shareholders of E.ON SE)

from continuing operations

from discontinued operations

from net income

1.12

0.00

1.12

1.13

0.02

1.15

Weighted-average number of shares out-
standing (in millions)

1,907

1,906

(14) Goodwill, Intangible Assets and
Property, Plant and Equipment

The changes in goodwill and intangible assets, and in property,
plant and equipment, are presented in the tables on the
following pages:

Additions

Disposals

Transfers

136 Notes

Goodwill, Intangible Assets and Property, Plant and Equipment

Acquisition and production costs

€ in millions

Goodwill

Marketing-related intangible assets

Customer-related intangible assets

Contract-based intangible assets

Technology-based intangible assets

Internally generated intangible assets

Intangible assets subject to amortization

Intangible assets not subject to amortization

Advance payments on intangible assets

Intangible assets

Real estate and leasehold rights

Buildings

Technical equipment, plant and machinery

Other equipment, fixtures, furniture and
office equipment

Advance payments and construction in progress

Property, plant and equipment

January 1,
2013

16,808

1,819

6,928

872

265

9,890

1,444

11,422

3,121

8,139

90,025

1,530

10,444

113,259

Exchange
rate
differences

-291

–

-39

-329

-14

-5

-387

-56

-2

-445

-60

-221

-1,537

-19

-331

-2,168

Changes in
scope of
consolida-
tion

-324

-3

-12

-20

-32

-9

-76

-21

-1

-98

-110

-349

-7,362

-222

-60

-8,103

–

183

2,339

131

2,653

2,048

125

2,731

4,964

–

-851

-51

-66

-121

-1,089

-1,829

–

-2,918

-10

-12

-630

-123

-167

-942

Changes in Goodwill and in Other Reversals and Impairment Charges by Segment
from January 1, 2013

€ in millions

Net carrying amount of good-
will as of January 1, 2013

Changes resulting from acqui-
sitions and disposals

Impairment charges

Other changes 1

Net carrying amount of good-
will as of December 31, 2013

Growth rate 2 (%)

Cost of capital 2 (%)

Other non-current assets 3

Impairment

Reversals

Genera-
tion

Renew-
ables

Global
Commodi-
ties

Explora-
tion &
Production

Germany

Other EU
Countries

Russia 4

4,264

2,056

1,308

1,857

967

1,451

1,537

–

-49

-177

–

-111

-2

–

-22

-63

–

-66

-27

-33

–

-170

4,215

1,925

1,195

1,835

838

1,422

1,367

1.5

6.7

-798

397

1.5-2.0

5.8-6.6

-149

–

1.5

5.7

-288

1.5

7.4

-221

–

-8

–

-44

3.5

13.9

-278

–

December
31,
2013

16,193

921

6,664

881

141

8,610

1,897

143

10,650

2,962

7,714

87,380

1,424

7,605

107,085

E.ON
Group

13,440

-209

-138

-296

12,797

–

-1,786

516

–

-73

111

4,836

133

-5,012

Group
Manage-
ment/
Consolida-
tion

–

1Other changes include restructuring, transfers and exchange rate differences, as well as reclassifications to assets held for sale.
2Presented here are growth rates and cost of capital for selected cash-generating units whose respective goodwill is material when compared with the carrying amount of all goodwill.
3Other non-current assets consist of intangible assets and of property, plant and equipment.
4Growth rate and cost of capital before taxes, in local currency.

137

January 1,
2013

Exchange
rate
differences

-3,368

-2

-1,507

-2,021

-655

-175

-4,360

-185

-8

-4,553

-420

-4,576

-52,822

-1,044

-224

-59,086

-1

–

114

–

125

556

649

Changes in
scope of
consolida-
tion

111

–

271

4,713

150

–

5,165

Accumulated depreciation

Net carrying
amounts

Additions

Disposals

Transfers

Impairment

Reversals

December 31,
2013

–

-37

-229

-94

-26

-386

–

-386

-8

-190

-2,852

-128

–

-3,178

–

851

121

1,073

–

1,074

–

458

105

607

–

-1

-2

-4

-5

-22

–

-27

-44

-104

-80

-138

–

-1

-54

–

-3

-58

-352

-3

-413

-8

-172

-1,164

-1

-28

-1,373

–

389

481

-3,396

-1

-614

-2,197

-652

-75

-3,539

-512

-11

-4,062

-386

-4,519

-50,766

-1,008

-136

-56,815

12,797

307

4,467

229

5,071

1,385

132

6,588

2,576

3,195

36,614

416

7,469

50,270

Changes in Goodwill and in Other Reversals and Impairment Charges by Segment
from January 1, 2013—Presentation of Other EU Countries

€ in millions

Net carrying amount of good-
will as of January 1, 2013

Changes resulting from acquisitions
and disposals

Impairment charges

Other changes 1

Net carrying amount of good-
will as of December 31, 2013

Other non-current assets 2

Impairment

Reversals

918

–

-19

899

-8

Sweden

Czechia

Hungary

Other regional
units

Other EU
Countries

140

-3

–

-5

132

-5

–

-1

–

-9

–

-27

–

340

-27

–

348

-4

1,451

-27

-33

1,422

-44

1Other changes include restructuring, transfers and exchange rate differences, as well as reclassifications to assets held for sale.
2Other non-current assets consist of intangible assets and of property, plant and equipment.

138 Notes

Goodwill, Intangible Assets and Property, Plant and Equipment

€ in millions

Goodwill

Marketing-related intangible assets

Customer-related intangible assets

Contract-based intangible assets

Technology-based intangible assets

Internally generated intangible assets

Intangible assets subject to amortization

Intangible assets not subject to amortization

Advance payments on intangible assets

Intangible assets

Real estate and leasehold rights

Buildings

Technical equipment, plant and machinery

Other equipment, fixtures, furniture and
office equipment

Advance payments and construction in progress

January 1,
2012

17,223

2,233

6,782

855

228

10,104

1,499

11,694

3,244

9,007

95,247

1,662

8,839

Acquisition and production costs

Exchange
rate
differences

Changes in
scope of
consolida-
tion

Additions

Disposals

Transfers

153

–

116

–

145

137

988

206

-568

–

-382

-69

-2

-411

-206

-19

-636

-176

-861

–

141

3,409

136

3,686

-10,405

2,959

-142

-150

109

3,807

6,963

December
31,
2012

16,808

1,819

6,928

872

265

9,890

1,444

11,422

3,121

8,139

90,025

1,530

10,444

113,259

–

-58

-133

-44

-1

-236

-3,246

-1

-3,483

-61

-175

-821

-110

-198

-1,365

–

116

176

-41

-119

-44

2,057

–

-2,060

-14

Property, plant and equipment

117,999

1,410

-11,734

Changes in Goodwill and in Other Reversals and Impairment Charges by Segment
from January 1, 2012

€ in millions

Net carrying amount of good-
will as of January 1, 2012

Changes resulting from acqui-
sitions and disposals

Impairment charges

Other changes 1

Net carrying amount of good-
will as of December 31, 2012

Growth rate 2 (%)

Cost of capital 2 (%)

Other non-current assets 3

Impairment

Reversals

Genera-
tion

Renew-
ables

Global
Commodi-
ties

Explora-
tion &
Production

Germany

Other EU
Countries

Russia 4

4,210

2,061

3,793

–

-1

–

-4

-410

-203

-1,872

–

1,857

1,043

1,492

1,484

–

-53

-23

–

-72

–

4,264

2,056

1,308

1,857

967

1,451

1,537

1.5

6.6

-591

286

1.5-2.5

5.8-7.0

-136

–

1.5

6.7

-124

1.5

6.3

-42

–

-142

–

-130

3.5

14.6

-42

–

Group
Manage-
ment/
Consolida-
tion

–

E.ON
Group

14,083

-411

-328

13,440

–

-40

–

-1,247

368

139

Accumulated depreciation

Net carrying
amounts

January 1,
2012

Exchange
rate
differences

Changes in
scope of
consolida-
tion

Additions

Disposals

Transfers

Impairment

Reversals

December 31,
2012

-3,140

-2

-1,695

-1,699

-651

-160

-4,207

-108

-7

-4,322

-361

-4,801

-55,803

-1,096

-69

-62,130

–

-24

-12

-6

-3

-45

-4

–

-49

-3

-58

-456

-7

-1

-525

–

249

-49

257

–

257

398

5,896

107

6,435

–

-94

-245

-88

-18

-445

–

-445

-11

-216

-2,754

-141

–

-3,122

–

122

–

218

–

230

156

703

103

1,057

–

-1

-15

-3

-14

-2

-151

-21

-162

-328

–

-123

–

-1

-124

-116

-3

-243

-86

-108

-564

-3

-243

-1,004

–

307

–

365

-3,368

-2

-1,507

-2,021

-655

-175

-4,360

-185

-8

-4,553

-420

-4,576

-52,822

-1,044

-224

-59,086

13,440

312

4,907

217

5,530

1,259

6,869

2,701

3,563

37,203

486

10,220

54,173

Changes in Goodwill and in Other Reversals and Impairment Charges by Segment
from January 1, 2012—Presentation of Other EU Countries

€ in millions

Net carrying amount of good-
will as of January 1, 2012

Changes resulting from acquisitions
and disposals

Impairment charges

Other changes 1

Net carrying amount of good-
will as of December 31, 2012

Other non-current assets 2

Impairment

Reversals

897

–

918

-25

–

Sweden

Czechia

Hungary

Other regional
units

Other EU
Countries

134

–

140

-3

–

-1

–

-72

-94

–

340

1,492

–

340

-8

–

-72

1,451

-130

140 Notes

Goodwill

At the beginning of 2013, the existing Optimization & Trading
segment was renamed Global Commodities. A small number
of individual companies were also transferred out of the Ger-
many regional unit into the Renewables global unit. The corre-
sponding comparative prior-year figures have been adjusted.
Moreover, the activities of E.ON Connecting Energies are being
reported among the other EU countries (see Note 33 for addi-
tional details).

The changes in goodwill within the segments, as well as the
allocation of impairments and their reversals to each report-
able segment, are presented in the tables on pages 136 and 137.

Impairments
IFRS 3 prohibits the amortization of goodwill. Instead, good-
will is tested for impairment at least annually at the level of
the cash-generating units. Goodwill must also be tested for
impairment at the level of individual cash-generating units
between these annual tests if events or changes in circum-
stances indicate that the recoverable amount of a par ticular
cash-generating unit might be impaired. Intangible assets
subject to amortization and property, plant and equipment
must generally be tested for impairment whenever there are
particular events or external circumstances indicating the
possibility of impairment.

To perform the impairment tests, the Company first determines
the fair values less costs to sell of its cash-generating units.
In the absence of binding sales transactions or market prices
for the respective cash-generating units, fair values are calcu-
lated based on discounted cash flow methods.

Valuations are based on the medium-term corporate planning
authorized by the Board of Management. The calculations
for impairment-testing purposes are generally based on the
three planning years of the medium-term plan plus two addi-
tional detailed planning years. In certain justified exceptional
cases, a longer detailed planning period of ten years is used
as the calculation basis, especially when that is required under
a regulatory framework or specific regulatory provisions. The
cash flow assumptions extending beyond the detailed planning
period are determined using segment-specific growth rates
that are based on historical analysis and prospective fore-
casting. The growth rates used in 2013 generally correspond
to the inflation rates in each of the countries where the
cash-generating units operate. In 2013, the inflation rate used
for the euro area was 1.5 percent (2012: 1.5 percent). For the
Renewables reporting segment, the growth rate is also adjusted
for segment- specific forecasts of changes by the respective
business units (for example, regu latory framework, reinvest-
ment cycles or growth prospects). The interest rates used
for discounting cash flows are calculated using market data
for each cash-generating unit, and as of December 31, 2013,
ranged between 4.9 and 8.6 percent after taxes (2012: 5.0 and
9.9 percent).

141

The principal assumptions underlying the determination by
management of recoverable amount are the respective fore-
casts for commodity market prices, future electricity and gas
prices in the wholesale and retail markets, E.ON’s investment
activity, changes in the regulatory framework, as well as for
rates of growth and the cost of capital. These assumptions are
based on market data, where publicly available.

Apart from the Netherlands regional unit, whose goodwill was
written down by €27 million, the goodwill impairment testing
performed in 2013 necessitated no additional recognition of
impairment charges. Impairments on goodwill were addition-
ally recognized in connection with initiated disposals in the
amount of €111 million (2012: €256 million) (see Note 4 for
additional details).

The above discussion applies accordingly to the testing for
impairment of intangible assets and of property, plant and
equipment, and of groups of these assets. In the Generation
segment, for example, the tests are based on the respective
remaining useful life and on other plant-specific valuation
parameters. If the goodwill of a cash-generating unit is com-
bined with assets or groups of assets for impairment testing,
the assets must be tested first.

The recoverable amount primarily used to test a business for
impairment is the fair value less costs to sell; at the Russia
focus region, however, the recoverable amount is based on the
value in use. The value in use for the Russia region is deter-
mined in local currency and according to the regulatory frame-
work over a detailed planning period of twelve years. The pre-
tax cost of capital of this cash-generating unit is 13.9 percent
(after-tax interest rate: 11.1 percent; 2012: 14.6 and 11.7 percent,
respectively).

The goodwill of all cash-generating units whose goodwill is
material in relation to the total carrying amount of all goodwill
shows a surplus of recoverable amounts over the respective
carrying amounts and, therefore, based on current assessment
of the economic situation, only a significant change in the
material valuation parameters would necessitate the recogni-
tion of goodwill impairment.

In the 2013 fiscal year, impairments were recognized on prop-
erty, plant and equipment in the amount of €1,373 million.
The most significant individual issue in terms of amount, at
€176 million, relates to a power plant in the focus region
Russia, which was written down to a recoverable amount of
€250 million in the third quarter of 2013 because of a changed
regulatory framework. The recoverable amount is the value in
use. The other impairment charges on property, plant and equip-
ment relate to a variety of specific issues and are primarily
attributable to conventional power plants at the Generation
global unit (€798 million), the focus region Russia (a further
€102 million), and the Renewables global unit (€94 million).

Impairments on intangible assets totaled €413 million. Of this
amount, €206 million is attributable to emission rights in the
Global Commodities segment, which were written down to fair
values less costs to sell of €242 million in line with the market
price on the reporting date. Additional impairment losses of
€144 million had to be recognized in the Exploration & Produc-
tion segment.

142 Notes

Because impairments were recognized on a number of items
of property, plant and equipment in previous years, and
particularly on generation assets, the assets involved will be
particularly sensitive in subsequent years to future changes
in the principal assumptions used to determine their recover-
able amounts.

Intangible Assets

In 2013, the Company recorded an amortization expense of
€386 million (2012: €445 million). Impairment charges on
intangible assets, including those already mentioned at the
affected units, amounted to €413 million in 2013 (2012:
€243 million).

Recoverable amounts were determined for virtually all gener-
ation assets as part of the impairment testing. In specific
cases this also led to reversals, totaling €397 million, which are
mainly attributable to power plants in Spain, Italy, the Nether-
lands and Germany, and resulted primarily from changes in
forecasts for electricity prices and fuel costs. Additional rever-
sals totaling €85 million are attributable to other segments.

Reversals of impairments on intangible assets totaled
€35 million in 2013 (2012: €3 million).

Intangible assets include emission rights from different
trading systems with a carrying amount of €626 million
(2012: €380 million).

The impairment tests performed in 2012 resulted in the recog-
nition of €1,004 million in impairment charges on property,
plant and equipment. This amount related primarily to conven-
tional power plants at the Generation global unit (€587 million),
to the Germany, Hungary and Russia regions (€268 million)
and to the Global Commodities global unit (€87 million). Intan-
gible assets were written down in the amount of €243 million;
the impairments were primarily attributable to the activities
of the global units Renewables (€117 million), Exploration &
Production (€38 million) and Global Commodities (€37 million).
The principal causes of the impairment losses in the 2012 fis-
cal year were the deteriorated overall market environment
and regulatory intervention, as well as the periodic updates
of the cost of capital and of long-term price assumptions.

In addition, there was an impairment of goodwill of €328 mil-
lion in total. The amount included €72 million attributable
to the “Other” regional units because the fair value less costs
to sell at the Hungary regional unit was no longer sufficient
to cover the corresponding carrying amount, and €256 million
recognized for impairments in connection with disposals
at the Global Commodities global unit and at the Germany
regional unit.

€42 million in research and development costs as defined by
IAS 38 were expensed in 2013 (2012: €56 million).

Based on the current amount of intangible assets subject
to amortization, the estimated amortization expense for each
of the five succeeding fiscal years is as follows:

Estimated Aggregated
Amortization Expense

€ in millions

2014

2015

2016

2017

2018

Total

343

330

291

261

232

1,457

As acquisitions and disposals occur in the future, actual
amounts may vary.

143

As of December 31, 2013, intangible assets from exploration
activity had carrying amounts of €352 million (2012: €440 mil-
lion). Impairment charges of €144 million (2012: €38 million)
were recognized on these intangible assets.

€1,004 million). A total of €481 million in reversals of impair-
ments on property, plant and equipment was recognized in
2013 (2012: €365 million).

In 2013 there were restrictions on disposals involving primarily
land and buildings, as well as technical equipment and
machinery, in the amount of €1,753 million (2012: €1,211 million).

Certain power plants, gas storage facilities and supply net-
works are utilized under finance leases and capitalized in the
E.ON Consolidated Financial Statements because the eco-
nomic ownership of the assets leased is attributable to E.ON.

The property, plant and equipment thus capitalized had the
following carrying amounts as of December 31, 2013:

Property, Plant and Equipment

Borrowing costs in the amount of €200 million were capitalized
in 2013 (2012: €308 million) as part of the historical cost of
property, plant and equipment.

In 2013, the Company recorded depreciation of property,
plant and equipment in the amount of €3,178 million (2012:
€3,122 million). Impairment charges, including those relating
to the issues already mentioned, were recognized on property,
plant and equipment in the amount of €1,373 million (2012:

E.ON as Lessee—Carrying Amounts of Capitalized Lease Assets

€ in millions

Land

Buildings

Technical equipment, plant and machinery

Other equipment, fixtures, furniture and office equipment

Net carrying amount of capitalized lease assets

Some of the leases contain price-adjustment clauses, as well
as extension and purchase options. The corresponding pay-
ment obligations under finance leases are due as shown below:

E.ON as Lessee—Payment Obligations under Finance Leases

€ in millions

Due within 1 year

Due in 1 to 5 years

Due in more than 5 years

Total

Minimum lease payments

Covered interest share

Present values

2013

136

535

2,227

2,898

2012

126

383

1,734

2,243

2013

340

1,241

1,667

2012

250

980

1,294

2013

195

986

1,231

December 31

2013

–

1,119

103

1,226

2012

860

962

2012

133

754

949

144 Notes

The present value of the minimum lease obligations is
reported under liabilities from leases.

E.ON as Lessor—Operating Leases

€ in millions

2013

2012

Regarding future obligations under operating leases where
economic ownership is not transferred to E.ON as the lessee,
see Note 27.

E.ON also functions in the capacity of lessor. Contingent lease
payments received totaled €58 million (2012: €25 million).
Future lease installments receivable under operating leases
are due as shown in the table at right:

Nominal value of outstanding lease
installments

Due within 1 year

Due in 1 to 5 years

Due in more than 5 years

Total

161

209

414

316

382

722

See Note 17 for information on receivables from finance leases.

(15) Companies Accounted for under the Equity
Method and Other Financial Assets

The following table shows the structure of the companies
accounted for under the equity method and the other financial
assets as of the dates indicated:

Companies Accounted for under the Equity Method and Other Financial Assets

€ in millions

E.ON Group

Associates 1

Joint ventures

E.ON Group

Associates 1

Joint ventures

December 31, 2013

December 31, 2012

Companies accounted for under the equity
method

Equity investments

Non-current securities

Total

5,624

1,966

4,444

12,034

2,880

246

–

3,126

2,744

–

2,756

4,067

1,612

4,746

10,425

3,352

248

–

3,600

715

–

723

1The associates presented as equity investments are associated companies accounted for at cost on materiality grounds.

Companies accounted for under the equity method consist
solely of associates and joint ventures.

The amount shown for non-current securities relates primarily
to fixed-income securities.

145

€666 million (2012: €593 million) in non-current securities is
restricted for the fulfillment of legal insurance obligations
of VKE (see Note 31).

Shares in Companies Accounted for under the
Equity Method

The financial information below summarizes the most impor-
tant income statement and balance sheet data for the com-
panies that are accounted for under the equity method.

In 2013, impairment charges on companies accounted for
under the equity method amounted to €468 million (2012:
€662 million). This amount includes €342 million relating to an
equity investment in the Other Non-EU Countries segment,
which was written down to a recoverable amount of €472 mil-
lion corresponding to its value in use. The main reasons for
this impairment are project delays and technical aspects. In
2012, an impairment of €519 million was charged to a foreign
equity investment in the Global Commodities segment; the
main causes were the deteriorated market environment and
the initiated disposal process for the company. The fair value
less costs to sell of the equity investment as of December 31,
2012, was €1,242 million.

Impairments on other financial assets amounted to €84 million
(2012: €71 million). The carrying amount of other financial
assets with impairment losses was €312 million as of the end
of the fiscal year (2012: €250 million).

Earnings Data for Companies Accounted for under the Equity Method

€ in millions

Sales

Net income/loss

2013

2012

Total

15,171

766

Associates

Joint ventures

12,238

1,035

2,933

-269

Total

13,426

766

Associates

Joint ventures

13,035

746

391

Balance Sheet Data for Companies Accounted for under the Equity Method

€ in millions

Non-current assets

Current assets

Provisions

Liabilities

Equity

December 31, 2013

December 31, 2012

Total

33,975

9,498

6,145

24,994

12,334

Associates

Joint ventures

22,475

7,846

5,543

16,403

8,375

11,500

1,652

602

8,591

3,959

Total

25,817

7,496

5,888

15,697

11,728

Associates

Joint ventures

23,832

7,044

5,733

14,421

10,722

1,985

452

155

1,276

1,006

146 Notes

Investment income generated from companies accounted for
under the equity method amounted to €659 million in 2013
(2012: €510 million).

Investments in associated companies totaling €716 million
(2012: €847 million) were restricted because they were pledged
as collateral for financing as of the balance sheet date.

The carrying amounts of companies accounted for under the
equity method whose shares are marketable totaled €778 mil-
lion in 2013 (2012: €691 million). The fair value of E.ON’s share
in these companies was €545 million (2012: €555 million).

(16) Inventories

The following table provides a breakdown of inventories as
of the dates indicated:

Inventories

€ in millions

Raw materials and supplies

Goods purchased for resale

Work in progress and finished products

Total

December 31

2013

2,133

1,848

165

4,146

2012

2,156

2,389

189

4,734

(17) Receivables and Other Assets

The following table lists receivables and other assets by
remaining time to maturity as of the dates indicated:

Receivables and Other Assets

€ in millions

Receivables from finance leases

Other financial receivables and financial assets

Financial receivables and other financial assets

Trade receivables

Receivables from derivative financial instruments

Other operating assets

Trade receivables and other operating assets

Total

Raw materials, goods purchased for resale and finished
products are generally valued at average cost.

Write-downs totaled €82 million in 2013 (2012: €70 million).
Reversals of write-downs amounted to €11 million in 2013
(2012: €9 million).

No inventories have been pledged as collateral.

December 31, 2013

December 31, 2012

Current

Non-current

Current

Non-current

1,514

1,609

14,246

3,996

2,659

20,901

22,510

630

2,920

3,550

–

1,485

531

2,016

5,566

1,994

2,058

16,104

4,489

3,761

24,354

26,412

817

2,875

3,692

–

1,944

456

2,400

6,092

147

The individual impaired receivables are due from a large
number of retail customers from whom it is unlikely that full
repayment will ever be received. Receivables are monitored
within the various units.

Valuation allowances for trade receivables have changed as
shown in the following table:

Valuation Allowances for Trade Receivables

€ in millions

Balance as of January 1

Change in scope of consolidation

Write-downs

Reversals of write-downs

Disposals

Other 1

Balance as of December 31

2013

-881

-411

119

-1,065

2012

-860

-362

120

130

-881

1“Other” includes also currency translation adjustments.

In 2013, there were unguaranteed residual values of €18 million
(2012: €18 million) due to E.ON as lessor under finance leases.
Some of the leases contain price-adjustment clauses, as well
as extension and purchase options. As of December 31, 2013,
other financial assets include receivables from owners of
non-controlling interests in jointly owned power plants of
€135 million (2012: €73 million) and margin account deposits
for futures trading of €445 million (2012: €1,213 million). In
addition, based on the provisions of IFRIC 5, other financial
assets include a claim for a refund from the Swedish Nuclear
Waste Fund in the amount of €1,768 million (2012: €1,743 mil-
lion) in connection with the decommissioning of nuclear power
plants and nuclear waste disposal. Since this asset is desig-
nated for a particular purpose, E.ON’s access to it is restricted.

The aging schedule of trade receivables is presented in the
table below:

Aging Schedule of Trade Receivables

€ in millions

Not impaired and not past-due

Not impaired and past-due by

up to 60 days
61 to 90 days
91 to 180 days
181 to 360 days
more than 360 days

Net value of impaired receivables

2013

11,949

1,362
934
44
96
86
202

935

2012

14,570

1,211
1,004
58
61
41
47

323

Total trade receivables

14,246

16,104

148 Notes

Receivables from finance leases are primarily the result of
certain electricity delivery contracts that must be treated as
leases according to IFRIC 4. The nominal and present values of
the outstanding lease payments have the following due dates:

E.ON as Lessor—Finance Leases

€ in millions

Due within 1 year

Due in 1 to 5 years

Due in more than 5 years

Total

Gross investment in
finance lease
arrangements

2013

161

379

713

1,253

2012

133

532

855

1,520

Unrealized interest
income

Present value of minimum
lease payments

2013

202

264

528

2012

247

314

639

2013

177

449

725

2012

285

541

881

The present value of the outstanding lease payments is
reported under receivables from finance leases.

(18) Liquid Funds

The following table provides a breakdown of liquid funds by
original maturity as of the dates indicated:

Liquid Funds

€ in millions

Securities and fixed-term deposits

Current securities with an
original maturity greater than 3 months
Fixed-term deposits with an
original maturity greater than 3 months

Restricted cash and cash equivalents

Cash and cash equivalents

Total

December 31

2013

2,648

2012

3,281

2,316

2,437

332

639

4,027

7,314

844

449

2,816

6,546

In 2013, there was €3 million in restricted cash (2012: €7 million)
with a maturity greater than three months.

Current securities with an original maturity greater than three
months include €81 million (2012: €77 million) in secu rities held
by VKE that are restricted for the fulfillment of legal insurance
obligations (see Note 31).

Cash and cash equivalents include €3,487 million (2012:
€2,759 million) in checks, cash on hand and balances in
Bundesbank accounts and at other financial institutions with
an original maturity of less than three months, to the extent
that they are not restricted.

149

(19) Capital Stock

Authorized Capital

The capital stock is subdivided into 2,001,000,000 registered
shares with no par value (“no-par-value shares”) and amounts
to €2,001,000,000 (2012: €2,001,000,000). The capital stock of
the Company was provided by way of conversion of E.ON AG
into a European Company (“SE”).

Pursuant to a resolution by the Annual Shareholders Meeting
of May 3, 2012, the Company is authorized to purchase own
shares until May 2, 2017. The shares purchased, combined with
other treasury shares in the possession of the Company, or
attributable to the Company pursuant to Sections 71a et seq.
AktG, may at no time exceed 10 percent of its capital stock.
The Board of Management was authorized at the aforemen-
tioned Annual Shareholders Meeting to cancel any shares thus
acquired without requiring a separate shareholder resolution
for the cancellation or its implementation. The total number of
outstanding shares as of December 31, 2013, was 1,907,808,363
(December 31, 2012: 1,906,750,395). As of December 31, 2013,
E.ON SE and one of its subsidiaries held a total of 93,191,637
treasury shares (December 31, 2012: 94,249,605) having a book
value of €3,484 million (equivalent to 4.66 percent or €93,191,637
of the capital stock). 1,057,296 treasury shares were used for the
employee stock purchase program and distributed to employees
in 2013 (2012: 1,279,079 treasury shares used). See also Note 11
for information on the distribution of shares under the employee
stock purchase program. A further 672 treasury shares (2012:
1,181 shares) were also distributed.

The Company has further been authorized by the Annual Share-
holders Meeting to buy shares using put or call options, or a
combination of both. When derivatives in the form of put or
call options, or a combination of both, are used to acquire
shares, the option transactions must be conducted at market
terms with a financial institution or on the market. No shares
were acquired in 2013 using this purchase model.

By shareholder resolution adopted at the Annual Shareholders
Meeting of May 3, 2012, the Board of Management was autho-
rized, subject to the Supervisory Board’s approval, to increase
until May 2, 2017, the Company’s capital stock by a total of up
to €460 million through one or more issuances of new regis-
tered no-par-value shares against contributions in cash and/or
in kind (with the option to restrict shareholders’ subscription
rights); such increase shall not, however, exceed the amount
and number of shares in which the authorized capital pursu-
ant to Section 3 of the Articles of Association of E.ON AG still
exists at the point in time when the conversion of E.ON AG
into a European company (“SE”) becomes effective pursuant to
the conversion plan dated March 6, 2012 (authorized capital
pursuant to Sections 202 et seq. AktG). Subject to the Super-
visory Board’s approval, the Board of Management is autho-
rized to exclude shareholders’ subscription rights. The autho-
rized capital has not been used.

Conditional Capital

150 Notes

Voting Rights

The following notices pursuant to Section 21 (1) of the German
Securities Trading Act (“WpHG”) concerning changes in voting
rights have been received:

Information on Stockholders of E.ON SE

Stockholder

BlackRock Inc. New York, U.S. 1

Date of notice

Oct. 26, 2012

Threshold
exceeded

Gained voting
rights on

Allocation

Percentages

Absolute

Voting rights

5% March 21, 2011

indirect

5.02

100,378,878

15.02 percent (100,378,878 votes) are attributable to this company pursuant to Section 22 (1), sentence 1, no. 6, WpHG.

(20) Additional Paid-in Capital

Additional paid-in capital declined by €7 million during 2013,
to €13,733 million (2012: €13,740 million). The change is due
entirely to the loss realized on the sale of shares distributed
to eligible employees of the E.ON Group under the employee
stock purchase program.

(21) Retained Earnings

The following table breaks down the E.ON Group’s retained
earnings as of the dates indicated:

v Retained Earnings

€ in millions

Legal reserves

Other retained earnings

Total

December 31

2013

23,008

23,053

2012 1

22,824

22,869

1Because of the initial application of IAS 19R, the comparative prior-year figures
have been adjusted (see also Note 2).

Under German securities law, E.ON SE shareholders may
receive distributions from the balance sheet profit of E. ON SE
reported as available for distribution in accordance with the
German Commercial Code.

As of December 31, 2013, these German-GAAP retained earn-
ings totaled €5,776 million (2012: €5,115 million). Of this
amount, legal reserves of €45 million (2012: €45 million) are
restricted pursuant to Section 150 (3) and (4) AktG.

Accordingly, the amount of retained earnings available for
distribution in principle is €5,731 million (2012: €5,070 million).

A proposal to distribute a cash dividend for 2013 of €0.60 per
share will be submitted to the Annual Shareholders Meeting.
A cash dividend of €1.10 per share was paid for 2012. Based
on E.ON SE’s 2013 year-end closing share price, the dividend
yield is 4.5 percent. Based on a €0.60 dividend, the total profit
distribution is €1,145 million.

151

The decrease in non-controlling interests in 2013 resulted
primarily from disposals in the Germany regional unit (E.ON
Westfalen Weser, E.ON Energy from Waste, E.ON Thüringer
Energie and E.ON Mitte) and from changes in exchange rates
in the Russia region.

The table below illustrates the share of OCI that is attributable
to non-controlling interests.

(22) Changes in Other Comprehensive Income

The table below illustrates the share of OCI attributable to
companies accounted for under the equity method:

Share of OCI Attributable to Companies
Accounted for under the Equity Method

€ in millions

Balance as of December 31 (before taxes)

Taxes

Balance as of December 31 (after taxes)

2013

-672

-671

2012

312

–

312

(23) Non-Controlling Interests

Non-controlling interests by segment as of the dates indicated
are shown in the following table.

Non-Controlling Interests

€ in millions

Generation

Renewables

Global Commodities

Exploration & Production

Germany

Other EU Countries

Russia

Group Management/Consolidation

Total

December 31

2013

313

195

–

2012

323

191

1,180

1,877

496

541

189

561

678

220

2,915

3,862

Share of OCI Attributable to Non-Controlling Interests

€ in millions

Balance as of January 1, 2012

Changes

Balance as of December 31, 2012

Changes

Balance as of December 31, 2013

Cash flow hedges

Available-for-sale
securities

Currency translation
adjustments

Remeasurement of
defined benefit plans

-2

-12

-247

-178

-116

-294

-11

-118

-129

-52

152 Notes

(24) Provisions for Pensions and Similar
Obligations

The retirement benefit obligations toward the active and
former employees of the E.ON Group, which amounted to
€15.2 billion, were covered by plan assets having a fair value
of €11.8 billion as of December 31, 2013. This corresponds to
a funded status of 77 percent.

In addition to the reported plan assets, Versorgungskasse
Energie (“VKE”), which is included in the Consolidated Finan-
cial Statements, administers another fund holding assets of

Provisions for Pensions and Similar Obligations

€ in millions

Present value of all defined benefit obligations

Germany

United Kingdom

Other countries

Total

Fair value of plan assets

Germany

United Kingdom

Other countries

Total

Net defined benefit liability/(asset)

Germany

United Kingdom

Other countries

Total

Presented as operating receivables
Presented as provisions for pensions and similar obligations

€0.8 billion (2012: €0.7 billion) that do not constitute plan
assets under IAS 19 but which are mostly intended for the
coverage of retirement benefit obligations at E.ON Group
companies in Germany (see Note 31).

The present value of the defined benefit obligation, the fair
value of plan assets and the net defined benefit liability
(funded status) are presented in the following table for the
dates indicated:

December 31

January 1

2013

2012

9,574

4,926

679

15,179

6,789

4,596

376

11,192

4,903

729

16,824

6,769

4,702

410

9,455

4,570

628

14,653

6,526

4,467

366

11,761

11,881

11,359

2,785

330

303

3,418
–
3,418

4,423

201

319

4,943
-2
4,945

2,929

103

262

3,294
-6
3,300

Description of the Benefit Plans

In addition to their entitlements under government retirement
systems and the income from private retirement planning,
most active and former E.ON Group employees are also covered
by occupational benefit plans. Both defined benefit plans and
defined contribution plans are in place at E.ON. Benefits under
defined benefit plans are generally paid upon reaching retire-
ment age, or in the event of disability or death.

E.ON regularly reviews the pension plans in place within the
Group for financial risks. Typical risk factors for defined benefit
plans are longevity and changes in nominal interest rates,
as well as inflation and rising wages and salaries. In order to
avoid exposure to future risks from occupational benefit plans,
newly designed pension plans were introduced at the major
German and foreign E.ON Group companies beginning in

153

1998. Virtually all employees hired at E.ON Group companies
after 1998 are now covered by benefit plans for which the
risk factors can be better calculated and controlled as pre-
sented below.

The existing entitlements under defined benefit plans as of
the balance sheet date cover about 56,000 retirees and their
beneficiaries, about 14,000 former employees with vested
entitlements and about 47,000 active employees. The corre-
sponding present value of the defined benefit obligations is
attributable to retirees and their beneficiaries in the amount
of €9.1 billion, to former employees with vested entitlements
in the amount of €1.6 billion and to active employees in the
amount of €4.5 billion.

The features and risks of defined benefit plans are regularly
shaped by the general legal, tax and regulatory conditions
prevailing in the respective country. The configurations of the
major defined benefit plans within the E.ON Group are
described in the following discussion.

Germany
Active employees at the German Group companies are pre-
dominantly covered by cash balance plans. In addition, some
final-pay arrangements, and a small number of fixed-amount
arrangements, still exist under individual contracts.

The majority of the reported benefit obligation toward active
employees is centered on the “BAS Plan,” a pension unit system
launched in 2001, and on a “provision for the future” (“Zukunfts-
sicherung”) plan, a variant of the BAS Plan that emerged
from the harmonization in 2004 of numerous benefit plans
granted in the past. In the Zukunftssicherung benefit plan,
vested final-pay entitlements are considered in addition to
the defined contribution pension units when determining
the benefit.

The plans described in the preceding paragraph generally
provide for ongoing pension benefits that generally are
payable upon reaching the age threshold, or in the event of
disability or death. These plans are closed to new hires.

The only benefit plan open to new hires is the E.ON IQ contri-
bution plan (the “IQ Plan”). This plan is a “units of capital”
system that provides for the alternative payout options of a
prorated single payment and payments of installments in
addition to the payment of a regular pension.

The benefit expense for all the cash balance plans mentioned
above is dependent on compensation and is determined at
different percentage rates based on the ratio between compen-
sation and the contribution limit in the statutory retirement
pension system in Germany. Employees can additionally choose
to defer compensation. The cash balance plans contain dif-
ferent interest rate assumptions for the pension units. Whereas
fixed interest rate assumptions apply for both the BAS Plan
and the Zukunftssicherung plan, the units of capital for the
open IQ Plan earn interest at the average yield of long-term
government bonds of the Federal Republic of Germany
observed in the fiscal year. Future pension increases at a rate
of 1 percent are guaranteed for a large number of active
employees. For the remaining eligible individuals, pensions
are adjusted mostly in line with the rate of inflation, usually
in a three-year cycle.

To fund the pension plans for the German Group companies,
plan assets were established in the form of a Contractual
Trust Arrangement (“CTA”). The major part of these plan assets
is administered by E.ON Pension Trust e.V. as trustee in accor-
dance with specified investment principles. Additional domes-
tic plan assets are managed by smaller German pension funds.
The long-term investments and liquid funds administered by
VKE do not constitute plan assets under IAS 19, but are almost
exclusively intended for the coverage of benefit obligations
at German E.ON Group companies.

Only at the pension funds and at VKE do regulatory provisions
exist in relation to capital investment or funding requirements.

154 Notes

United Kingdom
In the United Kingdom, there are various pension plans for
the Group. Until 2005 and 2008, respectively, employees were
covered by defined benefit plans, which for the most part
were final-pay plans and make up the majority of the pension
obligations currently reported. These plans were closed to
employees hired after these dates. Since then, new hires are
offered a defined contribution plan. Aside from the payment
of contributions, this plan entails no additional actuarial risks
for the employer.

Benefit payments to the beneficiaries of the currently existing
defined benefit pension plans are adjusted for inflation as
measured by the U.K. Retail Price Index (“RPI”).

Plan assets in the United Kingdom are administered in a pen-
sion trust. The trustees are selected by the members of the plan
or appointed by the entity. In that capacity, the trustees are
particularly responsible for the investment of the plan assets.

The Pensions Regulator in the United Kingdom requires that
a so-called “technical valuation” of the plan’s funding condi-
tions be performed every three years. The actuarial assumptions
underlying the valuation are agreed upon by the trustees
and E.ON UK plc. They include presumed life expectancy, wage
and salary growth rates, investment returns, inflationary

assumptions and interest rate levels. The most recent technical
valuation took place as of March 31, 2010, and resulted in a
technical funding deficit of £446 million. The agreed deficit
repair plan provides for annual payments of £34 million to
the pension trust. A revaluation of the technical funded status
was performed as of March 31, 2013; it is not yet complete as
of the balance sheet date.

Other Countries
The remaining pension obligations are spread across various
international activities of the E.ON Group. Noteworthy among
them are the pension plans relating to the Group’s Spanish
activities, which consist largely of final-pay plans and of plans
that have the characteristics of a total pension commitment.
In addition, post-employment health care benefits are provided
to a limited extent. The assets covering E.ON’s Spanish pen-
sion plans are made up almost entirely of qualifying insurance
policies, which constitute plan assets under IAS 19. The majority
of the obligations is subject to a funding requirement in the
context of such insurance solutions.

Benefit plans additionally exist in Belgium, France, Russia,
Sweden and the United States, but those are of minor signifi-
cance from a Group perspective.

155

Description of the Benefit Obligation

The following table shows the changes in the present value
of the defined benefit obligations for the periods indicated:

Changes in the Defined Benefit Obligation

€ in millions

Defined benefit obligation
as of January 1

Employer service cost

Past service cost

Gains and losses on settlements

Interest cost on the present value of the
defined benefit obligations

Employee contributions

Pensions paid

Settlements paid

Remeasurements

Actuarial gains (-)/losses (+) arising from
changes in demographic assumptions
Actuarial gains (-)/losses (+) arising
from changes in financial assumptions
Actuarial gains (-)/losses (+) arising
from experience adjustments

Changes in scope of consolidation

Exchange rate differences

Other

Defined benefit obligation
as of December 31

2013

2012

Total

Germany

United
Kingdom

Other
countries

Total

Germany

United
Kingdom

Other
countries

16,824

11,192

4,903

276

–

589

-753

–

-665

-721

-1,059

-107

-7

204

–

362

–

-463

–

-702

–

-784

-1,059

–

-4

–

204

-252

–

-42

–

-101

-3

729

–

-38

–

-50

-27

-24

–

-6

–

14,653

9,455

4,570

247

127

-1

672

-756

-1

167

111

–

432

–

-497

–

2,242

1,993

–

2,197

2,012

-244

108

-224

-19

-244

–

-225

–

213

-227

–

157

–

101

–

106

–

628

-4

-1

–

-32

-1

–

15,179

9,574

4,926

679

16,824

11,192

4,903

729

The benefit obligations in the other countries relate mostly
to the benefit plans at E.ON Group companies in Spain (2013:
€457 million; 2012: €494 million) and France (2013: €97 million;
2012: €96 million).

pension increase rate used by the Group companies in the
United Kingdom as the basis for measuring the benefit obli-
gation as of December 31, 2013.

The share of the total benefit obligation attributable to post-
employment health care benefits was €17 million (2012:
€19 million).

The net actuarial gains generated in 2013 are largely attribut-
able to a general increase in the discount rates used within
the E.ON Group. This increase was partly offset by the higher

The “Other” line item for 2012 consists primarily of balance sheet
reclassifications of defined benefit obligations to “Liabilities
associated with assets held for sale.”

156 Notes

The actuarial assumptions used to measure the defined benefit
obligations and to compute the net periodic pension cost at
E.ON’s German and U.K. subsidiaries as of the respective bal-
ance sheet date are as follows:

Actuarial Assumptions

Percentages

Discount rate

Germany

United Kingdom

Wage and salary growth rate

Germany

United Kingdom

Pension increase rate

Germany1

United Kingdom

December 31

2013

2012

2011

3.90

4.60

2.50

3.40

2.00

3.10

3.40

4.40

2.50

3.40

2.00

2.70

4.75

4.60

2.50

3.40

2.00

2.80

1The pension increase rate for Germany applies to eligible individuals not subject
to a one-percent pension increase rate.

corresponding to the average period to maturity of the respec-
tive obligation. To ensure data quality in the light of the exten-
sive rating downgrades of benchmark-status high-quality
corporate bonds brought about by the financial market crisis,
high-quality corporate bonds with lower outstanding volumes
continue to be considered at year-end 2013 as they had been
on December 31, 2012.

To measure the E.ON Group’s occupational pension obligations
for accounting purposes, the Company has employed the
current versions of the biometric tables recognized in each
respective country for the calculation of pension obligations:

Actuarial Assumptions (Mortality Tables)

Germany

United
Kingdom

2005 G versions of the Klaus Heubeck biometric
tables (2005)

CMI “00” and “S1” series base mortality tables
(2009 and 2008), taking into account future
changes in mortality

The cost increase rate used as the basis for measuring the
change in the obligation for post-employment health care
benefits at the E. ON Group companies in Spain is 4.00 percent
as of December 31, 2013 (2012: 4.00 percent; 2011: 4.00 percent).

As of December 31, 2013, changes in the actuarial assumptions
described previously would lead to changes to the present
value of the defined benefit obligations as shown below:

The discount rate assumptions used by E.ON basically reflect
the currency-specific rates available at the end of the respective
fiscal year for high-quality corporate bonds with a duration

Sensitivities

€ in millions

Change in the discount rate by

Change

Change in the wage and salary growth rate by

Change

Change in the pension increase rate by

Change

Change in mortality by

Change

Change in the present value of
the defined benefit obligations

+0.50%
-1,044

+0.25%
72

+0.25%
270

+10.00%
-370

-0.50%
1,163

-0.25%
-70

-0.25%
-259

-10.00%
409

157

A 10-percent decrease in mortality would result in a higher
life expectancy of beneficiaries, depending on the age of each
individual beneficiary. As of December 31, 2013, the life
expectancy of a 63-year-old male E.ON retiree would increase
by approximately one year if mortality were to decrease by
10 percent.

The sensitivities indicated are computed based on the same
methods and assumptions used to determine the present
value of the defined benefit obligations. If one of the actuar-
ial assumptions is changed for the purpose of computing the
sensitivity of results to changes in that assumption, all other
actuarial assumptions are included in the computation
unchanged.

When considering sensitivities, it must be noted that the
change in the present value of the defined benefit obligation
resulting from changing multiple actuarial assumptions
simultaneously is not necessarily equivalent to the cumulative
effect of the individual sensitivities.

Description of Plan Assets and the
Investment Policy

The defined benefit plans are funded by plan assets held in
specially created pension vehicles that legally are distinct
from the Company. The fair value of these plan assets changed
as follows:

Changes in the Fair Value of Plan Assets

€ in millions

Fair value of plan assets
as of January 1

Interest income on plan assets

Employee contributions

Employer contributions

Pensions paid

Settlements paid

Remeasurements

Return on plan assets recognized in
equity, not including amounts contained
in the interest income on plan assets

Changes in scope of consolidation

Exchange rate differences

Other

Fair value of plan assets
as of December 31

2013

2012

Total

Germany

United
Kingdom

Other
countries

Total

Germany

United
Kingdom

Other
countries

11,881

6,769

4,702

440

1,083

-724

–

-161

-655

-101

-3

230

–

921

-447

–

-29

-655

–

198

157

-252

–

-108

–

-99

-3

410

–

-25

–

-24

–

-2

–

11,359

535

261

-726

-1

373

–

105

-26

6,526

305

–

-477

–

417

–

-26

4,467

215

222

-227

–

-80

–

104

–

366

–

-22

-1

–

11,761

6,789

4,596

376

11,881

6,769

4,702

410

The plan assets in the other countries principally relate to
E.ON Group companies in Spain (2013: €332 million; 2012:
€366 million).

The “Other” line item for 2012 consists primarily of balance
sheet reclassifications of plan assets to “Liabilities associated
with assets held for sale.”

The actual return on plan assets was a gain of €279 million
in 2013 (2012: €908 million).

A small portion of the plan assets consists of financial instru-
ments of E.ON (2013: €0.4 billion; 2012: €0.6 billion). Because of
the contractual structure, however, these instruments do not
constitute an E.ON-specific risk to the CTA in Germany. The
plan assets further include virtually no owner-occupied real
estate and no equity or debt instruments issued by E.ON Group
companies. Each of the individual plan asset components
has been allocated to an asset class based on its substance.
The plan assets thus classified break down as shown in the
following table:

158 Notes

Classification of Plan Assets

Percentages

Plan assets listed in an active market

Equity securities (stocks)

Debt securities 1

Government bonds
Corporate bonds

Other investment funds

Total listed plan assets

Plan assets not listed in an active
market

Equity securities not traded on an
exchange

Debt securities

Real estate

Qualifying insurance policies

Cash and cash equivalents

Other

Total unlisted plan assets

Total

December 31, 2013

December 31, 2012

Total

Germany

United
Kingdom

Other
countries

Total

Germany

United
Kingdom

Other
countries

51
32
14

100

49
21
18

–

58
50
8

–

3
–
3

–

100

54
33
15

100

51
25
16

–

100

62
48
14

–

100

–

5
1
4

–

100

1In Germany, 10 percent of plan assets are invested in other debt securities, in particular mortgage bonds (“Pfandbriefe”), in addition to government and corporate bonds.

The fundamental investment objective for the plan assets is
to provide full coverage of benefit obligations at all times for
the payments due under the corresponding benefit plans. This
investment policy stems from the corresponding governance
guidelines of the Group. A deterioration of the net defined
benefit liability or the funded status following an unfavorable
development in plan assets or in the present value of the
defined benefit obligation is identified in these guidelines as
a risk that is controlled as part of a risk-budgeting concept.
E.ON therefore regularly reviews the development of the funded
status in order to monitor this risk.

To implement the investment objective, the E.ON Group primar-
ily pursues an investment approach that takes into account
the structure of the benefit obligations. This long-term invest-
ment strategy seeks to manage the funded status, with the
result that any changes in the defined benefit obli gation,
especially those caused by fluctuating inflation and interest
rates are, to a certain degree, offset by simultaneous corre-
sponding changes in the fair value of plan assets. The invest-
ment strategy may also involve the use of derivatives (for
example, interest rate swaps and inflation swaps, as well as

currency hedging instruments) to facilitate the control of
specific risk factors of pension liabilities. In the table above,
derivatives have been allocated, based on their substance,
to the respective asset classes in which they are used. In order
to improve the funded status of the E.ON Group as a whole, a
portion of the plan assets will also be invested in a diversified
portfolio of asset classes that are expected to provide for
long-term returns in excess of those of fixed-income invest-
ments and thus in excess of the discount rate.

The determination of the target portfolio structure for the
individual plan assets is based on regular asset-liability studies.
In these studies, the target portfolio structure is reviewed in
a comprehensive approach against the backdrop of existing
investment principles, the current funded status, the condition
of the capital markets and the structure of the bene fit obli-
gations, and is adjusted as necessary. The parameters used in
the studies are additionally reviewed regularly, at least once
each year. Asset managers are tasked with implementing the
target portfolio structure. They are monitored for target
achievement on a regular basis.

159

Description of the Pension Cost

The net periodic pension cost for defined benefit plans included
in the provisions for pensions and similar obligations as well
as in operating receivables is shown in the table below:

Net Periodic Pension Cost

€ in millions

Employer service cost

Past service cost

Gains and losses on settlements

Net interest on the net
defined benefit liability/asset

Total

2013

2012

Total

Germany

United
Kingdom

Other
countries

Total

Germany

United
Kingdom

Other
countries

276

–

149

505

204

–

132

380

–

247

127

-1

137

510

167

111

–

127

405

–

-2

-4

-1

The past service cost for 2013 and 2012 consists mostly of
the restructuring expenses incurred in the context of the
E. ON 2.0 program.

Pension payments to cover defined benefit obligations totaled
€753 million in 2013 (2012: €756 million); of this amount,
€29 million (2012: €30 million) was not paid out of plan assets.

The net periodic pension cost reported for the defined benefit
plans includes an amount of €0.8 million (2012: €0.8 million)
for post-employment health care benefits.

Prospective pension payments under the defined benefit plans
existing as of December 31, 2013, for the next ten years are
shown in the following table:

In addition to the total net periodic pension cost for defined
benefit plans, an amount of €73 million in fixed contributions
to external insurers or similar institutions was paid in 2013
(2012: €69 million) for pure defined contribution plans.

Contributions to state plans totaled €0.3 billion (2012:
€0.4 billion).

Description of Contributions and Benefit Payments

In 2013, E.ON made employer contributions to plan assets
totaling €1,083 million (2012: €261 million) to fund existing
defined benefit obligations.

For 2014, it is expected that overall employer contributions
to plan assets will amount to a total of €874 million and
primarily involve the funding of new and existing benefit
obligations, with an amount of €107 million attributable to
foreign companies.

Prospective Pension Payments

€ in millions

Total Germany

United
Kingdom

Other
countries

2014

2015

2016

2017

2018

2019–2023

Total

748

764

775

795

811

4,320

8,213

447

456

464

476

488

2,652

4,983

259

265

269

275

283

1,496

2,847

172

383

The weighted-average duration of the defined benefit obliga-
tions measured within the E.ON Group was 19.2 years as of
December 31, 2013 (2012: 19.0 years).

160 Notes

Description of the Net Defined Benefit Liability

The recognized net liability from the E.ON Group’s defined
benefit plans results from the difference between the present
value of the defined benefit obligations and the fair value of
plan assets:

Changes in the Net Defined Benefit Liability

2013

2012

€ in millions

Net liability as of January 1

Net periodic pension cost

Employer contributions to plan assets

Pensions paid

Changes from remeasurements

Changes in scope of consolidation

Exchange rate differences

Other

Total

4,943

505

-1,083

-29

-504

-404

-6

-4

Germany

4,423

380

-921

-16

-673

-404

–

-4

Net liability as of December 31

3,418

2,785

United
Kingdom

Other
countries

201

-157

–

195

–

-2

–

330

319

-5

-13

-26

–

-4

–

303

Total

3,294

510

-261

-30

1,869

-244

-198

4,943

Germany

2,929

405

-24

-20

1,576

-244

–

-199

4,423

United
Kingdom

Other
countries

103

-222

–

237

–

262

-15

-10

–

201

319

(25) Miscellaneous Provisions

The following table lists the miscellaneous provisions as of
the dates indicated:

Miscellaneous Provisions

€ in millions

Non-contractual nuclear waste management obligations

Contractual nuclear waste management obligations

Personnel obligations

Other asset retirement obligations

Supplier-related obligations

Customer-related obligations

Environmental remediation and similar obligations

Other

Total

December 31, 2013

December 31, 2012

Current

Non-current

Current

Non-current

108

511

296

155

201

334

2,680

4,372

9,603

6,682

1,225

1,733

377

185

784

2,881

23,470

146

415

792

107

270

539

101

1,679

4,049

9,673

5,880

1,460

2,003

591

244

836

2,969

23,656

161

The changes in the miscellaneous provisions are shown in
the table below:

Changes in Miscellaneous Provisions

Exchange
rate
differ-
ences

Jan. 1,
2013

Changes
in
scope of
consoli-
dation

9,819

6,295

2,252

2,110

861

783

937

4,648

27,705

-38

-35

-4

-46

-4

-9

-2

-9

-147

–

-165

-166

-11

-2

-55

-374

€ in millions

Non-contractual nuclear
waste management
obligations

Contractual nuclear waste
management obligations

Personnel obligations

Other asset retirement
obligations

Supplier-related obligations

Customer-related
obligations

Environmental remediation
and similar obligations

Other

Total

Accretion

Additions

Utiliza-
tion

Reclassifi-
cations

Reversals

467

295

858

336

131

145

2,180

2,939

-50

-346

-320

-44

-253

-146

-67

-866

-2,092

–

-425

–

-20

-17

–

-450

–

-155

-2

-130

-274

-50

-373

-984

Changes
in
estimates

Dec. 31,
2013

-501

9,711

927

–

-39

–

7,193

1,521

1,888

578

519

871

5,561

387

27,842

The accretion expense resulting from the changes in provisions
is shown in the financial results (see Note 9).

fuel rods and low-level nuclear waste and to the retirement and
decommissioning of nuclear power plant components that are
determined on the basis of external studies and cost estimates.

As of December 31, 2013, the interest rates applied for the
nuclear power segment, calculated on a country-specific basis,
were 4.8 percent (2012: 5.0 percent) in Germany and 3.0 per-
cent (2012: 3.0 percent) in Sweden. The other provision items
relate almost entirely to issues in countries of the euro area,
as well as in the U.K. and Sweden. The interest rates used with
regard to these issues ranged from 0.4 percent to 4.0 percent,
depending on maturity (2012: 0.02 percent to 3.1 percent).

Provisions for Non-Contractual Nuclear Waste
Management Obligations

Of the total of €9.7 billion in provisions based on German and
Swedish nuclear power legislation, €8.5 billion is attributable
to the operations in Germany and €1.2 billion is attributable
to the Swedish operations. The provisions comprise all those
nuclear obligations relating to the disposal of spent nuclear

The provisions are classified primarily as non-current provisions
and measured at their settlement amounts, discounted to
the balance sheet date.

The asset retirement obligations recognized for non-contrac-
tual nuclear obligations include the anticipated costs of post-
and service operation of the facility, dismantling costs, and
the cost of removal and disposal of the nuclear components
of the nuclear power plant.

Additionally included in the disposal of spent nuclear fuel rods
are costs for transports to the final storage facility and the
cost of proper conditioning prior to final storage, including
the necessary containers.

162 Notes

The decommissioning costs and the cost of disposal of spent
nuclear fuel rods and low-level nuclear waste also include in
each case the actual final storage costs. Final storage costs
consist particularly of investment and operating costs for the
planned final storage facilities Gorleben and Konrad based
on Germany’s ordinance on advance payments for the estab-
lishment of facilities for the safe custody and final storage of
radioactive wastes in the country (“Endlager voraus leistungs-
verordnung”) and on data from the German Federal Office for
Radiation Protection (“Bundes amt für Strahlen schutz”); addi-
tional costs arise from the German legislation governing the
selection of a repository site for high-level radioactive waste
that took effect in the third quarter of 2013 (“Stand ort auswahl-
gesetz” or “StandAG”). Advance payments remitted to the
Bundes amt für Strahlen schutz in the amount of €996 million
(2012: €946 million) have been deducted from the provisions.
These payments are made each year based on the amount
spent by the Bundes amt für Strahlen schutz on the construc-
tion of the final storage facilities Gorleben and Konrad.

The cost estimates used to determine the provision amounts
are all based on studies performed by external specialists and

are updated annually. The amendments to the German Nuclear
Energy Act of August 6, 2011, were taken into account in the
measurement of the provisions in Germany.

Changes in estimates reduced provisions in 2013 by €501 mil-
lion (2012: provisions increased by €170 million) at the German
operations. The reduction in this item is primarily attributable
to more precise estimates and to later payout dates of key
components of this item under the StandAG. There were no
reclassifications to provisions for contractual waste manage-
ment obligations. Provisions were utilized in the amount of
€50 million (2012: €62 million), of which €19 million (2012:
€23 million) relates to nuclear power plants that are being
dismantled or are in shutdown mode, on the basis of issues
for which retirement and decommissioning costs had been
capitalized. As in 2012, there were no changes in estimates
affecting provisions at the Swedish operations in 2013, and
no provisions were utilized.

The following table lists the provisions by technical specifica-
tion as of the dates indicated:

Provisions for Non-Contractual Nuclear Waste Management Obligations

€ in millions

Decommissioning

Disposal of nuclear fuel rods and operational waste

Advance payments

Total

December 31, 2013

December 31, 2012

Germany

Sweden

Germany

Sweden

7,148

2,383

996

8,535

420

756

–

1,176

6,865

2,721

946

8,640

420

759

–

1,179

Provisions for Contractual Nuclear Waste Manage-
ment Obligations

Of the total of €7.2 billion in provisions based on German and
Swedish nuclear power legislation, €6.1 billion is attributable
to the operations in Germany and €1.1 billion is attributable
to the Swedish operations. The provisions comprise all those
contractual nuclear obligations relating to the disposal of
spent nuclear fuel rods and low-level nuclear waste and to the
retirement and decommissioning of nuclear power plant
components that are measured at amounts firmly specified
in legally binding civil agreements.

The provisions are classified primarily as non-current provisions
and measured at their settlement amounts, discounted to the
balance sheet date.

Advance payments made to other waste management com-
panies in the amount of €138 million (2012: €68 million) have
been deducted from the provisions attributed to Germany.
The advance payments relate to the delivery of interim storage
containers.

Concerning the disposal of spent nuclear fuel rods, the obli-
gations recognized in the provisions comprise the contractual
costs of finalizing reprocessing and the associated return
of waste with subsequent interim storage at Gorleben and
Ahaus, as well as costs incurred for interim on-site storage,
including the necessary interim storage containers, arising
from the “direct permanent storage” path. The provisions also
include the contractual costs of decommissioning and the
conditioning of low-level radioactive waste.

163

Changes in estimates increased provisions in 2013 by €732 mil-
lion (2012: 303 million) at the German operations. The change
in this item is primarily attributable to more precise estimates
as a consequence of the StandAG, especially in the area of
interim storage. As in 2012, there were no reclassifications to
provisions for non-contractual waste management obliga-
tions. Provisions were utilized in the amount of €269 million
(2012: €369 million), of which €75 million (2012: €261 million)
relates to nuclear power plants that are being dismantled or
are in shutdown mode, on the basis of issues for which retire-
ment and decommissioning costs had been capitalized. The

Swedish operations recorded an increase in pro visions of
€195 million resulting from changes in estimates; the corre-
sponding effects on provisions in 2012 had been minor.
Provisions were utilized in the amount of €77 million (2012:
€74 million), of which €31 million (2012: €27 million) is attrib-
utable to the Barsebäck nuclear power plant, which is in
post-operation. Retirement and decommissioning costs had
already been capitalized for the underlying issues.

The following table lists the provisions by technical specifica-
tion as of the dates indicated:

Provisions for Contractual Nuclear Waste Management Obligations

€ in millions

Decommissioning

Disposal of nuclear fuel rods and operational waste

Advance payments

Total

December 31, 2013

December 31, 2012

Germany

Sweden

Germany

Sweden

3,160

3,050

138

6,072

393

728

–

1,121

3,104

2,260

5,296

348

651

–

999

Personnel Obligations

Customer-Related Obligations

Provisions for personnel costs primarily cover provisions for
early retirement benefits, performance-based compensation
components, in-kind obligations and other deferred personnel
costs. Since 2011, this item also includes provisions for restruc-
turing in the context of the E.ON 2.0 program. These relate
primarily to obligations under early-retirement arrangements
and severance packages.

Provisions for Other Asset Retirement Obligations

The provisions for other asset retirement obligations consist
of obligations for conventional and renewable-energy power
plants, including the conventional plant components in the
nuclear power segment, that are based on legally binding civil
agreements and public regulations. Also reported here are
provisions for environmental improvements at gas storage
facilities and for the dismantling of installed infrastructure.

Supplier-Related Obligations

Provisions for supplier-related obligations consist of provisions
for potential losses on open purchase contracts, among others.

Provisions for customer-related obligations consist primarily
of potential losses on rebates and on open sales contracts.

Environmental Remediation and Similar Obligations

Provisions for environmental remediation refer primarily to
redevelopment and water protection measures and to the
rehabilitation of contaminated sites. Also included here are
provisions for other environmental improvement measures
and for land reclamation obligations at mining sites.

Other

The other miscellaneous provisions consist primarily of provi-
sions from the electricity and gas business. Further included
here are provisions for potential obligations arising from tax-
related interest expenses and from taxes other than income
taxes.

164 Notes

(26) Liabilities

The following table provides a breakdown of liabilities:

Liabilities

€ in millions

Financial liabilities

Trade payables

Capital expenditure grants

Construction grants from energy consumers

Liabilities from derivatives

Advance payments

Other operating liabilities

Trade payables and other operating liabilities

December 31, 2013

Current

Non-current

5,023

2,972

219

4,168

296

14,173

21,866

18,237

–

427

2,116

1,396

290

1,491

5,720

Total

23,260

2,972

465

2,335

5,564

586

15,664

27,586

December 31, 2012

Current

Non-current

4,007

5,459

454

390

5,567

306

13,759

25,935

21,937

–

2,239

1,739

354

1,275

5,655

Total

25,944

5,459

502

2,629

7,306

660

15,034

31,590

Total

26,889

23,957

50,846

29,942

27,592

57,534

€35 Billion Debt Issuance Program
E.ON SE and EIF have in place a Debt Issuance Program
enabling the issuance from time to time of debt instruments
through public and private placements to investors. The total
amount available under the program is €35 billion. The program
was extended in April 2013 for another year as planned.

Financial Liabilities

The following is a description of the E.ON Group’s significant
credit arrangements and debt issuance programs. Included
under “Bonds” are the bonds currently outstanding, including
those issued under the Debt Issuance Program.

Group Management
Covenants
The financing activities of E.ON SE and E.ON International
Finance B.V. (“EIF”), Rotterdam, The Netherlands, involve the
use of covenants consisting primarily of change-of-control
clauses, negative pledges, pari-passu clauses and cross-default
clauses, each referring to a restricted set of significant cir-
cumstances. Financial covenants (that is, covenants linked to
financial ratios) are not employed.

165

At year-end 2013, the following EIF bonds were outstanding:

Major Bond Issues of E.ON International Finance B.V. 1

Volume in the
respective currency

GBP 250 million 2

EUR 1,426 million 3

CHF 525 million 4

EUR 786 million 5

CHF 225 million

EUR 1,250 million

EUR 1,500 million

EUR 900 million

EUR 2,375 million 6

USD 2,000 million 7

GBP 850 million 8

EUR 1,400 million 9

GBP 975 million 10

GBP 900 million

USD 1,000 million 7

GBP 700 million

Initial term

Repayment

5 years

6 years

7 years

15 years

10 years

12 years

30 years

Jan 2014

Feb 2014

June 2014

Dec 2014

Sep 2015

Jan 2016

May 2017

Oct 2017

Apr 2018

Oct 2019

May 2020

June 2032

Oct 2037

Apr 2038

Jan 2039

Coupon

5.125%

4.875%

3.375%

5.250%

3.250%

5.250%

5.500%

6.375%

5.500%

5.800%

6.000%

5.750%

6.375%

5.875%

6.650%

6.750%

1Listing: All bonds are listed in Luxembourg with the exception of the CHF-denominated bonds, which are listed on the SWX Swiss Exchange, and the two Rule 144A/Regulation S
USD bonds, which are unlisted.
2After early redemption, the volume of this issue was lowered from originally GBP 350 million to approx. GBP 250 million.
3After early redemption, the volume of this issue was lowered from originally EUR 1,750 million to approx. EUR 1,426 million.
4The volume of this issue was raised from originally CHF 400 million to CHF 525 million.
5After early redemption, the volume of this issue was lowered from originally EUR 1,000 million to approx. EUR 786 million.
6The volume of this issue was raised in two steps from originally EUR 1,750 million to EUR 2,375 million.
7Rule 144A/Regulation S bond.
8The volume of this issue was raised from originally GBP 600 million to GBP 850 million.
9The volume of this issue was raised from originally EUR 1,000 million to EUR 1,400 million.
10The volume of this issue was raised from originally GBP 850 million to GBP 975 million.

Additionally outstanding as of December 31, 2013, were private
placements with a total volume of approximately €1.2 billion
(2012: €1.5 billion), as well as promissory notes with a total
volume of approximately €0.7 billion (2012: €0.8 billion).

€10 Billion and $10 Billion Commercial Paper Programs
The euro commercial paper program in the amount of €10 bil-
lion allows E.ON SE and EIF (under the unconditional guaran-
tee of E.ON SE) to issue from time to time commercial paper
with maturities of up to two years less one day to investors.

The U.S. commercial paper program in the amount of $10 billion
allows E.ON SE to issue from time to time commercial paper
with matur ities of up to 366 days and extendible notes with
original maturities of up to 397 days (and a subsequent exten-
sion option for the investor) to investors. As of December 31,
2013, €180 million (2012: €180 million) was outstanding under
the euro commercial paper program. No commercial paper
was outstanding under the U.S. commercial paper program,
as in the previous year.

166 Notes

€5 Billion Syndicated Revolving Credit Facility
Effective November 6, 2013, E.ON has arranged a syndicated
revolving credit facility of €5 billion over a term of five years,
with two renewal options for one year each. The facility has not
been drawn on; rather, it serves as the Group’s long-term liquid-
ity reserve, one purpose of which is to function as a backup
facility for the commercial paper programs.

Bonds Issued by E.ON SE and E.ON International Finance B.V.

The bonds issued by E.ON SE and EIF have the maturities pre-
sented in the table below. Liabilities denominated in foreign
currency include the effects of economic hedges, and the
amounts shown here may therefore vary from the amounts
presented on the balance sheet.

€ in millions

December 31, 2013

December 31, 2012

Total

18,463

20,724

Due
in 2013

–

2,097

Due
in 2014

3,166

3,173

Due
in 2015

1,250

Due
in 2016

1,650

Due
in 2017

3,275

Due
between
2018 and
2024

4,678

4,762

Due
after 2024

4,444

4,517

Financial Liabilities by Segment
The following table breaks down the financial liabilities by
segment:

Financial Liabilities by Segment as of December 31

€ in millions

Bonds

Commercial paper

Bank loans/Liabilities to banks

Liabilities from finance leases

Other financial liabilities

Financial liabilities

Generation

Renewables

Global Commodities

2013

2012

2013

2012

2013

2012

–

1,110

1,237

–

1,040

1,181

–

630

710

–

536

577

–

902

943

–

734

803

Among other things, financial liabilities to financial institu-
tions include collateral received, measured at a fair value of
€196 million (2012: €373 million). This collateral relates to
amounts pledged by banks to limit the utilization of credit lines
in connection with the fair value measurement of derivative
trans actions. The other financial liabilities include promissory
notes in the amount of €691 million (2012: €838 million) and
financial guarantees totaling €30 million (2012: €33 million).
Additionally included in this line item are margin deposits
received in connection with forward transactions on futures
exchanges in the amount of €7 million (2012: €9 million), as
well as collateral received in connection with goods and ser-
vices in the amount of €22 million (2012: €22 million). E.ON
can use this collateral without restriction.

Trade Payables and Other Operating Liabilities

Trade payables totaled €2,972 million as of December 31, 2013
(2012: €5,459 million).

Capital expenditure grants of €465 million (2012: €502 million)
were paid primarily by customers for capital expenditures
made on their behalf, while the E.ON Group retains owner-
ship of the assets. The grants are non-refundable and are
recognized in other operating income over the period of the
depreciable lives of the related assets.

167

Exploration & Production

Germany

Other EU Countries

2013

2012

2013

2012

2013

2012

–

188

343

–

175

116

383

–

194

330

117

–

165

158

441

Group Management/
Consolidation

E.ON Group

2013

17,993

180

206

1,220

19,697

2012

20,517

180

373

1,409

22,557

2013

18,049

180

655

1,231

3,145

23,260

2012

20,634

180

851

949

3,330

25,944

Construction grants of €2,335 million (2012: €2,629 million)
were paid by customers for the cost of new gas and electricity
connections in accordance with the generally binding terms
governing such new connections. These grants are customary
in the industry, generally non-refundable and recognized
as revenue according to the useful lives of the related assets.

Other operating liabilities consist primarily of accruals in the
amount of €11,624 million (2012: €10,612 million) and interest
payable in the amount of €772 million (2012: €858 million).
Also included in other operating liabilities are carryforwards

of counterparty obligations to acquire additional shares in
already consolidated subsidiaries, in the amount of €458 million
(2012: €421 million), as well as non-controlling interests in
fully consolidated partnerships with legal structures that give
their shareholders a statutory right of withdrawal combined
with a compensation claim, in the amount of €442 million
(2012: €338 million).

Of the trade payables and other operating liabilities reported,
exploration activities accounted for €8 million (2012: €8 million).

168 Notes

(27) Contingencies and Other Financial Obligations

As part of its business activities, E.ON is subject to contingen-
cies and other financial obligations involving a variety of
underlying matters. These primarily include guarantees, obli-
gations from litigation and claims (as discussed in more
detail in Note 28), short- and long-term contractual, legal and
other obligations and commitments.

Contingencies

The fair value of the E.ON Group’s contingent liabilities arising
from existing contingencies was €52 million as of Decem-
ber 31, 2013 (2012: €120 million). E.ON currently does not have
reimbursement rights relating to the contingent liabilities
disclosed.

E.ON has issued direct and indirect guarantees to third parties,
which require E.ON to make contingent payments based on
the occurrence of certain events or changes in an underlying
instrument that is related to an asset, a liability or an equity
instrument of the guaranteed party, on behalf of external
entities. These consist primarily of financial guarantees and
warranties.

In addition, E.ON has also entered into indemnification agree-
ments. Along with other guarantees, these indemnification
agreements are incorporated in agreements entered into by
Group companies concerning the disposal of shareholdings
and, above all, cover the customary representations and war-
ranties, as well as environmental damage and tax contingen-
cies. In some cases, obligations are covered in the first instance
by provisions of the disposed companies before E.ON itself is
required to make any payments. Guarantees issued by compa-
nies that were later sold by E.ON SE (or VEBA AG and VIAG AG
before their merger) are usually included in the respective
final sales contracts in the form of indemnities.

Moreover, E.ON has commitments under which it assumes
joint and several liability arising from its interests in civil-law
companies (“GbR”), non-corporate commercial partnerships
and consortia in which it participates.

The guarantees of E.ON also include items related to the oper-
ation of nuclear power plants. With the entry into force of
the German Nuclear Energy Act (“Atomgesetz” or “AtG”), as
amended, and of the ordinance regulating the provision for
coverage under the Atomgesetz (“Atomrecht liche Deckungs-
vorsorge-Verordnung” or “AtDeckV”) of April 27, 2002, as
amended, German nuclear power plant operators are required
to provide nuclear accident liability coverage of up to €2.5 bil-
lion per incident.

The coverage requirement is satisfied in part by a standardized
insurance facility in the amount of €255.6 million. The insti-
tution Nuklear Haftpflicht Gesellschaft bürgerlichen Rechts
(“Nuklear Haftpflicht GbR”) now only covers costs between
€0.5 million and €15 million for claims related to officially
ordered evacuation measures. Group companies have agreed
to place their subsidiaries operating nuclear power plants
in a position to maintain a level of liquidity that will enable
them at all times to meet their obligations as members of
the Nuklear Haftpflicht GbR, in proportion to their sharehold-
ings in nuclear power plants.

To provide liability coverage for the additional €2,244.4 million
per incident required by the above-mentioned amendments,
E.ON Energie AG (“E.ON Energie”) and the other parent compa-
nies of German nuclear power plant operators reached a
Solidarity Agreement (“Solidarvereinbarung”) on July 11, July 27,
August 21, and August 28, 2001, extended by agreement dated
March 25, April 18, April 28, and June 1, 2011. If an accident
occurs, the Solidarity Agreement calls for the nuclear power
plant operator liable for the damages to receive—after the
operator’s own resources and those of its parent companies
are exhausted—financing sufficient for the operator to meet
its financial obligations. Under the Solidarity Agreement,
E. ON Energie’s share of the liability coverage on December 31,
2013, remained unchanged from 2012 at 42.0 percent plus
an additional 5.0 percent charge for the administrative costs
of processing damage claims. Sufficient liquidity has been
provided for within the liquidity plan.

In accordance with Swedish law, the companies of the Swedish
generation unit and their parent company have issued guar-
antees to governmental authorities. The guarantees were issued
to cover possible additional costs related to the disposal of
high-level radioactive waste and to the decommissioning of
nuclear power plants. These costs could arise if actual costs

169

exceed accumulated funds. In addition, the companies of the
Swedish generation unit and their parent company are also
responsible for any costs related to the disposal of low-level
radioactive waste.

In Sweden, owners of nuclear facilities are liable for damages
resulting from accidents occurring in those nuclear facilities
and for accidents involving any radioactive substances con-
nected to the operation of those facilities. The liability per
incident as of December 31, 2013, was limited to SEK 3,007 mil-
lion, or €339 million (2012: SEK 3,004 million, or €350 million).
This amount must be insured according to the Law Concerning
Nuclear Liability. The necessary insurance for the affected
nuclear power plants has been purchased. On July 1, 2010, the
Swedish Parliament passed a law that requires the operator
of a nuclear power plant in operation to have liability insurance
or other financial security in an amount equivalent to €1.2 bil-
lion per facility. As of December 31, 2013, the conditions enabling
this law to take effect were not yet in place.

The Generation global unit operates nuclear power plants
only in Germany and Sweden. Accordingly, there are no addi-
tional contingencies comparable to those mentioned above.

Other Financial Obligations

In addition to provisions and liabilities carried on the balance
sheet and to reported contingent liabilities, there also are
other mostly long-term financial obligations arising mainly
from contracts entered into with third parties, or on the basis
of legal requirements.

As of December 31, 2013, purchase commitments for invest-
ments in intangible assets and in property, plant and equip-
ment amounted to €2.5 billion (2012: €5.6 billion). Of these
commitments, €1.5 billion are due within one year. This total
mainly includes financial obligations for as yet outstanding
investments in connection with new power plant construction
pro jects and the expansion and modernization of existing
generation assets, as well as with gas infrastructure projects,

particularly at the Generation, Renewables, Global Commodi-
ties, Germany, Russia and Sweden units. On December 31, 2013,
the obligations for new power plant construction reported
under these purchase commitments totaled €1.3 billion. They
also include the obligations relating to the construction of
wind power plants.

Additional financial obligations arose from rental and tenancy
agreements and from operating leases. The corresponding
minimum lease payments are due as broken down in the
table below:

E.ON as Lessee—Operating Leases

€ in millions

Due within 1 year

Due in 1 to 5 years

Due in more than 5 years

Total

Minimum lease payments

2013

209

481

579

1,269

2012

227

605

879

1,711

The expenses reported in the income statement for such con-
tracts amounted to €254 million (2012: €243 million). They
include contingent rents that were expensed when they arose
in 2013.

Additional long-term contractual obligations in place at the
E.ON Group as of December 31, 2013, relate primarily to the
purchase of fossil fuels such as natural gas, lignite and hard
coal. Financial obligations under these purchase contracts
amounted to approximately €257.8 billion on December 31, 2013
(€13.4 billion due within one year).

Gas is usually procured on the basis of long-term purchase
contracts with large international producers of natural gas.
Such contracts are generally of a “take-or-pay” nature. The
prices paid for natural gas are tied to the prices of competing
energy sources or market reference prices, as dictated by
market conditions. The conditions of these long-term contracts
are reviewed at certain specific intervals (usually every three
years) as part of contract negotiations and may thus change

170 Notes

accordingly. In the absence of an agreement on a pricing
review, a neutral board of arbitration makes a final binding
decision. Financial obligations arising from these contracts are
calculated based on the same principles that govern internal
budgeting. Furthermore, the take-or-pay conditions in the indi-
vidual contracts are also considered in the calculations. The
decrease compared with December 31, 2012, in contractual
obligations for the purchase of fossil fuels, and gas procure-
ment in particular, is primarily attributable to the results of
price renegotiations and to a reduction in minimum purchase
requirements under long-term gas purchase contracts.

As of December 31, 2013, €4.8 billion in contractual obligations
(€2.4 billion due within one year) are in place for the purchase
of electricity; these relate in part to purchases from jointly
operated power plants in the Generation and Renewables units.
The purchase price of electricity from jointly operated power
plants is generally based on the supplier’s production cost plus
a profit margin that is generally calculated on the basis of
an agreed return on capital.

(28) Litigation and Claims

A number of different court actions (including product liability
claims, price adjustments and allegations of price fixing),
governmental investi gations and proceedings, and other claims
are currently pending or may be instituted or asserted in
the future against companies of the E.ON Group. This in partic-
ular includes legal actions and proceedings on contract
amendments and price adjustments initiated in response to
market upheavals and the changed economic situation in
the gas and electricity sectors (also as a consequence of the
energy transition) concerning price increases, alleged price-
fixing agreements and anticompetitive practices.

The entire sector is involved in a multitude of court proceed-
ings throughout Germany in the matter of price-adjustment
clauses in the retail electricity and gas supply business with
high-volume customers. These proceedings include actions
for the restitution of amounts collected through price increases

Other purchase commitments as of December 31, 2013,
amounted to approximately €4.3 billion (€0.5 billion due within
one year). In addition to purchase commitments primarily
for heat and alternative fuels, there are long-term contractual
obligations in place at the Generation unit for the purchase
of nuclear fuel elements and of services relating to the interim
and final storage of nuclear fuel elements.

Aside from the preceding, further financial obligations in place
as of December 31, 2013, totaled approximately €4.0 billion
(€1.5 billion due within one year). Among others, they include
financial obligations from services to be procured, obligations
concerning the acquisition of real estate funds held as financial
assets, as well as corporate actions.

imposed using price-adjustment clauses determined to be
invalid. The legal issues involved have largely been addressed
at the highest judicial level in Germany, in several different
judgments rendered by the Federal Court of Justice (“Bundes-
gerichtshof”) in 2012. Three references by the Federal Court
of Justice to the European Court of Justice to establish the
compatibility with European directives of certain provisions
of German law for ordinary electricity customers, and of the
Federal Court of Justice’s case law regarding price-adjustment
clauses for high-volume customers, have given rise to legal
uncertainty. The legal situation regarding high-volume cus-
tomers has been clarified by a final judgment of the Federal
Court of Justice. Rulings on the other two references to the
European Court of Justice are expected to be delivered in

171

federal government then rescinded the extensions in the thir-
teenth amended version of the Nuclear Energy Act, and added
further restrictive provisions. However, E.ON contends that
the nuclear phaseout as currently legislated is irreconcilable
with constitutionally-protected property rights and the free-
dom to choose an occupation and operate a business. Such an
intervention would, in E.ON’s view, be unconstitutional unless
compensation is granted for the rights thus taken, and for the
corresponding stranded assets. Accordingly, in mid-November
2011, E.ON filed a constitutional complaint against the thir-
teenth amendment of the Nuclear Energy Act with the Federal
Constitutional Court of Germany in Karls ruhe. The nuclear-fuel
tax remains at its original level after the reversal of the oper-
ating-life extensions. E.ON believes that this tax contravenes
Germany’s constitution and European law and is therefore
pursuing administrative proceedings and taking legal action
against it.

Because litigation and claims are subject to numerous uncertain-
ties, their outcome cannot be ascertained; however, in the opin-
ion of management, any potential obligations arising from these
matters will not have a material adverse effect on the financial
condition, results of operations or cash flows of the Company.

2014. The outcome of these preliminary-ruling proceedings, as
well as the legislative and regulatory responses in Germany
and those of the German courts, remain to be seen. Although
no companies of the E.ON Group are involved in these partic-
ular preliminary-ruling proceedings, claims for the restitution
of amounts collected through price increases could still be
asserted against Group companies if it is found that European
law has been violated. Furthermore, the number of court pro-
ceedings with major customers on contract amendments and
price adjustments in long-term electricity and gas supply con-
tracts in response to the altered situation brought about by
market upheavals is rising. In some of these cases, customers
are challenging the validity not only of the price-adjustment
clauses, but of the contracts in their entirety..

Competition in the gas market and rising trading volumes at
virtual trading points and on gas exchanges could result in
considerable risks for gas quantities purchased under long-
term take-or-pay contracts. In addition, given the extensive
upheavals in the German wholesale markets for natural gas
in the past years, substantial price risks have arisen between
purchase and sales volumes. Long-term gas-procurement
contracts generally include the option for producers and
importers to adjust the terms in line with constantly changing
market conditions. On this basis, E. ON Global Commodities
continuously conducts intensive negotiations with producers.
The possibility of further legal disputes cannot be excluded.

In September 2011, the European Commission conducted addi-
tional inspections at several gas utilities in Central and Eastern
Europe, some of which are E. ON Group companies. The Com-
mission is investigating potential anticompetitive practices by
Gazprom, possibly acting in concert with other companies. The
Commission makes note that such inspections do not indicate
the existence of definitive proof of anticompetitive behavior.
In September 2012, the European Commission initiated formal
antitrust proceedings against Gazprom on the basis of Article
102 of the Treaty on the Functioning of the European Union
(abuse of a dominant market position).

The reactor accident at Fukushima caused the political parties
in Germany’s coalition government to reverse their nuclear-
energy policy. Having initially extended the operating lives of
the country’s nuclear power plants in the fall of 2010 as pro-
vided for in the coalition agreement at the time, the German

172 Notes

(29) Supplemental Disclosures of Cash Flow
Information

Supplemental Disclosures of
Cash Flow Information

€ in millions

2013

2012

Non-cash investing and financing
activities

Exchanges in corporate transactions

–

Funding of external fund assets for
pension obligations through transfer of
fixed-term deposits and securities

975

147

The total consideration received by E.ON in 2013 on the dis-
posal of consolidated equity interests and activities generated
cash inflows of €3,599 million (2012: €3,005 million). Cash
and cash equivalents divested in connection with the dispos-
als amounted to €612 million (2012: €364 million). The sale
of these activities led to reductions of €7,165 million (2012:
€3,625 million) in assets and €3,112 million (2012: €1,159 million)
in provisions and liabilities.

The purchase prices paid for subsidiaries totaled €50 million
in 2013 (2012: €0 million). The acquisitions included cash and
cash equivalents in the amount of €6 million (2012: €0 million).

At €6,375 million, the E.ON Group’s operating cash flow was
down €2,433 million from the prior-year figure of €8,808 million.
The high prior-year figure resulted in particular from positive
one-time effects due to the settlement reached with Gazprom
and the one-time payment in the third quarter of 2012 that

had been agreed in that context and from the partial reim-
bursement of the fine imposed on E.ON by the European
Commission for an alleged market-sharing agreement with
GdF Suez. There additionally were negative effects in 2013
attributable to higher tax payments and to a buildup of work-
ing capital at the Global Commodities unit through a reduction
of liabilities caused by a decline in gas procurement under
long-term contracts.

Spending on intangible assets, on property, plant and equip-
ment and on equity investments was approximately 16 percent
higher in 2013 than in the previous year. This increase resulted
primarily from the investments in the new activities in Turkey
and Brazil. The amount of cash received from the disposal of
equity investments was up about 65 percent from the previous
year. This primarily reflects the disposal of the hydroelectric
generation capacity in Bavaria, the sale of three German regional
utilities and the disposals of the E.ON Energy from Waste
group, the Hungarian gas activities, SPP in Slovakia and a series
of U.S. wind farms in 2013. In 2012, the sale of Open Grid
Europe constituted the main positive factor. The net outflow
cash due to changes in securities, financial receivables and
fixed-term deposits and to changes in restricted cash and cash
equivalents, was €0.3 billion lower than in the previous year.

Exploration activity resulted in operating cash flow of
-€71 million (2012: -€57 million) and in cash flow from invest-
ing activities of -€95 million (2012: -€32 million).

(30) Derivative Financial Instruments and Hedging
Transactions

Strategy and Objectives

The Company’s policy generally permits the use of derivatives
if they are associated with underlying assets or liabilities,
planned transactions, or legally binding rights or obligations.
Proprietary trading activities are concentrated on the Global
Commodities global unit and are conducted within the con-
fines of the risk management guidelines described below
(see Note 31).

Hedge accounting in accordance with IAS 39 is employed pri-
marily for interest rate derivatives used to hedge long-term
debts, as well as for currency derivatives used to hedge net
investments in foreign operations, long-term receivables and
debts denominated in foreign currency, as well as planned
capital investments.

In commodities, potentially volatile future cash flows resulting
primarily from planned purchases and sales of electricity
within and outside of the Group, as well as from anticipated
fuel purchases and purchases and sales of gas, are hedged.

173

Fair Value Hedges

Fair value hedges are used to protect against the risk from
changes in market values. Gains and losses on these hedges
are generally reported in that line item of the income state-
ment which also includes the respective hedged items.

Cash Flow Hedges

Cash flow hedges are used to protect against the risk arising
from variable cash flows. Interest rate swaps, cross-currency
interest rate swaps and interest rate options are the principal
instruments used to limit interest rate and currency risks. The
purpose of these swaps is to maintain the level of payments
arising from long-term interest-bearing receivables and liabili-
ties and from capital investments denominated in foreign
currency and euro by using cash flow hedge accounting in the
functional currency of the respective E.ON company.

In order to reduce future cash flow fluctuations arising from
electricity transactions effected at variable spot prices, futures
contracts are concluded and also accounted for using cash
flow hedge accounting.

As of December 31, 2013, the hedged transactions in place
included foreign currency cash flow hedges with maturities
of up to 25 years (2012: up to 26 years) and up to one year
(2012: up to four years) for interest cash flow hedges. Commod-
ity cash flow hedges have maturities of up to one year (2012:
up to two years).

The amount of ineffectiveness for cash flow hedges recorded
for the year ended December 31, 2013, produced a gain of
€20 million (2012: €1 million loss).

Pursuant to the information available as of the balance sheet
date, the following effects will accompany the reclassifications
from accumulated other comprehensive income to the income
statement in subsequent periods:

Timing of Reclassifications from OCI 1 to the Income Statement—2013

€ in millions

OCI—Currency cash flow hedges

OCI—Interest cash flow hedges

OCI—Commodity cash flow hedges

1OCI = Other comprehensive income. Figures are pre-tax.

Carrying
amount

328

-12

Expected gains/losses

2014

2015

2016–2018

>2018

–

-6

-7

–

-15

–

-379

-33

–

Timing of Reclassifications from OCI 1 to the Income Statement—2012

€ in millions

OCI—Currency cash flow hedges

OCI—Interest cash flow hedges

OCI—Commodity cash flow hedges

1OCI = Other comprehensive income. Figures are pre-tax.

Gains and losses from reclassification are generally reported in
that line item of the income statement which also includes
the respective hedged transaction. Gains and losses from the
ineffective portions of cash flow hedges are classified as
other operating income or other operating expenses. Interest
cash flow hedges are reported under “Interest and similar
expenses.” The fair values of the designated derivatives in cash
flow hedges totaled -€546 million (2012: -€404 million).

Carrying
amount

456

-12

Expected gains/losses

2013

2014

2015–2017

-1

–

-5

-12

–

>2017

-475

–

A gain of €124 million (2012: €237 million loss) was posted to
other comprehensive income in 2013. In the same period, a
loss of €12 million (2012: €79 million loss) was reclassified from
OCI to the income statement.

174 Notes

Net Investment Hedges

The Company uses foreign currency loans, foreign currency
forwards and foreign currency swaps to protect the value of
its net investments in its foreign operations denominated
in foreign currency. For the year ended December 31, 2013, the
Company recorded an amount of €23 million (2012: -€106 mil-
lion) in accumulated other comprehensive income due to
changes in fair value of derivatives and to currency translation
results of non-derivative hedging instruments. As in 2012, no
ineffectiveness resulted from net investment hedges in 2013.

Valuation of Derivative Instruments

The fair value of derivative financial instruments is sensitive
to movements in underlying market rates and other relevant
variables. The Company assesses and monitors the fair value
of deri vative instruments on a periodic basis. The fair value
to be determined for each derivative instrument is the price
that would be received to sell an asset or paid to transfer a
liability in an orderly transaction between market participants
on the measurement date (exit price). E.ON also takes into
account the counterparty credit risk when determining fair
value (credit value adjustment). The fair values of derivative
instruments are calculated using common market valuation
methods with reference to available market data on the
measurement date.

The following is a summary of the methods and assumptions
for the valuation of utilized derivative financial instruments
in the Consolidated Financial Statements.

•

Currency, electricity, gas, oil and coal forward contracts,
swaps, and emissions-related derivatives are valued sep-
arately at their forward rates and prices as of the balance
sheet date. Whenever possible, forward rates and prices
are based on market quotations, with any applicable for-
ward premiums and discounts taken into consideration.

• Market prices for interest rate, electricity and gas options
are valued using standard option pricing models com-
monly used in the market. The fair values of caps, floors
and collars are determined on the basis of quoted market
prices or on calculations based on option pricing models.

•

The fair values of existing instruments to hedge interest
risk are determined by discounting future cash flows using
market interest rates over the remaining term of the
instrument. Discounted cash values are determined for
interest rate, cross-currency and cross-currency interest
rate swaps for each individual transaction as of the bal-
ance sheet date. Interest income is recognized in income
at the date of payment or accrual.

Equity forwards are valued on the basis of the stock prices
of the underlying equities, taking into consideration any
timing components.

Exchange-traded futures and option contracts are valued
individually at daily settlement prices determined on the
futures markets that are published by their respective
clearing houses. Paid initial margins are disclosed under
other assets. Variation margins received or paid during
the term of such contracts are stated under other liabilities
or other assets, respectively.

Certain long-term energy contracts are valued with the
aid of valuation models that use internal data if market
prices are not available. A hypothetical 10-percent increase
or decrease in these internal valuation parameters as of
the balance sheet date would lead to a theo retical
decrease in market values of €185 million or an increase
of €169 million, respectively.

At the beginning of 2013, a loss of €38 million from the initial
measurement of derivatives was deferred. After realization of
€4 million in gains, the remainder is a deferred loss of €42 mil-
lion at year-end, which will be recognized in income during
subsequent periods as the contracts are settled.

The following two tables include both derivatives that qualify
for IAS 39 hedge accounting treatment and those for which
it is not used:

175

Total Volume of Foreign Currency, Interest Rate and Equity-Based Derivatives

€ in millions

FX forward transactions

Subtotal

Cross-currency swaps

Cross-currency interest rate swaps

Subtotal

Interest rate swaps
Fixed-rate payer
Fixed-rate receiver

Interest rate options

Subtotal

Other derivatives

Subtotal

Total

December 31, 2013

December 31, 2012

Nominal
value

21,548.5

9,854.2

35.5

9,889.7

2,776.3
2,276.3
500.0

2,000.0

4,776.3

9.1

Fair value

-67.4

-211.4

32.6

-178.8

-195.2
-235.8
40.6

-29.8

-225.0

–

0.0

Nominal
value

24,138.6

12,314.0

211.4

12,525.4

3,575.2
2,309.3
1,265.9

2,000.0

5,575.2

9.1

Fair value

-26.7

39.6

72.0

111.6

-257.6
-411.0
153.4

-102.1

-359.7

0.1

36,223.6

-471.2

42,248.3

-274.7

Total Volume of Electricity, Gas, Coal, Oil and Emissions-Related Derivatives

€ in millions

Electricity forwards

Exchange-traded electricity forwards

Electricity swaps

Electricity options

Gas forwards

Exchange-traded gas forwards

Gas swaps

Gas options

Coal forwards and swaps

Exchange-traded coal forwards

Oil derivatives

Exchange-traded oil derivatives

Emissions-related derivatives

Exchange-traded emissions-related derivatives

Other derivatives

Other exchange-traded derivatives

Total

December 31, 2013

December 31, 2012

Nominal
value

45,407.3

9,671.0

3,179.1

55.7

22,879.6

3,213.1

1,077.3

15.9

2,646.6

10,849.0

8,571.0

15,969.2

4.5

1,128.5

42.5

58.3

Fair value

172.9

260.5

12.5

2.7

328.3

-5.0

0.9

-1.4

-78.2

-172.5

53.4

-13.7

-5.5

-157.5

2.4

-6.2

Nominal
value

55,939.4

7,168.2

3,465.8

99.3

35,155.6

5,412.8

1,002.5

483.5

5,717.1

9,220.0

7,194.2

17,656.1

45.7

2,314.1

31.6

–

124,768.6

393.6

150,905.9

Fair value

39.4

70.0

28.2

16.5

42.1

-70.8

11.6

192.4

-173.5

-233.6

-40.1

-30.0

0.1

-474.3

23.0

–

-599.0

176 Notes

(31) Additional Disclosures on Financial
Instruments

The carrying amounts of the financial instruments, their
grouping into IAS 39 measurement categories, their fair values
and their measurement sources by class are presented in the
following table:

Carrying Amounts, Fair Values and Measurement Categories by Class
within the Scope of IFRS 7 as of December 31, 2013

€ in millions

Equity investments

Financial receivables and other financial assets

Receivables from finance leases
Other financial receivables and financial assets

Trade receivables and other operating assets

Trade receivables
Derivatives with no hedging relationships
Derivatives with hedging relationships
Other operating assets

Securities and fixed-term deposits

Cash and cash equivalents

Restricted cash

Assets held for sale

Total assets

Financial liabilities

Bonds
Commercial paper
Bank loans/Liabilities to banks
Liabilities from finance leases
Other financial liabilities

Trade payables and other operating liabilities

Trade payables
Derivatives with no hedging relationships
Derivatives with hedging relationships
Put option liabilities under IAS 32 2
Other operating liabilities

Total liabilities

Total carry-
ing amounts
within the
scope of
IFRS 7

IAS 39
measure-
ment
category 1

Carrying
amounts

Determined
using mar-
ket prices

Derived
from active
market
prices

Fair value

1,966

5,159
725
4,434

22,917
14,246
5,122
359
3,190

7,092

4,027

639

1,031

1,966

5,021
725
4,296

21,314
14,246
5,122
359
1,587

7,092

4,027

639

204

AfS

n/a
LaR

LaR
HfT
n/a
LaR

AfS

1,966

5,263
725
4,538

21,314
14,246
5,122
359
1,587

7,092

4,027

639

204

120

106
106
–

1,878
–
1,878
–
–

6,468

3,993

638

42,831

40,263

40,505

13,276

23,260
18,049
180
655
1,231
3,145

27,586
2,972
4,786
778
900
18,150

50,846

23,210
18,049
180
655
1,231
3,095

20,872
2,972
4,786
778
900
11,436

44,082

AmC
AmC
AmC
n/a
AmC

AmC
HfT
n/a
AmC
AmC

26,373
20,761
180
655
1,747
3,030

20,872
2,972
4,786
778
900
11,436

47,245

21,452
20,761
–
–
–
691

2,001
–
2,001
–
–
–

23,453

422

204
204
–

3,318
–
2,959
359
–

624

–

131

4,733

835
–
180
655
–
–

3,408
–
2,630
778
–
–

4,243

1AfS: Available for sale; LaR: Loans and receivables; HfT: Held for trading; AmC: Amortized cost. The measurement categories are described in detail in Note 1. The amounts
determined using valuation techniques with unobservable inputs (Level 3 of the fair value hierarchy) correspond to the difference between the total fair value and the fair
values of the two hierarchy levels listed.
2Liabilities from put options include counterparty obligations and non-controlling interests in fully consolidated partnerships (see Note 26).

The carrying amounts of cash and cash equivalents and of
trade receivables are considered reasonable estimates of their
fair values because of their short maturity.

Where the value of a financial instrument can be derived from
an active market without the need for an adjustment, that
value is used as the fair value. This applies in particular to
equities held and to bonds held and issued.

177

Carrying Amounts, Fair Values and Measurement Categories by Class
within the Scope of IFRS 7 as of December 31, 2012

€ in millions

Equity investments

Financial receivables and other financial assets

Receivables from finance leases
Other financial receivables and financial assets

Trade receivables and other operating assets

Trade receivables
Derivatives with no hedging relationships
Derivatives with hedging relationships
Other operating assets

Securities and fixed-term deposits

Cash and cash equivalents

Restricted cash

Assets held for sale

Total assets

Financial liabilities

Bonds
Commercial paper
Bank loans/Liabilities to banks
Liabilities from finance leases
Other financial liabilities

Trade payables and other operating liabilities

Trade payables
Derivatives with no hedging relationships
Derivatives with hedging relationships
Put option liabilities under IAS 32 2
Other operating liabilities

Total liabilities

Total carry-
ing amounts
within the
scope of
IFRS 7

IAS 39
measure-
ment
category 1

Carrying
amounts

Determined
using mar-
ket prices

Derived
from active
market
prices

Fair value

1,612

5,750
881
4,869

26,754
16,104
5,975
458
4,217

8,027

2,816

449

5,261

1,612

5,729
881
4,848

24,192
16,104
5,975
458
1,655

8,027

2,816

449

1,555

AfS

n/a
LaR

LaR
HfT
n/a
LaR

AfS

1,612

6,010
881
5,129

24,192
16,104
5,975
458
1,655

8,027

2,816

449

1,555

154

2
2
–

1,221
–
1,221
–
–

7,217

2,781

449

–

50,669

44,380

44,661

11,824

25,944
20,634
180
851
949
3,330

31,590
5,459
6,477
829
759
18,066

57,534

25,922
20,634
180
851
949
3,308

25,833
5,459
6,477
829
759
12,309

51,755

AmC
AmC
AmC
n/a
AmC

AmC
HfT
n/a
AmC
AmC

30,869
25,274
180
851
1,322
3,242

25,833
5,459
6,477
829
759
12,309

56,702

26,103
25,274
–
–
–
829

2,594
–
2,594
–
–
–

28,697

207

329
329
–

5,008
–
4,550
458
–

810

–

1,483

7,872

1,031
–
180
851
–
–

4,605
–
3,776
829
–
–

5,636

The fair value of shareholdings in unlisted companies and
of debt instruments that are not actively traded, such as
loans received, loans granted and financial liabilities, is deter-
mined by discounting future cash flows. Any necessary
discounting takes place using current market interest rates
over the remaining terms of the financial instruments. Fair

value measurement was not applied in the case of share-
holdings with a carrying amount of €19 million (2012: €12 mil-
lion) as cash flows could not be determined reliably for them.
Fair values could not be derived on the basis of comparable
transactions. The shareholdings are not material by comparison
with the overall position of the Group.

178 Notes

The carrying amount of commercial paper, borrowings under
revolving short-term credit facilities and trade payables is
used as the fair value due to the short maturities of these items.
The determination of the fair value of derivative financial
instruments is discussed in Note 30.

In the fourth quarter of 2013, there were no material reclassi-
fications between Levels 1 and 2 of the fair value hierarchy.
At the end of each reporting period, E. ON assesses whether
there might be grounds for reclassification between hierarchy
levels.

The input parameters of Level 3 of the fair value hierarchy
for equity investments are specified taking into account eco-
nomic developments and available industry and corporate
data (see also Note 1). Equity investments in the amount of
€42 million were reclassified into Level 3 in 2013. The fair
values determined using valuation techniques for financial
instruments carried at fair value are reconciled as shown in
the following table:

Fair Value Hierarchy Level 3 Reconciliation (Values Determined Using Valuation Techniques)

Purchases
(including
additions)

Sales
(including
disposals)

Settle-
ments

-229

-25

-254

–

Jan. 1,
2013

1,323

1,420

Gains/
Losses in
income
state-
ment

-13

Transfers

into
Level 3

out of
Level 3

Gains/
Losses in
OCI

–

242

–

242

Dec. 31,
2013

1,424

130

1,554

€ in millions

Equity investments

Derivative financial
instruments

Total

The extent to which the offsetting of financial assets is covered
by netting agreements is presented in the following table:

Netting Agreements for Financial Assets and Liabilities as of December 31, 2013

€ in millions

Financial assets

Trade receivables

Interest-rate and currency derivatives

Commodity derivatives

Total

Financial liabilities

Interest-rate and currency derivatives

Commodity derivatives

Other operating liabilities

Total

Gross amount

Amount
offset

Carrying
amount

Conditional
netting
amount
(netting
agreements)

Financial
collateral
received/
pledged

14,246

1,422

5,276

20,944

1,893

4,888

18,150

24,931

–

1,217

–

1,217

–

1,217

14,246

205

5,276

19,727

676

4,888

18,150

23,714

3,664

–

1,920

5,584

–

1,920

3,664

5,584

–

196

203

558

468

–

1,026

Net value

10,582

3,349

13,940

118

2,500

14,486

17,104

179

Netting Agreements for Financial Assets and Liabilities as of December 31, 2012

€ in millions

Financial assets

Trade receivables

Interest-rate and currency derivatives

Commodity derivatives

Total

Financial liabilities

Interest-rate and currency derivatives

Commodity derivatives

Other operating liabilities

Total

Gross amount

Amount
offset

Carrying
amount

Conditional
netting
amount
(netting
agreements)

Financial
collateral
received/
pledged

16,104

1,832

6,058

23,994

2,106

6,657

18,066

26,829

–

1,457

–

1,457

–

1,457

16,104

375

6,058

22,537

649

6,657

18,066

25,372

7,027

–

3,373

10,400

–

3,373

7,027

10,400

–

373

382

427

1,230

–

1,657

Net value

9,077

2,676

11,755

222

2,054

11,039

13,315

Transactions and business relationships resulting in the
derivative financial receivables and liabilities presented are
generally concluded on the basis of standard contracts that
permit the netting of open transactions in the event that a
counterparty becomes insolvent.

The netting agreements are derived from netting clauses
contained in master agreements including those of the Inter-
national Swaps and Derivatives Asso ciation (ISDA) and the
European Federation of Energy Traders (EFET), as well as the
German Master Agreement for Financial Derivatives Trans-
actions (“DRV”) and the Financial Energy Master Agreement
(“FEMA”). For currency and interest rate derivatives in the
banking sector, this netting option, if allowed, is reflected in
the accounting treatment and illustrated in the table above.
Collateral pledged to and received from financial institutions
in relation to these liabilities and assets limits the utilization
of credit lines in the fair value measurement of interest-rate
and currency derivatives, and is also shown in the table. For
commodity derivatives in the energy trading business, the
netting option is not presented in the accounting because the
legal enforceability of netting agreements varies by country.

180 Notes

The following two tables illustrate the contractually agreed
(undiscounted) cash outflows arising from the liabilities
included in the scope of IFRS 7:

Cash Flow Analysis as of December 31, 2013

€ in millions

Bonds

Commercial paper

Bank loans/Liabilities to banks

Liabilities from finance leases

Other financial liabilities

Financial guarantees

Cash outflows for financial liabilities

Trade payables

Derivatives (with/without hedging relationships)

Put option liabilities under IAS 32

Other operating liabilities

Cash outflows for trade payables and other operating liabilities

Cash outflows for liabilities within the scope of IFRS 7

Cash Flow Analysis as of December 31, 2012

€ in millions

Bonds

Commercial paper

Bank loans/Liabilities to banks

Liabilities from finance leases

Other financial liabilities

Financial guarantees

Cash outflows for financial liabilities

Trade payables

Derivatives (with/without hedging relationships)

Put option liabilities under IAS 32

Other operating liabilities

Cash outflows for trade payables and other operating liabilities

Cash outflows for liabilities within the scope of IFRS 7

Cash
outflows
2014

4,217

Cash
outflows
2015

2,079

Cash
outflows
2016–2018

Cash
outflows
from 2019

8,455

11,719

180

522

136

902

457

6,414

4,297

20,959

11,445

36,773

43,187

–

203

326

–

2,649

–

4,919

4,950

7,599

–

332

642

–

9,481

–

1,424

135

1,564

–

2,227

1,213

–

15,223

–

129

153

282

11,045

15,505

Cash
outflows
2013

3,325

Cash
outflows
2014

4,289

Cash
outflows
2015–2017

Cash
outflows
from 2018

8,176

14,127

180

640

126

1,168

707

6,146

5,629

33,840

215

12,556

52,240

58,386

–

160

168

–

4,704

–

7,916

7,959

–

296

622

–

9,185

–

2,354

122

2,513

–

1,734

1,677

–

17,592

–

408

150

579

12,663

11,698

18,171

181

Financial guarantees with a total nominal volume of
€457 million (2012: €707 million) were issued to companies
outside of the Group. This amount is the maximum amount
that E.ON would have to pay in the event of claims on the guar-
antees; a book value of €30 million (2012: €33 million) has
been recognized.

The net gains and losses in the held-for-trading category
encompass both the changes in fair value of the derivative
financial instruments and the gains and losses on realiza tion.
The fair value measurement of commodity derivatives and
of realized gains on currency derivatives is the most important
factor in the net result for this category.

For financial liabilities that bear floating interest rates, the
rates that were fixed on the balance sheet date are used to
calculate future interest payments for subsequent periods
as well. Financial liabilities that can be terminated at any time
are assigned to the earliest maturity band in the same way
as put options that are exercisable at any time. All covenants
were complied with during 2013.

In gross-settled derivatives (usually currency derivatives and
commodity derivatives), outflows are accompanied by related
inflows of funds or commodities.

The net gains and losses from financial instruments by IAS 39
category are shown in the following table:

Net Gains and Losses by Category 1
€ in millions

Loans and receivables

Available for sale

Held for trading

Amortized cost

Total

1The categories are described in detail in Note 1.

2013

-232

1,435

840

-1,188

855

2012

-156

539

-982

-1,139

-1,738

In addition to interest income and expenses from financial
receivables, the net gains and losses in the loans and receiv-
ables category consist primarily of valuation allowances on
trade receivables. Gains and losses on the disposal of avail-
able-for-sale securities and equity investments are reported
under other operating income and other operating expenses,
respectively.

The net gains and losses in the amortized cost category are
due primarily to interest on financial liabilities, adjusted for
capitalized construction-period interest.

Risk Management

Principles
The prescribed processes, responsibilities and actions con-
cerning financial and risk management are described in detail
in internal risk management guidelines applicable throughout
the Group. The units have developed additional guidelines of
their own within the confines of the Group’s overall guidelines.
To ensure efficient risk management at the E. ON Group, the
Trading (Front Office), Financial Controlling (Middle Office) and
Financial Settlement (Back Office) departments are organized
as strictly separate units. Risk controlling and reporting in the
areas of interest rates, currencies, credit and liquidity manage-
ment is performed by the Financial Controlling department,
while risk controlling and reporting in the area of commodities
is performed at Group level by a separate department.

E.ON uses a Group-wide treasury, risk management and
reporting system. This system is a standard information tech-
nology solution that is fully integrated and is continuously
updated. The system is designed to provide for the analysis
and monitoring of the E.ON Group’s exposure to liquidity,
foreign exchange and interest risks. The units employ estab-
lished systems for commodities. Credit risks are monitored
and controlled on a Group-wide basis by Financial Controlling,
with the support of a standard software package. The com-
modity positions of most of the global and regional units are
transferred to the Global Commodities unit for risk manage-
ment and optimization purposes, based on a transfer-pricing
mechanism. Special risk management, coordinated with Group
Management, applies in a small number of exceptional cases.

182 Notes

Separate Risk Committees are responsible for the maintenance
and further development of the strategy set by the Board of
Management of E.ON SE with regard to commodity, treasury
and credit risk management policies.

1. Liquidity Management
The primary objectives of liquidity management at E.ON con-
sist of ensuring ability to pay at all times, the timely satisfac-
tion of contractual payment obligations and the optimization
of costs within the E.ON Group.

Cash pooling and external financing are largely centralized at
E.ON SE and certain financing companies. Funds are trans-
ferred internally to the other Group companies as needed on
an “in-house bank” basis.

E.ON SE determines the Group’s financing requirements on
the basis of short- and medium-term liquidity planning. The
financing of the Group is controlled and implemented on a
forward-looking basis in accordance with the planned liquidity
requirement or surplus. Relevant planning factors taken into
consideration include operating cash flow, capital expenditures,
divestments, margin payments and the maturity of bonds
and commercial paper.

2. Price Risks
In the normal course of business, the E.ON Group is exposed
to risks arising from price changes in foreign exchange, inter-
est rates, commodities and asset management. These risks
create volatility in earnings, equity, debt and cash flows from
period to period. E.ON has developed a variety of strategies
to limit or eliminate these risks, including the use of derivative
financial instruments, among others.

3. Credit Risks
E.ON is exposed to credit risk in its operating activities and
through the use of financial instruments. Uniform credit risk
management procedures are in place throughout the Group
to identify, measure and control credit risks.

The following discussion of E.ON’s risk management activities
and the estimated amounts generated from profit-at-risk (“PaR”),
value-at-risk (“VaR”) and sensitivity analyses are “forward-
looking statements” that involve risks and uncertainties. Actual
results could differ materially from those projected due to
actual, unforeseeable developments in the global financial
markets. The methods used by the Company to analyze risks
should not be considered forecasts of future events or losses,
as E.ON also faces risks that are either non-financial or non-
quantifiable. Such risks principally include country risk, oper-
ational risk, regulatory risk and legal risk, which are not rep-
resented in the following analyses.

Foreign Exchange Risk Management
E.ON SE is responsible for controlling the currency risks to
which the E.ON Group is exposed.

Because it holds interests in businesses outside of the euro
area, currency translation risks arise within the E.ON Group.
Fluctuations in exchange rates produce accounting effects
attributable to the translation of the balance sheet and income
statement items of the foreign consolidated Group compa-
nies included in the Consolidated Financial Statements. Trans-
lation risks are hedged through borrowing in the correspond-
ing local currency, which may also includes shareholder loans
in foreign currency. In addition, derivative financial instru-
ments are employed as needed. The hedges qualify for hedge
accounting under IFRS as hedges of net investments in for-
eign operations. The Group’s translation risks are reviewed at
regular intervals and the level of hedging is adjusted when-
ever necessary. The respective debt factor and the enterprise
value denominated in the foreign currency are the principal
criteria governing the level of hedging.

183

The E.ON Group is also exposed to operating and financial
transaction risks attributable to foreign currency transactions.
Those risks arise for the Group companies primarily from
physical and financial trading in commodities, from intragroup
relationships and from capital spending in foreign currency.
The subsidiaries are respon sible for controlling their operating
currency risks. E.ON SE coordinates hedging throughout the
Group and makes use of external derivatives as needed.

Financial transaction risks result from payments originating
from financial receivables and payables. They are generated
both by external financing in a variety of foreign currencies,
and by shareholder loans from within the Group denominated
in foreign currency. Financial transaction risks are generally
fully hedged.

The one-day value-at-risk (99 percent confidence) from the
translation of deposits and borrowings denominated in foreign
currency, plus foreign-exchange derivatives, was €122 million as
of December 31, 2013 (2012: €115 million) and resulted primarily
from the positions in British pounds and Swedish kronor.

Interest Risk Management
E.ON is exposed to profit risks arising from financial liabilities
with floating interest rates and from interest rate derivatives
that are based on floating interest rates. Positions based on
fixed interest rates, on the other hand, are subject to changes
in fair value resulting from the volatility of market rates. E.ON
seeks a specific mix of fixed- and floating-rate debt over time.
The long-term orientation of the business model in principle
means fulfilling a high proportion of financing requirements
at fixed rates, especially within the medium-term planning
period. This also involves the use of interest rate derivatives.
With interest rate derivatives included, the share of financial
liabilities with fixed interest rates was 91 percent as of Decem-
ber 31, 2013 (2012: 100 percent). Under otherwise unchanged
circumstances, the volume of financial liabilities with fixed
interest rates, which amounted to €16.4 billion at year-end
2013, would decline to €14.9 billion in 2014 and to €13.1 billion
in 2015. The effective interest rate duration of the financial

liabilities, including interest rate deriv atives, was 7.1 years as
of December 31, 2013 (2012: 7.0 years). The volume-weighted
average interest rate of the financial liabilities, including
interest rate deriv atives, was 5.5 percent as of December 31,
2013 (2012: 5.3 percent).

As of December 31, 2013, the E.ON Group held interest rate
derivatives with a nominal value of €4,776 million (2012:
€5,575 million).

A sensitivity analysis was performed on the Group’s short-term
floating-rate borrowings, including hedges of both foreign
exchange risk and interest risk. This measure is used for inter-
nal risk controlling and reflects the economic position of
the E.ON Group. A one-percentage-point upward or downward
change in interest rates (across all currencies) would cause
interest charges to respectively increase or decrease by €31 mil-
lion in the subsequent fiscal year (2012: €29 million increase
or decrease).

Commodity Price Risk Management
E.ON is exposed to substantial risks resulting from fluctuations
in the prices of commodities, both on the supply and demand
side. This risk is measured based on potential negative devia-
tion from the target EBITDA.

The maximum permissible risk is determined centrally by the
Board of Management in its medium-term planning and trans-
lated into a decentralized limit structure in coordination with
the units. Before fixing any limits, the investment plans and
all other known obligations and quantifiable risks have been
taken into account. Risk controlling and reporting, including
portfolio optimization, is steered centrally for the Group by
Group Management.

E.ON conducts commodity transactions primarily within the
system portfolio, which includes core operations, existing sales
and procurement contracts and any commodity derivatives
used for hedging purposes or for power plant optimi zation.

184 Notes

The risk in the system portfolio thus arises from the open
position between planned procurement and generation and
planned sales volumes. The risk of these open positions is
measured using the profit-at-risk number, which quantifies the
risk by taking into account the size of the open position and
the prices, the volatility and the liquidity of the under lying com-
modities. PaR is defined as the maximum potential negative
change in the value of the open position at a probability of
95 percent in the event that the open position has to be closed
as quickly as possible.

The principal derivative instruments used by E.ON to cover
commodity price risk exposures are electricity, gas, coal and oil
swaps and forwards, as well as emissions-related derivatives.
Commodity derivatives are used by the units for the purposes
of price risk management, system optimization, equalization of
burdens, and even for the improvement of margins. Proprie-
tary trading is permitted only within very tightly defined limits.

The trading limits for proprietary trading and for all other trad-
ing activities are established and monitored by bodies that
are independent from trading operations. A three-year plan-
ning horizon, with defined limits, is applied for the system
portfolio. Limits include value-at-risk and profit-at-risk num-
bers, as well as stop-loss and volume limits. Additional key
elements of the risk management system are a set of Group-
wide commodity risk guidelines, the clear division of duties
between scheduling, trading, settlement and controlling, as
well as a risk reporting system independent from trading
operations. Commodity positions and associated risks through-
out the Group are reported to the members of the Risk Com-
mittee on a monthly basis.

As of December 31, 2013, the E.ON Group has entered into
electricity, gas, coal, oil and emissions-related derivatives with
a nominal value of €124,769 million (2012: €150,906 million).

The PaR for the financial and physical commodity positions
held over a planning horizon of up to three years amounted
to €1,616 million as of December 31, 2013 (2012: €2,114 million).
Because of a changed internal risk management structure, the
comparative prior-year figure has been adjusted accordingly.

The calculation of the PaR reflects the position of the E.ON Group
over a planning horizon of three years, and in addition to
the financial instruments included in the scope of IFRS 7, also
encompasses the remaining commodity positions in alignment
with internal risk controlling.

Credit Risk Management
In order to minimize credit risk arising from operating activities
and from the use of financial instruments, the Company enters
into transactions only with counterparties that satisfy the Com-
pany’s internally established minimum requirements. Maxi-
mum credit risk limits are set on the basis of internal and, where
available, external credit ratings. The setting and monitoring of
credit limits is subject to certain minimum requirements, which
are based on Group-wide credit risk management guidelines.
Long-term operating contracts and asset management trans-
actions are not comprehensively included in this process. They
are monitored separately at the level of the responsible units.

In principle, each Group company is responsible for managing
credit risk in its operating activities. Depending on the nature
of the operating activities and the credit risk, additional credit
risk monitoring and controls are performed both by the units
and by Group Management. Monthly reports on credit limits,
including their utilization, are submitted to the Risk Commit-
tee. Intensive, standardized monitoring of quantitative and
qualitative early-warning indicators, as well as close monitoring
of the credit quality of counterparties, enable E.ON to act early
in order to minimize risk.

185

To the extent possible, pledges of collateral are negotiated
with counterparties for the purpose of reducing credit risk.
Accepted as collateral are guarantees issued by the respective
parent companies or evidence of profit-and-loss-pooling
agreements in combination with letters of awareness. To a
lesser extent, the Company also requires bank guarantees
and deposits of cash and securities as collateral to reduce credit
risk. Risk-management collateral was accepted in the amount
of €5,757 million.

The levels and backgrounds of financial assets received as
collateral are described in more detail in Notes 18 and 26.

Derivative transactions are generally executed on the basis of
standard agreements that allow for the netting of all open
transactions with individual counterparties. To further reduce
credit risk, bilateral margining agreements are entered into
with selected counterparties. Limits are imposed on the credit
and liquidity risk resulting from bilateral margining agreements.

Exchange-traded forward and option contracts as well as
exchange-traded emissions-related derivatives having an aggre-
gate nominal value of €40,889 million as of December 31, 2013,
(2012: €41,771 million) bear no credit risk. For the remaining
financial instruments, the maximum risk of default is equal to
their carrying amounts.

At E.ON, liquid funds are normally invested at banks with good
credit ratings, in money market funds with first-class ratings
or in short-term securities (for example, commercial paper) of
issuers with strong credit ratings. Bonds of public and private
issuers are also selected for investment. Group companies that
for legal reasons are not included in the cash pool invest
money at leading local banks. Standardized credit assessment
and limit-setting is complemented by daily monitoring of CDS
levels at the banks and at other significant counterparties.

Asset Management

For the purpose of financing long-term payment obligations,
including those relating to asset retirement obligations (see
Note 25), financial investments totaling €5.9 billion (2012:
€5.7 billion) were held predominantly by German E.ON Group
companies as of December 31, 2013.

These financial assets are invested on the basis of an accumu-
lation strategy (total-return approach), with investments
broadly diversified across the money market, bond, real estate
and equity asset classes. Asset allocation studies are per-
formed at regular intervals to determine the target portfolio
structure. The majority of the assets is held in investment
funds managed by external fund managers. Corporate Asset
Management at E.ON SE, which is part of the Company’s
Finance Department, is responsible for continuous monitoring
of overall risks and those concerning individual fund managers.
Risk management is based on a risk budget whose usage is
monitored regularly. The three-month VaR with a 98-percent
confidence interval for these financial assets was €88 million
(2012: €169 million).

In addition, the mutual insurance fund Versorgungskasse
Energie VVaG (“VKE”) manages financial assets that are almost
exclusively dedicated to the coverage of benefit obligations
at E.ON Group companies in Germany; these assets totaled
€0.8 billion at year-end 2013 (2012: €0.7 billion). The assets
at VKE do not constitute plan assets under IAS 19 (see Note 24)
and are shown as non-current and current assets on the bal-
ance sheet. The majority of the diversified portfolio, consisting
of money market instruments, bonds, real estate and equities,
is held in investment funds managed by external fund man-
agers. VKE is subject to the provisions of the Insurance Super-
vision Act (“Versicherungs aufsichts gesetz” or “VAG”) and its
operations are supervised by the German Federal Financial
Supervisory Authority (“Bundes anstalt für Finanzdienstleis-
tungs aufsicht” or “BaFin”). Financial investments and contin-
uous risk management are conducted within the regulatory
confines set by BaFin. The three-month VaR with a 98-percent
confidence interval for these financial assets was €35.8 million
(2012: €19.3 million).

186 Notes

(32) Transactions with Related Parties

E.ON exchanges goods and services with a large number of
companies as part of its continuing operations. Some of these
companies are related parties, the most significant of which
are associated companies accounted for under the equity
method and their subsidiaries. Additionally reported as related
parties are joint ventures, as well as equity interests carried
at fair value and unconsolidated subsidiaries, which are of
lesser importance as regards the extent of the transactions
described in the following discussion. Transactions with related
parties are summarized as follows:

Related-Party Transactions

€ in millions

Income

Associated companies
Joint ventures
Other related parties

Expenses

Associated companies
Joint ventures
Other related parties

Receivables

Associated companies
Joint ventures
Other related parties

Liabilities

Associated companies
Joint ventures
Other related parties

2013

2,082
1,825
124
133

1,629
1,210
57
362

1,613
1,063
395
155

1,827
1,530
34
263

2012

2,557
2,288
98
171

1,717
1,154
204
359

1,797
1,431
45
321

1,714
1,422
64
228

Income from transactions with related companies is generated
mainly through the delivery of gas and electricity to distrib-
utors and municipal entities, especially municipal utilities. The
relationships with these entities do not generally differ from
those that exist with municipal entities in which E.ON does not
have an interest.

Expenses from transactions with related companies are
generated mainly through the procurement of gas, coal and
electricity.

Receivables from related companies consist mainly of trade
receivables.

Liabilities of E.ON payable to related companies as of
December 31, 2013, include €828 million (2012: €720 million)
in trade payables to operators of jointly-owned nuclear
power plants. These payables bear interest at 1.0 percent or
at one-month EURIBOR less 0.05 percent per annum (2012:
1.0 percent or one-month EURIBOR less 0.05 percent per
annum) and have no fixed maturity. E.ON continues to have in
place with these power plants a cost-transfer agreement
and a cost-plus-fee agreement for the procurement of electricity.
The settlement of such liabilities occurs mainly through clear-
ing accounts. In addition, E.ON reported financial liabilities of
€320 million on December 31, 2013, (2012: €340 million) result-
ing from fixed-term deposits undertaken by the jointly-owned
nuclear power plants at E.ON.

Under IAS 24, compensation paid to key management person-
nel (members of the Board of Management and of the Super-
visory Board of E.ON SE) must be disclosed.

The total expense for 2013 for members of the Board of Man-
agement amounted to €11.7 million (2012: €15.7 million) in
short-term benefits and €3.3 million (2012: €0 million) in termi-
nation benefits, as well as €4.3 million (2012: €4.1 million) in
post-employment benefits. Additionally taken into account in
2013 were actuarial gains of €4.9 million (2012: actuarial losses
of €8.1 million). The cost of post-employment benefits is equal
to the service and interest cost of the provisions for pensions.

The expense determined in accordance with IFRS 2 for the
tranches of the E.ON Share Performance Plan and the E.ON
Share Matching Plan in existence in 2013 was €3.3 million
(2012: €2.0 million).

Provisions for the E.ON Share Performance Plan and the E.ON
Share Matching Plan amounted to €5.9 million as of Decem-
ber 31, 2013 (2012: €3.2 million).

The members of the Supervisory Board received a total of
€3.2 million for their activity in 2013 (2012: €4.6 million).
Employee representatives on the Supervisory Board were paid
compensation under the existing employment contracts with
subsidiaries totaling €0.5 million (2012: €1.0 million). The dif-
ferences from the prior-year figures are due to the reduced
number of Supervisory Board members as a consequence of
the SE transition.

Detailed, individualized information on compensation can be
found in the Compensation Report on pages 81 through 92.

187

(33) Segment Information

Led by its Group Management in Düsseldorf, Germany, the
E. ON Group (“E.ON” or the “Group”) is segmented into global
and regional units, which are reported here in accordance with
IFRS 8, “Operating Segments” (“IFRS 8”). At the beginning of
2013, the existing Optimization & Trading segment was renamed
Global Commodities. A small number of individual companies
were also transferred out of the Germany regional unit, primarily
into the Renewables global unit. The corresponding prior-year
figures have been adjusted.

Global Units

The global units are reported separately in accordance with
IFRS 8.

Generation
This global unit consists of the Group’s conventional (fossil
and nuclear) generation assets in Europe. It manages and
optimizes these assets across national boundaries.

Renewables
E.ON also takes a global approach to managing its carbon-
sourcing and renewables businesses. The objective at this
unit is to extend the Group’s leading position in the growing
renewables market.

Global Commodities
As the link between E.ON and the world’s wholesale energy
markets, the Global Commodities global unit buys and sells
electricity, natural gas, liquefied natural gas (LNG), oil, coal,
freight, biomass, and carbon allowances. It additionally man-
ages and develops assets at different levels in the gas mar-
ket’s value chain.

Exploration & Production
E.ON’s exploration and production business is a segment
active in the focus regions North Sea (U.K., Norway), Russia
and North Africa.

Regional Units

E.ON’s distribution and sales operations in Europe are managed
by eleven regional units in total.

For segment reporting purposes, the Germany, UK, Sweden,
Czechia and Hungary regional units are reported separately.
E.ON’s power generation business in Russia is additionally
reported as a special-focus region.

Those units not reported separately are instead reported
collectively as “Other regional units.” They include the Italy,
Spain, France, Netherlands, Slovakia and Romania units and,
through the end of June 2012, the Bulgaria regional unit
(see Note 4 for further discussion of the Bulgaria unit). Addi-
tionally presented here since the fourth quarter of 2013 are
the activities of E.ON Connecting Energies, which concentrates
on providing decentralized, complete solutions.

E.ON’s power generation business in Russia is presented out-
side Europe, as a special-focus region.

Since the beginning of 2013, the businesses in Brazil and
the activities in Turkey acquired in the second quarter of 2013
are reported in the “Other Non-EU Countries” operating seg-
ment. The comparative prior-year figures have been adjusted
accordingly.

Group Management/Consolidation

Group Management/Consolidation contains E.ON SE itself,
the interests held directly by E.ON SE, and the consolidation
effects that take place at Group level.

The change of EBITDA in Group Management/Consolidation
from the previous year is predominantly the result of con-
solidation effects amounting to -€149 million, which for the
most part have arisen from the change in intragroup results
and provisions to be eliminated.

188 Notes

Since January 1, 2011, EBITDA has been the key measure at
E. ON for purposes of internal management control and as an
indicator of a business’s long-term earnings power. EBITDA
is derived from income/loss before interest, taxes, depreciation
and amortization (including impairments and reversals) and
adjusted to exclude extraordinary effects. The adjustments
include net book gains and restructuring/cost-management
expenses, as well as impairments and other non-oper ating
income and expenses. Income from investment subsidies for
which liabilities are recognized is included in EBITDA.

Economic net interest income is calculated by taking the net
interest income shown in the income statement and adjusting
it using economic criteria and excluding extraordinary effects,
namely, the portions of interest expense that are non-operating.
Net book gains are equal to the sum of book gains and losses
from disposals, which are included in other operating income
and other operating expenses. Restructuring and cost-manage-
ment expenses are non-recurring in nature. Other non-oper-
ating earnings encompass other non-operating income and
expenses that are unique or rare in nature. Depending on the
particular case, such income and expenses may affect differ-
ent line items in the income statement. For example, effects
from the marking to market of derivatives are included in other
operating income and expenses, while impairment charges
on property, plant and equipment are included in depreciation,
amortization and impairments.

The following table shows the reconciliation of our EBITDA to
net income/loss as reported in the IFRS Consolidated Financial
Statements:

Net Income

€ in millions

EBITDA 1

Depreciation and amortization

Impairments (-)/Reversals (+) 2

EBIT 1

Economic interest income (net)

Net book gains/losses

Restructuring/cost-management
expenses

E.ON 2.0 restructuring expenses

Impairments (-)/Reversals (+) 2, 3

Other non-operating earnings

Income from continuing
operations before taxes

Income taxes

Income from continuing operations

Income from discontinued operations, net

Net income

Attributable to shareholders of E.ON SE
Attributable to non-controlling interests

2013

9,315

-3,534

-100

5,681

-1,823

1,998

-182

-373

-1,643

-452

2012

10,771

-3,544

-215

7,012

-1,329

322

-230

-388

-1,688

-425

3,206

3,274

-703

2,503

2,510
2,142
368

-698

2,576

2,613
2,189
424

Due to the adjustments, the key figures by segment may
differ from the corresponding IFRS figures reported in the
Consolidated Financial Statements.

Net book gains in 2013 were approximately €1.7 billion above the
prior-year level. In 2013, E.ON recorded book gains primarily
on the transfer of the hydroelectric power plants in Bavaria to
Austria’s Verbund AG in conjunction with the entry into the
Turkish market. In addition, the sale of E.ON Thüringer Energie
AG, the disposal of the stake in the Slovak energy company
SPP, the divestment of a minority interest in the company JMP

189

in the Czech Republic and the disposal of the Finnish activities,
as well as the sale of securities, network segments and an
equity interest in the gas business in Germany, all contributed
to book gains. They were offset by losses on the disposals of
E.ON Westfalen Weser, E.ON Földgáz Trade and E.ON Földgáz
Storage. The 2012 figure reflects, in particular, gains on the
sale of a nuclear-power joint venture in the United Kingdom
and on the sale of securities, an office building in Munich,
network segments in Germany, and a stake in a gas pipeline
in the United Kingdom.

Restructuring and cost-management expenses in 2013 declined
by €63 million from the previous year. As in 2012, the major
part of the expenses in 2013 was attributable to the internal
E.ON 2.0 cost-reduction program. The expenses consist pri-
marily of obligations under early-retirement arrangements
and severance packages at non-German subsidiaries. The
remaining expenses were mostly incurred in the context of
the other restructuring measures introduced internally—
including those at the German regional utilities, for example.

In 2013, E.ON’s global and regional units were adversely affected
by a generally deteriorated market environment, by regulatory
intervention and by disposal processes. As a consequence,
impairment charges had to be recognized totaling €2.1 billion,
particularly at the Generation, Renewables, Global Commodi-
ties and Exploration & Production units and within the activi-
ties in the non-EU countries. €0.1 billion was charged to
goodwill, and another €2.0 billion to property, plant, and equip-
ment, intangible assets and equity investments. These impair-
ment charges were partially offset by reversals of impairments
totaling approximately €0.5 billion, primarily at the Generation
global unit. In 2012, the market environment had already
necessitated the recognition of impairments totaling €2.0 billion
(€0.3 billion on goodwill, €1.7 billion on property, plant, and
equipment, intangible assets and equity investments), partially
offset by reversals of impairments of €0.3 billion, particularly
at the Generation and Global Commodities units and within
the other EU countries.

Other non-operating earnings of -€452 million (2012: -€425 mil-
lion) include, among other things, the marking to market of
deriv atives used to shield the operating businesses from price
fluctuations. As of December 31, 2013, this marking to market
produced a positive effect of €765 million, compared with a
negative effect of €532 million at year-end 2012. Non-operating
earnings in 2013 were also adversely affected by provisions
in the gas business relating to divestitures and long-term con-
tracts and to impairments on securities. In 2012, the reduction
of the fine that the European Commission had imposed on
E. ON for an alleged market-sharing agreement with GdF Suez,
in particular, had a positive effect on non-operating earnings.

An additional adjustment to the internal profit analysis relates
to net interest income, which is presented based on economic
considerations. Economic net interest income is calculated by
taking the net interest income from the income statement
and adjusting it using economic criteria and excluding certain
extraordinary (that is, non-operating) effects.

Economic Net Interest Income

€ in millions

2013

2012

Interest and similar expenses (net)
as shown in the Consolidated
Statements of Income

Non-operating interest expense (+)/
income (-)

Economic interest income (net)

-1,963

-1,420

140

-1,823

-1,329

In spite of the improved net financial position, economic net
interest income, at -€1,823 million, was still below its 2012
level of -€1,329 million. The principal cause of this decline was
the fact that the prior-year figure had been influenced by
effects from the reversal of provisions.

Transactions within the E.ON Group are generally effected at
market prices.

190 Notes

Financial Information by Business Segment

Generation

Renewables

Global Commodities

€ in millions

External sales

Intersegment sales

Sales

EBITDA 1

Earnings from companies accounted for under the equity method 2

2013

2,703

8,288

10,991

2012

3,135

10,107

13,242

1,882
51

2,396
8

2013

688

1,748

2,436

1,431
12

2012

866

1,716

2,582

1,349
14

57,228

32,823

90,051

352
125

2013

2012

63,252

36,849

100,101

1,421
466

954

319

Operating cash flow before interest and taxes 3

1,564

2,734

1,514

1,170

-1,797

Investments

900

1,555

1,028

1,791

159

1Adjusted for extraordinary effects.
2Under IFRS, impairments on companies accounted for under the equity method and impairments on other financial assets (and any reversals of such charges) are included
in income/loss (-) from companies accounted for under the equity method and financial results, respectively. These income effects are not part of EBITDA.
3The operating cash flow of the Global Commodities unit has been diminished by the legal transfer of gas distribution to the distribution companies held in the Germany
regional unit, which took place in 2013. The operating cash flow of the Germany regional unit has increased correspondingly.

Financial Information by Business Segment—Presentation of Other EU Countries

€ in millions

External sales

Intersegment sales

Sales

EBITDA 1

Earnings from companies accounted for under the equity method 2

Operating cash flow before interest and taxes

Investments

United Kingdom

Sweden

Czechia

2013

9,649

2012

9,607

9,714

9,701

378
–

395

106

289
–

278

141

2013

2,569

126

2,695

733
11

691

404

2012

2,660

162

2,822

714
9

595

397

2013

2,772

136

2,908

494
5

533

163

2012

2,851

167

3,018

478
50

407

172

Financial Information by Business Segment—Presentation of Non-EU Countries

Russia

Other Non-EU Countries

Non-EU Countries

€ in millions

External sales

Intersegment sales

Sales

EBITDA 1

Earnings from companies accounted for under the
equity method 2

Operating cash flow before interest and taxes

Investments

2013

1,865

–

2012

1,879

–

1,865

1,879

687

729

–

670

360

–

690

289

2013

2012

–

-154

-139

-27

–

-11

-10

–

2013

1,865

2012

1,879

1,865

1,879

533

-139

643

718

-10

690

719

3,170

430

3,530

191

Exploration &
Production

Germany

Other EU Countries

Non-EU Countries

Group Management/
Consolidation

E.ON Group

2013

2012

2013

2012

2013

2012

35,778

38,639

22,368

22,925

999

1,370

905

1,171

2013

1,865

–

2012

1,879

2013

190

2012

2013

2012

184

122,450

132,093

–

-45,184

-51,386

36,777

40,009

23,273

24,096

1,865

1,879

-44,994

-51,202

122,450

132,093

2,413
87

2,734
78

2,173
64

2,032
124

533
-139

718
-10

-539
1

-402
1

9,315
240

10,771
753

3,347

2,878

2,536

1,874

643

690

-656

-642

8,122

10,189

1,013

1,070

1,056

1,063

3,530

719

-4

-93

8,086

6,997

1,630

421

2,051

1,070
39

971

404

1,213

173

1,386

523
72

531

573

Hungary

Other regional units

Other EU Countries

2013

1,800

2012

1,910

1,807

1,974

195
–

225

117

186
–

215

143

2013

5,578

571

6,149

373
48

692

266

2012

5,897

684

2013

2012

22,368

22,925

905

1,171

6,581

23,273

24,096

365
65

2,173
64

2,032
124

379

2,536

1,874

210

1,056

1,063

192 Notes

The following table shows the reconciliation of operating
cash flow before interest and taxes to operating cash flow:

Additional Entity-Level Disclosures

Operating Cash Flow

€ in millions

2013

2012

Differ-
ence

Operating cash flow before
interest and taxes

Interest payments

Tax payments

Operating cash flow

8,122

10,189

-2,067

-775

-972

6,375

-851

-530

-442

8,808

-2,433

The investments presented here are the purchases of invest-
ments reported in the Consolidated Statements of Cash Flows.

External sales by product break down as follows:

Segment Information by Product

€ in millions

Electricity

Gas

Other

Total

2013

58,900

58,050

5,500

2012

62,035

61,654

8,404

122,450

132,093

The “Other” item consists in particular of revenues generated
from services and from other trading activities.

The following table breaks down external sales (by customer
and seller location), intangible assets and property, plant and
equipment, as well as companies accounted for under the
equity method, by geographic area:

Geographic Segment Information

€ in millions

2013

2012

2013

2012

2013

2012

2013

2012

2013

2012

2013

2012

Germany

United Kingdom

Sweden

Europe (other)

Other

Total

External sales by
location of customer

External sales by
location of seller

47,641

56,860

37,896

34,110

3,813

4,798

32,189

34,901

911

1,424

122,450

132,093

Intangible assets

1,546

1,474

362

93,643

102,032

10,006

9,910

243

2,748

182

2,783

15,845

17,139

204

4,201

4,642

208

297

229

306

122,450

132,093

6,588

6,869

Property, plant and
equipment

Companies
accounted for under
the equity method

15,534

16,722

6,314

6,319

9,391

9,723

16,532

18,656

2,499

2,753

50,270

54,173

1,978

2,161

–

245

283

3,291

1,615

110

5,624

4,067

E.ON’s customer structure did not result in any major concen-
tration in any given geographical region or business area. Due
to the large number of customers the Company serves and
the variety of its business activities, there are no indi vidual
customers whose business volume is material compared with
the Company’s total business volume.

Gas is procured primarily from Russia, Norway, Germany and
the Netherlands.

193

(34) Compensation of Supervisory Board and
Board of Management

Board of Management

Supervisory Board

Total remuneration to members of the Supervisory Board in
2013 amounted to €3.2 million (2012: €4.6 million).

As in 2012, there were no loans to members of the Supervisory
Board in 2013.

The Supervisory Board’s compensation structure and the
amounts for each member of the Supervisory Board are pre-
sented on pages 81 and 82 in the Compensation Report.

Additional information about the members of the Supervisory
Board is provided on pages 208 and 209.

Total remuneration to members of the Board of Management
in 2013 amounted to €18.5 million (2012: €21.7 million). This
consisted of base salary, bonuses, other compensation elements
and share-based payments.

Total payments to former members of the Board of Manage-
ment and their beneficiaries amounted to €14.5 million (2012:
€9.7 million). Provisions of €158.0 million (2012: €154.3 million)
have been established for the pension obligations to former
members of the Board of Management and their beneficiaries.

As in 2012, there were no loans to members of the Board of
Management in 2013.

The Board of Management’s compensation structure and the
amounts for each member of the Board of Management are
presented on pages 83 through 92 in the Compensation Report.

Additional information about the members of the Board of
Management is provided on page 210.

194 Notes

(35) List of Shareholdings Pursuant to
Section 313 (2) HGB

Disclosures Pursuant to Section 313 (2) HGB of Companies in Which Equity
Investments Are Held (as of December 31, 2013)

Name, location

AB Lietuvos Dujos, LT, Vilnius 4

AB Svafo, SE, Stockholm 5

Abfallwirtschaft Schleswig-Flensburg GmbH, DE,
Schleswig 5

Abfallwirtschaft Südholstein GmbH (AWSH), DE,
Elmenhorst 5

Abfallwirtschaftsgesellschaft Dithmarschen mbH, DE, Heide 5

Abfallwirtschaftsgesellschaft Rendsburg-Eckernförde
mbH, DE, Borgstedt 5

Abwasser und Service Burg, Hochdonn GmbH, DE, Burg 5

Abwasser und Service Mittelangeln GmbH, DE, Satrup 5

Abwasserbeseitigung Nortorf-Land GmbH, DE, Nortorf 5

Abwasserentsorgung Albersdorf GmbH, DE, Albersdorf 5

Abwasserentsorgung Amt Achterwehr GmbH, DE,
Achterwehr 5

Abwasserentsorgung Bargteheide GmbH, DE, Bargteheide 5

Abwasserentsorgung Berkenthin GmbH, DE, Berkenthin 5

Abwasserentsorgung Bleckede GmbH, DE, Bleckede 5

Abwasserentsorgung Brunsbüttel GmbH (ABG), DE,
Brunsbüttel 5

Abwasserentsorgung Friedrichskoog GmbH, DE,
Friedrichskoog 5

Abwasserentsorgung Kappeln GmbH, DE, Kappeln 5

Abwasserentsorgung Kropp GmbH, DE, Kropp 5

Abwasserentsorgung Marne-Land GmbH, DE,
Diekhusen-Fahrstedt 5

Abwasserentsorgung Schladen GmbH, DE, Schladen 5

Abwasserentsorgung Schöppenstedt GmbH, DE,
Schöppenstedt 5

Abwasserentsorgung St. Michaelisdonn, Averlak, Dingen,
Eddelak GmbH, DE, St. Michaelisdonn 5

Abwasserentsorgung Tellingstedt GmbH, DE, Tellingstedt 5

Abwasserentsorgung Uetersen GmbH, DE, Uetersen 5

Abwassergesellschaft Bardowick mbH & Co. KG, DE,
Bardowick 5

Abwassergesellschaft Bardowick Verwaltungs-GmbH, DE,
Bardowick 5

Abwassergesellschaft Ilmenau mbH, DE, Melbeck 5

Abwasserwirtschaft Fichtelberg GmbH, DE, Fichtelberg 5

Abwasserwirtschaft Kunstadt GmbH, DE, Burgkunstadt 5

Acme Controls Limited, GB, Bury 2

Acme Group Limited, GB, Bury 1

Acme Group Services Limited, GB, Bury 2

Stake (%)

Name, location

Stake (%)

38.9

22.0

49.0

44.0

33.3

49.0

27.0

44.0

49.0

Acme Technical Services (SW) Limited, GB, Bury 2

Acme Technical Services Limited, GB, Bury 1

adebton GmbH, DE, Potsdam 2

Adria LNG d.o.o. za izradu studija, HR, Zagreb 5

Aerodis, S.A., FR, Paris 1

Alamo Solar, LLC, US, Wilmington 2

Åliden Vind AB, SE, Malmö 2

Amber Grid AB, LT, Vilnius 4

AMGA - Azienda Multiservizi S.p.A., IT, Udine 4

Anacacho Wind Farm, LLC, US, Wilmington 1

ANCO Sp. z o.o., PL, Jarocin 2

Aquila Power Investments Limited, GB, Coventry 2

Aquila Sterling Limited, GB, Coventry 2

Arena One GmbH, DE, Munich 2

AS EESTI GAAS, EE, Tallinn 5

AS Latvijas Gāze, LV, Riga 4

AV Packaging GmbH, DE, Munich 7

Avacon AG, DE, Helmstedt 1

49.0

Avacon Hochdrucknetz GmbH, DE, Helmstedt 1

49.0

25.1

35.0

49.0

25.0

30.0

100.0

Avacon Natur GmbH, DE, Sarstedt 1

Avon Energy Partners Holdings, GB, Coventry 2

AWE-Arkona-Windpark Entwicklungs-GmbH, DE, Stralsund 2

B.V. NEA, NL, Dodewaard 5

Badlantic Betriebsgesellschaft mbH, DE, Ahrensburg 5

Barras Eléctricas Galaico-Asturianas, S.A., ES, Lugo 1

Barras Eléctricas Generación, S.L., ES, Lugo 1

BauMineral GmbH, DE, Herten 1, 8

Bayernwerk AG, DE, Regensburg 1

Bayernwerk Natur 1. Beteiligungs-GmbH, DE,
Regensburg 2

Bayernwerk Natur GmbH, DE, Munich 1

BBL Company V.O.F., NL, Groningen 4

Beacon Solar PV, LLC, US, Wilmington 2

Bergeforsens Kraftaktiebolag, SE, Bispgården 4

Beteiligungsgesellschaft der Energieversorgungsunter-
nehmen an der Kerntechnische Hilfsdienst GmbH GbR,
DE, Karlsruhe 5

Beteiligungsgesellschaft e.disnatur mbH, DE, Potsdam 2

BEW Bayreuther Energie- und Wasserversorgungs-GmbH,
DE, Bayreuth 4

BHL Biomasse Heizanlage Lichtenfels GmbH, DE,
Lichtenfels 5

100.0

39.2

100.0

38.9

21.9

100.0

33.7

47.2

0.0

63.3

100.0

98.0

25.0

49.0

54.9

55.0

100.0

20.0

100.0

40.0

44.0

100.0

24.9

25.1

1Consolidated affiliated company. · 2Non-consolidated affiliated company for reasons of immateriality (valued at cost). · 3Joint venture pursuant to IAS 31 (valued using the
equity method). · 4Associated company (valued using the equity method). · 5Associated company (valued at cost for reasons of immateriality). · 6Other companies in which
share investments are held. · 7Included as consolidated associated company pursuant to SIC-12. · 8This company exercised its exemption option under Section 264, Paragraph 3
of the German Commercial Code or under Section 264b · 9IFRS figures

195

Disclosures Pursuant to Section 313 (2) HGB of Companies in Which Equity
Investments Are Held (as of December 31, 2013)

Name, location

Stake (%)

Name, location

Stake (%)

BHO Biomasse Heizanlage Obernsees GmbH, DE, Hollfeld 5

BHP Biomasse Heizwerk Pegnitz GmbH, DE, Pegnitz 5

Bioenergie Bad Füssing GmbH & Co. KG, DE, Bad Füssing 5

Bioenergie Bad Füssing Verwaltungs-GmbH, DE,
Bad Füssing 5

Bioenergie Merzig GmbH, DE, Merzig 2

Bioerdgas Hallertau GmbH, DE, Wolnzach 2

Bioerdgas Schwandorf GmbH, DE, Schwandorf 2

Biogas Ducherow GmbH, DE, Ducherow 2

Biogas Roggenhagen GmbH, DE, Potsdam 2

Biogas Steyerberg GmbH, DE, Sarstedt 2

Bioheizwerk Rötz GmbH, DE, Rötz 5

BioMass Nederland b.v., NL, Maasvlakte 1

BIOPLYN Třeboň spol. s r.o., CZ, Třeboň 5

Bio-Wärme Gräfelfing GmbH, DE, Gräfelfing 5

Biunisi Solar S.r.l., IT, Sassari 2

BKW Biokraftwerke Fürstenwalde GmbH, DE,
Fürstenwalde/Spree 5

Blåsjön Kraft AB, SE, Arbrå 4

BMV Energie Beteiligungs GmbH, DE, Fürstenwalde/Spree 2

BMV Energie GmbH & Co. KG, DE, Fürstenwalde/Spree 5

Braila Power S.A., RO, Chiscani village 2

Brattmyrliden Vind AB, SE, Malmö 2

Breitbandnetz GmbH & Co. KG, DE, Breklum 5

BTB Bayreuther Thermalbad GmbH, DE, Bayreuth 5

Bursjöliden Vind AB, SE, Malmö 2

Bützower Wärme GmbH, DE, Bützow 5

Carbiogas b.v., NL, Nuenen 5

Cardinal Wind Farm LLC, US, Wilmington 2

Celle-Uelzen Netz GmbH, DE, Celle 1

Centrale Solare di Fiumesanto S.r.l., IT, Sassari 1

Centro Energia Ferrara S.p.A, IT, Rome 4

Centro Energia Teverola S.p.A, IT, Rome 4

Českomoravská distribuce s.r.o., CZ, České Budějovice 5

Champion WF Holdco, LLC, US, Wilmington 1

Champion Wind Farm, LLC, US, Wilmington 1

CHN Contractors Limited, GB, Coventry 2

CHN Electrical Services Limited, GB, Coventry 2

CHN Group Ltd, GB, Coventry 2

CHN Special Projects Limited, GB, Coventry 2

Citigen (London) Limited, GB, Coventry 1

Colonia-Cluj-Napoca-Energie S.R.L., RO, Cluj 5

COMPAÑÍA EÓLICA ARAGONESA, S.A., ES, Zaragoza 3

Cordova Wind Farm, LLC, US, Wilmington 2

40.7

46.5

25.0

51.0

64.9

100.0

80.0

60.0

100.0

25.0

100.0

24.7

40.0

100.0

48.8

50.0

100.0

41.8

69.8

100.0

25.1

33.3

100.0

20.0

33.3

100.0

97.5

100.0

58.4

50.0

100.0

33.3

50.0

100.0

Cottam Development Centre Limited, GB, Coventry 1

CT Services Holdings Limited, GB, Coventry 2

Dampfversorgung Ostsee-Molkerei GmbH, DE, Wismar 5

DD Brazil Holdings SARL, LU, Luxembourg 1

DD Turkey Holdings, SARL, LU, Luxembourg 1

Debreceni Kombinált Ciklusú Erőmű Kft., HU, Debrecen 1

Delcomm Limited, GB, Coventry 2

Deutsche Flüssigerdgas Terminal oHG, DE, Essen 2

Deutsche Gesellschaft für Wiederaufarbeitung von
Kernbrennstoffen AG & Co. oHG, DE, Gorleben 5

DFTG - Deutsche Flüssigerdgas Terminal Gesellschaft mit
beschränkter Haftung, DE, Wilhelmshaven 2

Diamond Power Generation Limited, GB, Coventry 2

Distribuidora de Gas Cuyana S.A., AR, Mendoza 2

Distribuidora de Gas del Centro S.A., AR, Córdoba 2

Donau-Wasserkraft Aktiengesellschaft, DE, Munich 1

DOTI Deutsche-Offshore-Testfeld- und Infrastruktur-
GmbH & Co. KG, DE, Oldenburg 4

DOTI Management GmbH, DE, Oldenburg 5

DOTTO MORCONE S.R.L., IT, Milan 2

Dutchdelta Finance SARL, LU, Luxembourg 1

E-Bio Kyjov s.r.o., CZ, Otrokovice 5

E WIE EINFACH GmbH, DE, Cologne 1

e.dialog GmbH, DE, Potsdam 2

E.DIS AG, DE, Fürstenwalde/Spree 1

e.discom Telekommunikation GmbH, DE, Rostock 2

e.disnatur Erneuerbare Energien GmbH, DE, Potsdam 1

e.distherm Wärmedienstleistungen GmbH, DE, Potsdam 1

E.ON Achtzehnte Verwaltungs GmbH, DE, Düsseldorf 2

E.ON Anlagenservice GmbH, DE, Gelsenkirchen 1

E.ON Argentina S.A., AR, Buenos Aires 2

E.ON Asset Management GmbH & Co. EEA KG, DE,
Grünwald 1, 8

E.ON Austria GmbH, AT, Vienna 1

E.ON Bayern Verwaltungs AG, DE, Munich 2

E.ON Belgium N.V., BE, Brussels 1

E.ON Benelux CCS Project B.V., NL, Rotterdam 2

E.ON Benelux Geothermie B.V., NL, Rotterdam 2

E.ON Benelux Holding b.v., NL, Rotterdam 1

E.ON Benelux Levering b.v., NL, Eindhoven 1

E.ON Benelux N.V., NL, Rotterdam 1

E.ON Beteiligungen GmbH, DE, Düsseldorf 1, 8

E.ON Bioerdgas GmbH, DE, Essen 1

E.ON Biofor Sverige AB, SE, Malmö 1

E.ON Brasil Energia LTDA, BR, City of São Paulo 2

100.0

50.0

100.0

90.0

42.5

90.0

100.0

53.2

58.7

100.0

26.3

26.0

100.0

24.5

100.0

67.0

100.0

75.1

100.0

196 Notes

Disclosures Pursuant to Section 313 (2) HGB of Companies in Which Equity
Investments Are Held (as of December 31, 2013)

Name, location

Stake (%)

Name, location

Stake (%)

E.ON Business Services Benelux B.V., NL, Rotterdam 2

E.ON Business Services Berlin GmbH, DE, Berlin 2

E.ON Business Services Cluj SRL, RO, Cluj 2

E.ON Business Services Czech Republic s.r.o., CZ,
České Budějovice 2

E.ON Business Services GmbH, DE, Hanover 1, 8

E.ON Business Services Hannover GmbH, DE, Hemmingen 2

E.ON Business Services Hungary Kft., HU, Budapest 2

E.ON Business Services Iași S.R.L., RO, Iași 2

E.ON Business Services Italia S.r.l., IT, Milan 2

E.ON Business Services Regensburg GmbH, DE, Regensburg 2

E.ON Business Services Slovakia spol. s.r.o., SK, Bratislava 2

E.ON Business Services Sverige AB, SE, Malmö 2

E.ON Carbon Sourcing GmbH, DE, Essen 1, 8

E.ON Carbon Sourcing North America LLC, US, Wilmington 2

E.ON Casting Renovables, S.L., ES, Teruel 2

E.ON Česká republika, s.r.o., CZ, České Budějovice 1

E.ON Citiri Contoare S.A., RO, Târgu Mureş 2

E.ON Climate & Renewables Canada Ltd., CA, Saint John 1

E.ON Climate & Renewables Carbon Sourcing Limited,
GB, Coventry 2

E.ON Climate & Renewables Carbon Sourcing Pte Ltd, SG,
Singapore 2

E.ON Climate & Renewables Central Europe GmbH, DE,
Hamburg 1

E.ON Climate & Renewables France Solar S.A.S., FR, Paris 1

E.ON Climate & Renewables GmbH, DE, Essen 1

E.ON Climate & Renewables Italia S.r.l., IT, Milan 1

E.ON Climate & Renewables Italia Solar S.r.l., IT, Milan 1

E.ON Climate & Renewables North America LLC, US,
Wilmington 1

E.ON Climate & Renewables UK Biomass Limited, GB,
Coventry 1

E.ON Climate & Renewables UK Blyth Limited, GB,
Coventry 1

E.ON Climate & Renewables UK Developments Limited,
GB, Coventry 1

E.ON Climate & Renewables UK Humber Wind Limited,
GB, Coventry 1

E.ON Climate & Renewables UK Limited, GB, Coventry 1

E.ON Climate & Renewables UK London Array Limited,
GB, Coventry 1

E.ON Climate & Renewables UK Offshore Wind Limited,
GB, Coventry 1

100.0

51.0

100.0

50.0

100.0

E.ON Climate & Renewables UK Rampion Offshore Wind
Limited, GB, Coventry 1

E.ON Climate & Renewables UK Robin Rigg East Limited,
GB, Coventry 1

E.ON Climate & Renewables UK Robin Rigg West Limited,
GB, Coventry 1

E.ON Climate & Renewables UK Wind Limited, GB, Coventry 1

E.ON Climate & Renewables UK Zone Six Limited, GB,
Coventry 1

E.ON Comercializadora de Último Recurso S.L., ES,
Santander 1

E.ON Connecting Energies GmbH, DE, Essen 1, 8

E.ON Connecting Energies Italia S.r.l., IT, Milan 2

E.ON Connecting Energies Limited, GB, Coventry 1

E.ON Czech Holding AG, DE, Munich 1, 8

E.ON Czech Holding Verwaltungs-GmbH, DE, Munich 1, 8

E.ON Danmark A/S, DK, Frederiksberg 1

E.ON Dél-dunántúli Áramhálózati Zrt., HU, Pécs 1

E.ON Dél-dunántúli Gázhálózati Zrt., HU, Pécs 1

E.ON Direkt GmbH, DE, Essen 1, 8

E.ON Distribuce, a.s., CZ, České Budějovice 1

E.ON Distribución, S.L., ES, Santander 1

E.ON Dreiundzwanzigste Verwaltungs GmbH, DE,
Düsseldorf 2

E.ON E&P Algeria GmbH, DE, Düsseldorf 1, 8

E.ON E&P Norge AS, NO, Stavanger 1

E.ON E&P UK Energy Trading Limited, GB, London 1

E.ON E&P UK EU Limited, GB, London 1

E.ON E&P UK Limited, GB, London 1

E.ON edis Contracting GmbH, DE, Fürstenwalde/Spree 2

E.ON edis energia Sp. z o.o., PL, Warsaw 1

E.ON Elektrárne s.r.o., SK, Tracovice 1

100.0

E.ON Elnät Kramfors AB, SE, Kramfors 1

100.0

E.ON Elnät Stockholm AB, SE, Malmö 1

E.ON Elnät Sverige AB, SE, Malmö 1

E.ON Energia S.p.A., IT, Milan 1

E.ON Energía, S.L., ES, Santander 1

E.ON Energiaszolgáltató Kft., HU, Budapest 1

E.ON Energiatermelő Kft., HU, Debrecen 1

E.ON Energie 25. Beteiligungs-GmbH, DE, Munich 2

E.ON Energie 38. Beteiligungs-GmbH, DE, Munich 2

E.ON Energie 39. Beteiligungs-GmbH, DE, Munich 2

100.0

E.ON Energie AG, DE, Munich 1, 8

E.ON Climate & Renewables UK Operations Limited, GB,
Coventry 1

100.0

E.ON Energie Deutschland GmbH, DE, Munich 1

E.ON Energie Deutschland Holding GmbH, DE, Munich 1

100.0

99.8

197

Disclosures Pursuant to Section 313 (2) HGB of Companies in Which Equity
Investments Are Held (as of December 31, 2013)

Name, location

Stake (%)

Name, location

Stake (%)

E.ON Energie Odnawialne Sp. z o.o., PL, Szczecin 1

E.ON Energie Real Estate investment GmbH, DE, Munich 2

E.ON Energie România S.A., RO, Târgu Mureş 1

E.ON Energie S.A.S., FR, Paris 1

E.ON Energie, a.s., CZ, České Budějovice 1

E.ON Energies Renouvelables S.A.S., FR, Paris 1

E.ON Energihandel Nordic AB, SE, Malmö 1

E.ON Energitjänster Kramfors AB, SE, Malmö 2

E.ON Energy Gas (Eastern) Limited, GB, Coventry 2

E.ON Energy Gas (Northwest) Limited, GB, Coventry 2

E.ON Energy Projects GmbH, DE, Munich 1

E.ON Energy Sales GmbH, DE, Düsseldorf 1

E.ON Energy Sales Polska Sp. z o.o., PL, Warsaw 2

E.ON Energy Solutions GmbH, DE, Munich 2

E.ON Energy Solutions Limited, GB, Coventry 1

E.ON Energy Storage GmbH, DE, Essen 2

E.ON Energy Trading NL Staff Company 2 B.V., NL, Voorburg 2

E.ON Energy Trading NL Staff Company B.V., NL, Rotterdam 2

E.ON Energy Trading S.p.A., IT, Milan 1

E.ON Energy Trading Srbija d.o.o., RS, Belgrade 2

E.ON Energy Trading UK Staff Company Limited, GB,
Coventry 1

E.ON Energy UK Limited, GB, Coventry 2

E.ON Erőművek Termelő és Üzemeltetö Kft., HU, Budapest 1

E.ON España, S.L., ES, Santander 1

E.ON Észak-dunántúli Áramhálózati Zrt., HU, Győr 1

E.ON Europa, S.L., ES, Santander 2

E.ON Exploration & Production GmbH, DE, Düsseldorf 1, 8

E.ON Facility Management GmbH, DE, Munich 1, 8

E.ON Fastigheter Sverige AB, SE, Malmö 1

E.ON Fernwärme GmbH, DE, Gelsenkirchen 1

E.ON Finanzanlagen GmbH, DE, Düsseldorf 1, 8

E.ON First Future Energy Holding B.V., NL, Rotterdam 1

E.ON Försäkring Sverige AB, SE, Malmö 1

E.ON Försäljning Sverige AB, SE, Malmö 1

E.ON France Management S.A.S., FR, Paris 2

E.ON France S.A.S., FR, Paris 1

E.ON Gas Mobil GmbH, DE, Essen 2

E.ON Gas Storage GmbH, DE, Essen 1

E.ON Gas Storage UK Limited, GB, Coventry 1

E.ON Gas Sverige AB, SE, Malmö 1

E.ON Gashandel Sverige AB, SE, Malmö 1

E.ON Gasification Development AB, SE, Malmö 1

E.ON Gaz Distributie S.A., RO, Târgu Mureş 1

100.0

53.4

100.0

51.0

E.ON Gazdasági Szolgáltató Kft., HU, Győr 1

E.ON Generación, S.L., ES, Santander 1

E.ON Generation Belgium N.V., BE, Vilvoorde 1

E.ON Generation GmbH, DE, Hanover 1

E.ON Global Commodities North America LLC, US,
Wilmington 1

E.ON Global Commodities SE, DE, Düsseldorf 1

E.ON Gruga Geschäftsführungsgesellschaft mbH, DE,
Düsseldorf 2

E.ON Gruga Objektgesellschaft mbH & Co. KG, DE,
Düsseldorf 1, 8

E.ON Hálózati Szolgáltató Kft., HU, Pécs 1

E.ON Hanse AG, DE, Quickborn 1

E.ON Hanse Wärme GmbH, DE, Hamburg 1

E.ON Human Resources International GmbH, DE, Munich 1, 8

E.ON Hungária Zrt., HU, Budapest 1

E.ON Iberia Holding GmbH, DE, Düsseldorf 1, 8

E.ON Iberia Services, S.L., ES, Málaga 1

E.ON Inhouse Consulting GmbH, DE, Essen 2

E.ON Innovation Co-Investments Inc., US, Wilmington 2

E.ON Instalatii Interioare S.A., RO, Târgu Mureş 2

E.ON INTERNATIONAL FINANCE B.V., NL, Rotterdam 1

E.ON Invest GmbH, DE, Grünwald 2

E.ON IT Bulgaria EOOD i.L., BG, Sofia 2

E.ON IT UK Ltd., GB, Coventry 1

E.ON Italia S.p.A., IT, Milan 1

E.ON JobCenter Sverige AB, SE, Malmö 1

E.ON Kärnkraft Finland AB, FI, Kajaani 2

E.ON Kärnkraft Sverige AB, SE, Malmö 1

E.ON Kernkraft GmbH, DE, Hanover 1

E.ON Közép-dunántúli Gázhálózati Zrt., HU, Nagykanizsa 1

E.ON Kraftwerke 6. Beteiligungs-GmbH, DE, Hanover 2

E.ON Kraftwerke GmbH, DE, Landshut 1

E.ON Kundenservice GmbH, DE, Landshut 1

E.ON Kundsupport Sverige AB, SE, Malmö 1

E.ON Limited, GB, Coventry 2

E.ON Mälarkraft Värme AB, SE, Håbo 1

E.ON Masdar Integrated Carbon LLC, AE, Kalif A City,
Abu Dhabi 5

E.ON Metering GmbH, DE, Munich 2

E.ON Mitte Vertrieb GmbH, DE, Kassel 1

E.ON Moldova Distributie S.A., RO, Iași 1

E.ON NA Capital LLC, US, Wilmington 1

E.ON NA Investments LLC, US, Wilmington 1

E.ON Netz GmbH, DE, Bayreuth 1

100.0

68.0

100.0

99.8

100.0

99.8

50.0

100.0

68.0

100.0

198 Notes

Disclosures Pursuant to Section 313 (2) HGB of Companies in Which Equity
Investments Are Held (as of December 31, 2013)

Name, location

Stake (%)

Name, location

Stake (%)

E.ON New Build & Technology B.V., NL, Rotterdam 2

E.ON New Build & Technology BVBA, BE, Vilvoorde 2

E.ON New Build & Technology GmbH, DE, Gelsenkirchen 1

E.ON New Build & Technology Limited, GB, Coventry 1

E.ON Nord Sverige AB, SE, Malmö 1

E.ON Nordic AB, SE, Malmö 1

E.ON North America LLC, US, Wilmington 1

E.ON Off Grid Solution GmbH, DE, Düsseldorf 2

E.ON Perspekt GmbH, DE, Düsseldorf 2

E.ON Polska Sp. z o.o. w likwidacji, PL, Warsaw 2

E.ON Portfolio Solution GmbH, DE, Düsseldorf 2

E.ON Power Plants Belgium BVBA, BE, Brussels 2

E.ON Produktion Danmark A/S, DK, Frederiksberg 1

E.ON Produzione Centrale Livorno Ferraris S.p.A., IT, Milan 1

E.ON Produzione S.p.A., IT, Sassari 1

E.ON Project Earth Limited, GB, Coventry 1

E.ON Provence Biomasse SARL, FR, Paris 2

E.ON RAG Beteiligungsgesellschaft mbH, DE, Düsseldorf 1

E.ON RE Investments LLC, US, Wilmington 1

E.ON Real Estate GmbH, DE, Essen 2

E.ON Regenerabile România S.R.L, RO, Iași 2

E.ON Renovables Financiera, S.L., ES, Madrid 2

E.ON Renovables, S.L., ES, Madrid 1

E.ON Renovaveis Portugal, SGPS S.A., PT, Lisbon 1

E.ON Retail Limited, GB, Coventry 2

E.ON Risk Consulting GmbH, DE, Düsseldorf 1

E.ON România S.R.L., RO, Târgu Mureş 1

E.ON Ruhrgas Austria GmbH, AT, Vienna 1

E.ON Ruhrgas BBL B.V., NL, Voorburg 1

E.ON Ruhrgas Dutch Holding B.V. in liquidatie, NL, Den Haag 2

E.ON Ruhrgas GPA GmbH, DE, Essen 1, 8

E.ON Ruhrgas International GmbH, DE, Essen 1, 8

E.ON Ruhrgas Nigeria Limited, NG, Abuja 2

E.ON Ruhrgas Personalagentur GmbH, DE, Essen 2

E.ON Ruhrgas Portfolio GmbH, DE, Essen 1, 8

E.ON Russia Beteiligungs GmbH, DE, Düsseldorf 2

E.ON Russia Holding GmbH, DE, Düsseldorf 1, 8

E.ON Sechzehnte Verwaltungs GmbH, DE, Düsseldorf 1, 8

E.ON Service GmbH, DE, Essen 2

E.ON Servicii Clienti SRL, RO, Târgu Mureş 1

E.ON Servicii S.R.L., RO, Târgu Mureş 1

E.ON Servicii Tehnice S.R.L., RO, Bucharest 1

E.ON Servisní, s.r.o., CZ, České Budějovice 1

E.ON Siebzehnte Verwaltungs GmbH, DE, Düsseldorf 2

100.0

75.0

100.0

90.2

100.0

E.ON Slovensko, a.s., SK, Bratislava 1

E.ON Smart Living AB, SE, Malmö 1

E.ON Sverige AB, SE, Malmö 1

E.ON Tiszántúli Áramhálózati Zrt., HU, Debrecen 1

E.ON Trend s.r.o., CZ, České Budějovice 1

E.ON Turkey Enerji Anonim Şirketi, TR, Ankara 2

E.ON Ügyfélszolgálati Kft., HU, Budapest 1

E.ON UK CHP Limited, GB, Coventry 1

E.ON UK CoGeneration Limited, GB, Coventry 1

E.ON UK Directors Limited, GB, Coventry 2

E.ON UK Energy Services Limited, GB, Coventry 2

E.ON UK Energy Solutions Limited, GB, Coventry 2

E.ON UK Gas Limited, GB, Coventry 1

E.ON UK Holding Company Limited, GB, Coventry 1

E.ON UK Industrial Shipping Limited, GB, Coventry 2

E.ON UK Ironbridge Limited, GB, Coventry 2

E.ON UK Pension Trustees Limited, GB, Coventry 2

E.ON UK plc, GB, Coventry 1

E.ON UK Power Technology Limited, GB, Coventry 2

E.ON UK Property Services Limited, GB, Coventry 2

E.ON UK PS Limited, GB, Coventry 2

E.ON UK Retail Limited, GB, Coventry 2

E.ON UK Secretaries Limited, GB, Coventry 2

E.ON UK Technical Services Limited, GB, Edinburgh 2

E.ON UK Trustees Limited, GB, Coventry 2

E.ON US Corporation, US, Wilmington 1

E.ON US Energy LLC, US, Red Bank 1

E.ON US Holding GmbH, DE, Düsseldorf 1, 8

E.ON Varme Danmark ApS, DK, Frederiksberg 1

E.ON Värme Sverige AB, SE, Malmö 1

E.ON Värme Timrå AB, SE, Sundsvall 1

E.ON Värmekraft Sverige AB, SE, Karlshamn 1

E.ON Vattenkraft Sverige AB, SE, Sundsvall 1

E.ON Verwaltungs AG Nr. 1, DE, Munich 2

E.ON Vierundzwanzigste Verwaltungs GmbH, DE, Düsseldorf 2

E.ON Wind Denmark AB, SE, Malmö 2

E.ON Wind Kårehamn AB, SE, Malmö 1

E.ON Wind Norway AB, SE, Malmö 2

E.ON Wind Services A/S, DK, Rødbyhavn 1

E.ON Wind Sweden AB, SE, Malmö 1

E.ON Zwanzigste Verwaltungs GmbH, DE, Düsseldorf 2

E.ON Zweiundzwanzigste Verwaltungs GmbH, DE,
Düsseldorf 2

East Midlands Electricity Distribution Holdings, GB, Coventry 2

100.0

90.9

100.0

199

Disclosures Pursuant to Section 313 (2) HGB of Companies in Which Equity
Investments Are Held (as of December 31, 2013)

Name, location

Stake (%)

Name, location

Stake (%)

East Midlands Electricity Distribution Limited, GB, Coventry 2

100.0

Elevate Wind Holdco, LLC, US, Wilmington 3

East Midlands Electricity Generation (Corby) Limited, GB,
Coventry 1

East Midlands Electricity Limited, GB, Coventry 1

East Midlands Electricity Share Scheme Trustees Limited,
GB, Coventry 2

EAV Beteiligungs-GmbH, DE, Helmstedt 1

EBG 1. Beteiligungsgesellschaft mbH, DE, Essen 2

EBY Energiedienstleistungen Licht GmbH, DE, Regensburg 2

EBY Gewerbeobjekt GmbH, DE, Regensburg 2

EBY Immobilien GmbH & Co. KG, DE, Regensburg 2

EBY kaufmännische Energiedienstleistungen GmbH, DE,
Regensburg 2

EBY Port 1 GmbH, DE, Munich 1

EBY Port 3 GmbH, DE, Regensburg 1

EBY Port 5 GmbH, DE, Regensburg 2

EBY technische Energiedienstleistungen GmbH, DE,
Regensburg 2

EC&R Asset Management, LLC, US, Wilmington 1

EC&R Canada Ltd., CA, Saint John 1

EC&R Development, LLC, US, Wilmington 1

EC&R Energy Marketing, LLC, US, Wilmington 1

EC&R Investco EPC Mgmt, LLC, US, Wilmington 2

EC&R Investco Mgmt II, LLC, US, Wilmington 1

EC&R Investco Mgmt, LLC, US, Wilmington 1

EC&R NA Solar PV, LLC, US, Wilmington 2

EC&R O&M, LLC, US, Wilmington 1

EC&R Panther Creek Wind Farm III, LLC, US, Wilmington 1

EC&R QSE, LLC, US, Wilmington 1

EC&R Services, LLC, US, Wilmington 1

EC&R Sherman, LLC, US, Wilmington 2

EC&R Solar Development, LLC, US, Wilmington 2

Economy Power Limited, GB, Coventry 1

EEP 2. Beteiligungsgesellschaft mbH, DE, Munich 2

EEP Kraftwerksgesellschaft Obernburg mbH, DE, Munich 2

EFG Erdgas Forchheim GmbH, DE, Forchheim 5

EFM GmbH & Co. Beta KG, DE, Karlsfeld 1, 8

EFR CEE Szolgáltató Kft., HU, Budapest 5

EFR Europäische Funk-Rundsteuerung GmbH, DE, Munich 5

EH-SZER Energetikai és Távközlési Hálózatépítő és
Szerelő Kft., HU, Győr 1

Ekopur d.o.o., SI, Ljubljana 2

Elecdey CARCELÉN, S.A., ES, Albacete 4

Electricity ON XXI, S.L., ES, Albacete 2

Elektrizitätswerk Schwandorf GmbH, DE, Schwandorf 2

100.0

24.9

100.0

37.0

39.9

100.0

23.0

100.0

ELICA S.R.L., IT, Milan 2

Elmregia GmbH, DE, Schöningen 5

Első Magyar Szélerőmű Kft., HU, Kulcs 2

Elverket Vallentuna AB, SE, Vallentuna 4

EME Distribution No. 2 Limited, GB, Coventry 2

ENACO Energieanlagen- und Kommunikationstechnik
GmbH, DE, Maisach 5

Energest S.r.l., IT, Mira (VE) 2

Energetika Malenovice, a.s., CZ, Zlín-Malenovice 2

ENERGETIKA SERVIS s.r.o., CZ, České Budějovice 2

Energetyka Cieplna miasta Skarżysko-Kamienna
Sp. z o.o., PL, Skarżysko-Kamienna 2

Energetyka Cieplna Opolszczyzny S.A., PL, Opole 5

Energia Eolica Sud s.r.l., IT, Milan 2

Energías Renovables de Euskadi, S.L., ES, Bilbao 5

Energie und Wasser Potsdam GmbH, DE, Potsdam 4

Energie und Wasser Wahlstedt/Bad Segeberg GmbH &
Co. KG (ews), DE, Bad Segeberg 5

Energie-Agentur Weyhe GmbH, DE, Weyhe 5

Energieerzeugungswerke Geesthacht GmbH, DE,
Geesthacht 5

Energienetze Bayern GmbH, DE, Regensburg 1

Energienetze Schaafheim GmbH, DE, Regensburg 2

Energieversorgung Alzenau GmbH (EVA), DE, Alzenau 5

Energieversorgung Buching-Trauchgau (EBT) Gesellschaft
mit beschränkter Haftung, DE, Halblech 5

Energieversorgung Putzbrunn GmbH & Co. KG, DE,
Putzbrunn 5

Energieversorgung Putzbrunn Verwaltungs GmbH, DE,
Putzbrunn 5

Energieversorgung Sehnde GmbH, DE, Sehnde 5

Energieversorgung Vechelde GmbH & Co KG, DE, Vechelde 5

Energie-Wende-Garching GmbH & Co. KG, DE, Garching 5

Energie-Wende-Garching Verwaltungs-GmbH, DE, Garching 5

Energiewerke Isernhagen GmbH, DE, Isernhagen 5

Energy Collection Services Limited, GB, Coventry 2

Enerjisa Enerji A.Ş., TR, Istanbul 3

Eneva Participações S.A., BR, Rio de Janeiro 5

ENEVA S.A., BR, Rio de Janeiro 3

Enfield Energy Centre Limited, GB, Coventry 1

Enfield Energy Services (Europe) Limited, GB, Coventry 2

Enfield Operations (UK) Limited, GB, Coventry 2

ENSECO GmbH, DE, Unterschleißheim 5

Eólica de Levante, S.L., ES, Alicante 5

50.0

100.0

49.0

74.7

43.4

100.0

26.0

100.0

88.8

45.7

100.0

30.0

35.0

50.1

50.0

33.4

100.0

69.5

50.0

30.0

49.0

50.0

49.0

100.0

50.0

37.9

100.0

49.0

25.0

200 Notes

Disclosures Pursuant to Section 313 (2) HGB of Companies in Which Equity
Investments Are Held (as of December 31, 2013)

Name, location

Stake (%)

Name, location

Stake (%)

Eólica de São Julião, Lda, PT, Lisbon 4

45.0

Flatlands Wind Farm, LLC, US, Wilmington 2

EÓLICA MARÍTIMA Y PORTUARIA, SOCIEDAD LIMITADA,
ES, Oviedo 2

Eoliser Serviços de Gestão para parques eólicos, Lda, PT,
Lisbon 1

EOS PAX IIA, S.L., ES, Santiago de Compostela 4

EPS Polska Holding Sp. z o.o., PL, Warsaw 1

Erdgasversorgungsgesellschaft Thüringen-Sachsen mbH
(EVG), DE, Erfurt 3

Ergon Energia S.r.l. in liquidazione, IT, Brescia 4

Ergon Energy Limited, GB, Coventry 2

Ergon Holding Company Limited, GB, Coventry 2

Ergon Holdings Ltd, MT, St. Julians 1

Ergon Insurance Ltd, MT, St. Julians 1

Ergon Nominees Limited, GB, Coventry 2

Ergon Overseas Holdings Limited, GB, Coventry 1

Ergosud S.p.A., IT, Rome 3

ERKA Vermögensverwaltungsgesellschaft mbH, DE,
Düsseldorf 2

ESN EnergieSystemeNord GmbH, DE, Schwentinental 5

Esperanto Infrastructure II SARL, LU, Luxembourg 4

Etzel Gas-Lager GmbH & Co. KG, DE, Friedeburg-Etzel 7

Etzel Gas-Lager Management GmbH, DE, Friedeburg-Etzel 5

European Nuclear Energy Leadership Academy GmbH in
Liquidation, DE, Garching 5

Evantec GmbH, DE, Munich 2

EVG Energieversorgung Gemünden GmbH, DE,
Gemünden am Main 5

EVU Services GmbH, DE, Neumünster 2

EWC Windpark Cuxhaven GmbH, DE, Munich 5

ews Verwaltungsgesellschaft mbH, DE, Bad Segeberg 5

Exporting Commodities International LLC, US, Marlton 4

EZV Energie- und Service GmbH & Co. KG Untermain, DE,
Wörth am Main 5

EZV Energie- und Service Verwaltungsgesellschaft mbH,
DE, Wörth am Main 5

Falkenbergs Biogas AB, SE, Malmö 2

Farma Wiatrowa Barzowice Sp. z o.o., PL, Warsaw 1

Fernwärmeversorgung Freising Gesellschaft mit
beschränkter Haftung (FFG), DE, Freising 5

Fernwärmeversorgung Herne GmbH, DE, Herne 5

FIDELIA Holding LLC, US, Wilmington 1

Fitas Verwaltung GmbH & Co. Dritte Vermietungs-KG, DE,
Pullach i. Isartal 2

FITAS Verwaltung GmbH & Co. REGIUM-Objekte KG, DE,
Pullach i. Isartal 2

70.0

100.0

48.5

100.0

50.0

100.0

50.0

100.0

47.5

49.0

75.2

26.3

100.0

49.0

100.0

50.0

50.2

30.0

28.9

28.8

65.0

100.0

50.0

100.0

90.0

Forest Creek Investco, Inc., US, Wilmington 1

Forest Creek WF Holdco, LLC, US, Wilmington 1

Forest Creek Wind Farm, LLC, US, Wilmington 1

Freya Bunde-Etzel GmbH & Co. KG, DE, Essen 3

G.E.I. - Gestione Energetica Impianti S.p.A., IT, Crema 4

Gasag Berliner Gaswerke Aktiengesellschaft, DE, Berlin 4

Gasnetzgesellschaft Laatzen-Süd mbH, DE, Laatzen 5

Gasspeicher Lehrte GmbH, DE, Helmstedt 2

Gasum Oy, FI, Espoo 4

Gas-Union GmbH, DE, Frankfurt/Main 4

Gasversorgung Bad Rodach GmbH, DE, Bad Rodach 5

Gasversorgung Ebermannstadt GmbH, DE, Ebermannstadt 5

Gasversorgung im Landkreis Gifhorn GmbH (GLG), DE,
Wolfsburg 1

Gasversorgung Unterfranken Gesellschaft mit
beschränkter Haftung, DE, Würzburg 4

Gasversorgung Vorpommern GmbH, DE, Trassenheide 5

Gasversorgung Wismar Land GmbH, DE, Lübow 5

Gasversorgung Wismar Land Vertrieb GmbH, DE, Lübow 5

Gasversorgung Wunsiedel GmbH, DE, Wunsiedel 5

Gelsenberg GmbH & Co. KG, DE, Düsseldorf 1

Gelsenberg Verwaltungs GmbH, DE, Düsseldorf 2

Gelsenwasser Beteiligungs-GmbH, DE, Munich 2

Gem. Ges. zur Förderung des E.ON Energy Research
Center mbH, DE, Aachen 5

Gemeindewerke Gräfelfing GmbH & Co. KG, DE, Gräfelfing 5

Gemeindewerke Gräfelfing Verwaltungs GmbH, DE,
Gräfelfing 5

Gemeindewerke Leck GmbH, DE, Leck 5

Gemeindewerke Uetze GmbH, DE, Uetze 5

Gemeindewerke Wedemark GmbH, DE, Wedemark 5

Gemeindewerke Wietze GmbH, DE, Wietze 5

Gemeinschaftskernkraftwerk Grohnde GmbH & Co. oHG,
DE, Emmerthal 1

Gemeinschaftskernkraftwerk Grohnde Management
GmbH, DE, Emmerthal 2

Gemeinschaftskernkraftwerk Isar 2 GmbH, DE,
Essenbach 2

Gemeinschaftskraftwerk Irsching GmbH, DE, Vohburg 1

Gemeinschaftskraftwerk Kiel Gesellschaft mit
beschränkter Haftung, DE, Kiel 5

Gemeinschaftskraftwerk Staudinger Verwaltungs-GmbH,
DE, Großkrotzenburg 2

Gemeinschaftskraftwerk Veltheim Gesellschaft mit
beschränkter Haftung, DE, Porta Westfalica 1

100.0

60.0

48.9

36.9

49.0

100.0

20.0

23.6

50.0

95.0

64.0

49.0

50.0

100.0

50.0

49.0

49.9

49.0

100.0

83.2

75.0

50.2

50.0

100.0

66.7

201

Disclosures Pursuant to Section 313 (2) HGB of Companies in Which Equity
Investments Are Held (as of December 31, 2013)

Name, location

Stake (%)

Name, location

Stake (%)

Gemeinschaftskraftwerk Weser GmbH & Co. oHG, DE,
Emmerthal 1

Geólica Magallón, S.L, ES, Zaragoza 4

Geothermie-Wärmegesellschaft Braunau-Simbach mbH,
AT, Braunau am Inn 5

Gesellschaft für Energie und Klimaschutz Schleswig-
Holstein GmbH, DE, Kiel 5

GfS Gesellschaft für Simulatorschulung mbH, DE, Essen 5

GHD Bayernwerk AG & Co. KG, DE, Dingolfing 2

GLG Netz GmbH, DE, Gifhorn 1

GNS Gesellschaft für Nuklear-Service mbH, DE, Essen 5

GOLLIPP Bioerdgas GmbH & Co KG, DE, Gollhofen 5

GOLLIPP Bioerdgas Verwaltungs GmbH, DE, Nuremberg 5

Gondoskodás-Egymásért Alapítvány, HU, Debrecen 2

Grandview Wind Farm II, LLC, US, Wilmington 2

Grandview Wind Farm III, LLC, US, Wilmington 2

Grandview Wind Farm, LLC, US, Wilmington 2

Green Sky Energy Limited, GB, Bury 1

GrönGas Partner A/S, DK, Hirtshals 5

Guyane Conhilac Energies SARL, FR, La Ciotat 2

Hamburg Netz GmbH, DE, Hamburg 1

Hamburger Hof Versicherungs-Aktiengesellschaft, DE,
Düsseldorf 2

Hams Hall Management Company Limited, GB, Coventry 5

Harzwasserwerke GmbH, DE, Hildesheim 4

Havelstrom Zehdenick GmbH, DE, Zehdenick 5

Heizwerk Holzverwertungsgenossenschaft Stiftland eG &
Co. oHG, DE, Neualbenreuth 5

Helioenergy Electricidad Dos, S.A., ES, Sevilla 3

Helioenergy Electricidad Uno, S.A., ES, Sevilla 3

66.7

36.2

20.0

33.3

41.7

75.0

100.0

48.0

50.0

100.0

50.0

100.0

74.9

Hydropower Evolutions GmbH, DE, Düsseldorf 2

Inadale Wind Farm, LLC, US, Wilmington 1

Induboden GmbH, DE, Düsseldorf 2

Induboden GmbH & Co. Grundstücksgesellschaft OHG,
DE, Düsseldorf 1

Induboden GmbH & Co. Industriewerte OHG, DE,
Düsseldorf 1

Industriekraftwerk Greifswald GmbH, DE, Kassel 5

Industry Development Services Limited, GB, Coventry 2

Informační služby - energetika, a.s., CZ, Prague 2

InfraServ-Bayernwerk Gendorf GmbH, DE, Burgkirchen/Alz 5

Infrastructure Alliance Limited, JE, St. Helier 1

Infrastrukturgesellschaft Stadt Nienburg/Weser mbH, DE,
Nienburg/Weser 5

INTERARGEM GbR, DE, Bielefeld 2

Inversora de Gas Cuyana S.A., AR, Mendoza 2

Inversora de Gas del Centro S.A., AR, Córdoba 2

Inwestycyjna Spólka Energetyczna-IRB Sp. z o.o., PL,
Warsaw 5

ISAM-Immobilien-GmbH, DE, Munich 2

Jihočeská plynárenská, a.s., CZ, České Budějovice 2

Kalmar Energi Försäljning AB, SE, Kalmar 5

100.0

Kalmar Energi Holding AB, SE, Kalmar 4

46.6

20.8

49.0

50.0

Karlshamn Kraft AB, SE, Karlshamn 1

Kärnkraftsäkerhet & Utbildning AB, SE, Nyköping 5

Kernkraftwerk Brokdorf GmbH & Co. oHG, DE, Hamburg 1

Kernkraftwerk Brunsbüttel GmbH & Co. oHG, DE, Hamburg 4

Kernkraftwerk Gundremmingen GmbH, DE,
Gundremmingen 4

Kernkraftwerk Krümmel GmbH & Co. oHG, DE, Hamburg 4

HEMAB Elförsäljning AB, SE, Malmö 1

100.0

Kernkraftwerk Stade GmbH & Co. oHG, DE, Hamburg 1

Hermann Seippel-Unterstützungseinrichtung GmbH, DE,
Essen 2

HEUREKA-Gamma AG, CH, Baden-Dättwil 2

HGC Hamburg Gas Consult GmbH, DE, Hamburg 2

Hibernia Gamma Beteiligungsgesellschaft mbH, DE,
Frankfurt/Main 4

Hochtemperatur-Kernkraftwerk GmbH (HKG),
Gemeinsames europäisches Unternehmen, DE, Hamm 5

Högbytorp Kraftvärme AB, SE, Malmö 2

Holford Gas Storage Limited, GB, Edinburgh 1

Holsteiner Wasser GmbH, DE, Neumünster 5

HSE AVG Beteiligungs-GmbH, DE, Darmstadt 5

HSN Magdeburg GmbH, DE, Magdeburg 1

HUGE Kft., HU, Budapest 2

100.0

39.4

26.0

100.0

50.0

74.9

100.0

Kernkraftwerke Isar Verwaltungs GmbH, DE, Essenbach 1

KGW - Kraftwerk Grenzach-Wyhlen GmbH, DE, Munich 1

Klåvbens AB, SE, Olofström 5

Kokereigasnetz Ruhr GmbH, DE, Essen 2

Kolbäckens Kraft KB, SE, Sundsvall 1

Komáromi Kogenerációs Erőmű Kft., HU, Győr 2

KommEnergie Erzeugungs GmbH, DE, Eichenau 5

KommEnergie GmbH, DE, Eichenau 5

Kommunale Energieversorgung GmbH Eisenhüttenstadt,
DE, Eisenhüttenstadt 5

Kommunale Klimaschutzgesellschaft Landkreis Celle
gemeinnützige GmbH, DE, Celle 5

Kommunale Klimaschutzgesellschaft Landkreis Uelzen
gemeinnützige GmbH, DE, Celle 5

100.0

49.0

100.0

50.0

100.0

49.9

66.7

24.0

75.0

50.0

100.0

40.0

50.0

70.0

25.0

80.0

33.3

25.0

50.0

66.7

100.0

69.8

50.0

100.0

67.0

49.0

25.0

202 Notes

Disclosures Pursuant to Section 313 (2) HGB of Companies in Which Equity
Investments Are Held (as of December 31, 2013)

Name, location

Stake (%)

Name, location

Stake (%)

Kraftwerk Buer Betriebsgesellschaft mbH i.L., DE,
Gelsenkirchen 5

Kraftwerk Buer GbR, DE, Gelsenkirchen 5

Kraftwerk Burghausen GmbH, DE, Munich 1

Kraftwerk Hattorf GmbH, DE, Munich 1

Kraftwerk Obernburg GmbH, DE, Erlenbach am Main 5

Kraftwerk Plattling GmbH, DE, Munich 1

Kraftwerk Schkopau Betriebsgesellschaft mbH, DE,
Schkopau 1

Kraftwerk Schkopau GbR, DE, Schkopau 1

Kraftwerks-Simulator-Gesellschaft mbH, DE, Essen 5

Kurgan Grundstücks-Verwaltungsgesellschaft mbH & Co.
oHG, DE, Grünwald 1

LandE GmbH, DE, Wolfsburg 1

Landwehr Wassertechnik GmbH, DE, Schöppenstedt 2

Lighting for Staffordshire Holdings Limited, GB, Coventry 1

Lighting for Staffordshire Limited, GB, Coventry 1

Lillo Energy NV, BE, Beveren/Antwerp 5

Limfjordens Bioenergi ApS, DK, Frederiksberg 2

Limited Liability Company E.ON IT, RU, Moscow 2

London Array Limited, GB, Coventry 5

LSW Energie Verwaltungs-GmbH, DE, Wolfsburg 2

LSW Holding GmbH & Co. KG, DE, Wolfsburg 4

LSW Holding Verwaltungs-GmbH, DE, Wolfsburg 2

LSW Netz Verwaltungs-GmbH, DE, Wolfsburg 5

Lubmin-Brandov Gastransport GmbH, DE, Essen 1

LUMEN DISTRIBUČNÍ SOUSTAVY, s.r.o., CZ, České Budějovice 5

Lumen Energy a.s., CZ, Prague 5

LUMEN SYNERGY s.r.o., CZ, České Budějovice 5

Luminar S.r.l., IT, Milan 1

Luna Lüneburg GmbH, DE, Lüneburg 5

Maasvlakte CCS Project B.V., NL, Rotterdam 5

Magic Valley Wind Farm I, LLC, US, Wilmington 1

Magic Valley Wind Farm II, LLC, US, Wilmington 2

Magic Valley Wind Farm III, LLC, US, Wilmington 2

Mainkraftwerk Schweinfurt Gesellschaft mit
beschränkter Haftung, DE, Munich 2

Maricopa East Solar PV 2, LLC, US, Wilmington 2

Maricopa East Solar PV I, LLC, US, Wilmington 2

Maricopa West Solar PV, LLC, US, Wilmington 2

Matrix Control Solutions Limited, GB, Bury 1

MEON Pensions GmbH & Co. KG, DE, Grünwald 1, 8

MEON Verwaltungs GmbH, DE, Grünwald 2

Měření dodávek plynu, a.s., CZ, Prague 2

Metegra GmbH, DE, Laatzen 5

50.0

100.0

50.0

100.0

55.6

58.1

41.7

90.0

69.6

100.0

60.0

100.0

50.0

78.0

100.0

30.0

57.0

100.0

34.0

40.0

34.0

100.0

49.0

50.0

100.0

75.0

100.0

25.0

Meter Services Limited, GB, Coventry 2

Metering Services Limited, GB, Coventry 2

METHA-Methanhandel GmbH, DE, Essen 1

MFG Flughafen-Grundstücksverwaltungsgesellschaft
mbH & Co. Gamma oHG, DE, Grünwald 7

Midlands Electricity Limited, GB, Coventry 2

Midlands Gas Limited, GB, Coventry 2

Midlands Generation (Overseas) Limited, GB, Coventry 2

Midlands Power (UK) Limited, GB, Coventry 2

Midlands Power International Limited, GB, Coventry 2

Midlands Sales Limited, GB, Coventry 2

Mittlere Donau Kraftwerke Aktiengesellschaft, DE, Munich 2

Montan GmbH Assekuranz-Makler, DE, Düsseldorf 4

Monte Elva Solar S.r.l., IT, Sassari 1

Mosoni-Duna Menti Szélerőmű Kft., HU, Győr 2

Munkabol Vind AB, SE, Malmö 2

Munnsville Investco, LLC, US, Wilmington 1

Munnsville WF Holdco, LLC, US, Wilmington 1

Munnsville Wind Farm, LLC, US, Wilmington 1

Netz- und Windservice (NWS) GmbH, DE, Schwerin 2

Netz Veltheim GmbH, DE, Porta Westfalica 1

Netzanschluss Mürow Oberdorf GbR, DE, Bremerhaven 5

Netzgesellschaft Bad Münder GmbH & Co. KG, DE,
Bad Münder 5

Netzgesellschaft Barsinghausen GmbH & Co. KG, DE,
Barsinghausen 5

Netzgesellschaft Gehrden mbH, DE, Gehrden 5

Netzgesellschaft Hemmingen mbH, DE, Hemmingen 5

Netzgesellschaft Hildesheimer Land GmbH & Co. KG, DE,
Giesen 5

Netzgesellschaft Hildesheimer Land Verwaltung GmbH,
DE, Giesen 5

Netzgesellschaft Schwerin mbH (NGS), DE, Schwerin 5

Netzgesellschaft Stuhr/Weyhe mbH, DE, Weyhe 5

Neumünster Netz Beteiligungs-GmbH, DE, Neumünster 1

New Cogen Sp. z o.o., PL, Warsaw 2

Nord Stream AG, CH, Zug 4

NORD-direkt GmbH, DE, Neumünster 2

Nordzucker Bioerdgas GmbH & Co. KG, DE, Braunschweig 2

Nordzucker Bioerdgas Verwaltung-GmbH, DE,
Braunschweig 2

Northeolic Montebuño, S.L., ES, Madrid 2

Nyíregyházi Kombinált Ciklusú Erőmű Kft., HU, Nyíregyháza 1

OAO E.ON Russia, RU, Surgut 1

OAO Severneftegazprom, RU, Krasnoselkup 4

100.0

90.0

100.0

60.0

44.3

100.0

66.7

34.8

49.0

40.0

49.0

50.1

96.0

15.5

100.0

50.0

75.0

100.0

83.7

25.0

203

Disclosures Pursuant to Section 313 (2) HGB of Companies in Which Equity
Investments Are Held (as of December 31, 2013)

Name, location

Stake (%)

Name, location

Stake (%)

OAO Shaturskaya Upravlyayuschaya Kompaniya, RU,
Shatura 1

Obere Donau Kraftwerke Aktiengesellschaft, DE, Munich 2

Oebisfelder Wasser und Abwasser GmbH, DE, Oebisfelde 5

Offshore Trassenplanungs GmbH, DE, Hanover 2

Offshore-Windpark Beta Baltic GmbH, DE, Munich 2

Offshore-Windpark Delta Nordsee GmbH, DE, Munich 2

OKG AB, SE, Oskarshamn 1

OLT Offshore LNG Toscana S.p.A., IT, Milan 3

OOO E.ON Connecting Energies, RU, Moscow 2

OOO E.ON E&P Russia, RU, Moscow 2

OOO E.ON Russia Power, RU, Moscow 2

OOO Teplosbyt, RU, Shatura 1

Oskarshamns Energi AB, SE, Oskarshamn 4

Östersjöfrakt AB, SE, Örebro 1

Östrand Energi AB, SE, Sundsvall 1

Panrusgáz Zrt., HU, Budapest 5

Panther Creek Solar, LLC, US, Wilmington 2

Panther Creek Wind Farm I&II, LLC, US, Wilmington 1

Parque Eólico Barlavento, S.A., PT, Lisbon 1

Patriot Wind Farm, LLC, US, Wilmington 2

PEG Infrastruktur AG, CH, Zug 1

Peißenberger Kraftwerksgesellschaft mit beschränkter
Haftung, DE, Peißenberg 2

Peißenberger Wärmegesellschaft mbH, DE, Peißenberg 5

Perstorps Fjärrvärme AB, SE, Perstorp 5

Pioneer Trail Wind Farm, LLC, US, Wilmington 1

Powergen (East Midlands) Investments, GB, Coventry 2

Powergen (East Midlands) Loan Notes, GB, Coventry 2

Powergen Group Holdings Limited, GB, Coventry 2

Powergen Group Investments, GB, Coventry 2

Powergen Holdings B.V., NL, Amsterdam 1

Powergen Holdings SARL, LU, Luxembourg 2

Powergen International Limited, GB, Coventry 1

Powergen Ireland Limited, GB, Coventry 2

Powergen Limited, GB, Coventry 1

Powergen LS SE, GB, Coventry 1

Powergen Luxembourg Holdings SARL, LU, Luxembourg 1

Powergen Power No. 1 Limited, GB, Coventry 1

Powergen Power No. 2 Limited, GB, Coventry 1

Powergen Power No. 3 Limited, GB, Coventry 1

Powergen Retail Limited, GB, Coventry 2

Powergen Retail Supply Limited, GB, Coventry 2

Powergen Serang Limited, GB, Coventry 2

51.0

60.0

49.0

50.0

100.0

54.5

46.8

100.0

50.0

80.0

100.0

25.0

100.0

90.0

100.0

50.0

100.0

Powergen UK Holding Company Limited, GB, Coventry 2

Powergen UK Investments, GB, Coventry 1

Powergen UK Limited, GB, Coventry 2

Powergen UK Securities, GB, Coventry 2

Powergen US Holdings Limited, GB, Coventry 1

Powergen US Investments, GB, Coventry 1

Powergen US Securities Limited, GB, Coventry 1

Powergen Weather Limited, GB, Coventry 2

Pragoplyn, a.s., CZ, Prague 1

Pražská plynárenská Distribuce, a.s., člen koncernu
Pražská plynárenská, a.s., CZ, Prague 1

Pražská plynárenská Holding a.s., CZ, Prague 5

Pražská plynárenská Servis distribuce, a.s., člen koncernu
Pražská plynárenská, a.s., CZ, Prague 2

Pražská plynárenská Správa majetku, s.r.o., člen koncernu
Pražská plynárenská, a.s., CZ, Prague 2

Pražská plynárenská, a.s., CZ, Prague 1

Promec Sp. z o.o., PL, Skarżysko-Kamienna 2

Prometheus, energetické služby, a.s., člen koncernu
Pražská plynárenská, a.s., CZ, Prague 2

PT Power Jawa Barat, ID, Jakarta 5

Purena GmbH, DE, Wolfenbüttel 1

Pyron Wind Farm, LLC, US, Wilmington 1

Q-Energie b.v., NL, Eindhoven 2

Raab Karcher Electronic Systems plc, GB, Coventry 2

RAG-Beteiligungs-Aktiengesellschaft, AT, Maria Enzersdorf 4

Rauschbergbahn Gesellschaft mit beschränkter Haftung,
DE, Ruhpolding 2

RDE Regionale Dienstleistungen Energie GmbH & Co. KG,
DE, Würzburg 2

RDE Verwaltungs-GmbH, DE, Würzburg 2

REGAS GmbH & Co KG, DE, Regensburg 5

REGAS Verwaltungs-GmbH, DE, Regensburg 5

REGENSBURGER ENERGIE- UND WASSERVERSORGUNG AG,
DE, Regensburg 5

regiocom Berlin GmbH, DE, Berlin 5

regiocom GmbH, DE, Magdeburg 5

regiocom Halle GmbH, DE, Halle (Saale) 5

regiocom Salzwedel GmbH, DE, Salzwedel 5

regiolicht Niedersachsen GmbH, DE, Helmstedt 2

Regnitzstromverwertung Aktiengesellschaft, DE, Erlangen 5

REWAG REGENSBURGER ENERGIE- UND WASSER-
VERSORGUNG AG & CO KG, DE, Regensburg 4

RGE Holding GmbH, DE, Essen 1, 8

Rhein-Main-Donau Aktiengesellschaft, DE, Munich 1

100.0

49.0

100.0

49.3

100.0

40.0

94.5

100.0

53.3

100.0

30.0

77.4

78.8

100.0

50.0

35.5

50.0

100.0

33.3

35.5

100.0

77.5

204 Notes

Disclosures Pursuant to Section 313 (2) HGB of Companies in Which Equity
Investments Are Held (as of December 31, 2013)

Name, location

Ringhals AB, SE, Varberg 4

R-KOM Regensburger Telekommunikationsgesellschaft
mbH & Co. KG, DE, Regensburg 5

R-KOM Regensburger Telekommunikationsverwaltungs-
gesellschaft mbH, DE, Regensburg 5

RMD Wasserstraßen GmbH, DE, Munich 2

RMD-Consult GmbH Wasserbau und Energie, DE, Munich 2

Rødsand 2 Offshore Wind Farm AB, SE, Malmö 1

Roscoe WF Holdco, LLC, US, Wilmington 1

Roscoe Wind Farm, LLC, US, Wilmington 1

Rose Rock Wind Farm, LLC, US, Wilmington 2

Rosengård Invest AB, SE, Malmö 5

RuhrEnergie GmbH, EVR, DE, Gelsenkirchen 1

S.C. Congaz S.A., RO, Constanţa 5

S.C. Salgaz S.A., RO, Salonta 2

Safetec Entsorgungs- und Sicherheitstechnik GmbH, DE,
Heidelberg 2

San Juan de Bargas Eólica, S.L., ES, Zaragoza 4

Sand Bluff WF Holdco, LLC, US, Wilmington 1

Sand Bluff Wind Farm, LLC, US, Wilmington 1

SBI Jordberga AB, SE, Linköping 5

Scarweather Sands Limited, GB, Coventry 5

SCF2 S.R.L, IT, Rom 2

Schleswig-Holstein Netz AG, DE, Quickborn 1

Schleswig-Holstein Netz GmbH, DE, Rendsburg 2

Schleswig-Holstein Netz Verwaltungs-GmbH, DE, Quickborn 1

Sea Power & Fuel S.r.l., IT, Genoa 5

SEC A Sp. z o.o., PL, Szczecin 2

SEC B Sp. z o.o., PL, Szczecin 2

SEC Barlinek Sp. z o.o., PL, Barlinek 2

SEC C Sp. z o.o., PL, Szczecin 2

SEC D Sp. z o.o., PL, Szczecin 2

SEC Dębno Sp. z o.o., PL, Dębno 2

SEC Energia Sp. z o.o., PL, Szczecin 2

SEC HR Sp.z o.o., PL, Szczecin 2

SEC Łobez Sp. z o.o., PL, Łobez 2

SEC Myślibórz Sp. z o.o., PL, Mysliborz 2

SEC Połczyn-Zdrój Sp. z o.o., PL, Połczyn-Zdrój 2

SEC Słubice Sp. z o.o., PL, Słubice 2

SEC Strzelce Krajeńskie Sp. z o.o., PL, Strzelce Krajeńskie 2

SEE-Sul Energía Eólica, Lda, PT, Lisbon 1

SERVICE plus GmbH, DE, Neumünster 2

Service Plus Recycling GmbH, DE, Neumünster 2

Settlers Trail Wind Farm, LLC, US, Wilmington 1

Stake (%)

Name, location

Stake (%)

29.6

Sinergia Andaluza, S.L., ES, Granada 5

20.0

100.0

25.0

100.0

28.6

60.1

100.0

47.0

100.0

20.0

50.0

100.0

93.6

100.0

50.0

100.0

85.0

100.0

89.9

100.0

SINERGIA ARAGONESA, S.L., ES, Zaragoza 2

ŠKO ENERGO, s.r.o., CZ, Mladá Boleslav 5

ŠKO-ENERGO FIN, s.r.o., CZ, Mladá Boleslav 4

Snow Shoe Wind Farm, LLC, US, Wilmington 2

SO.MET. ENERGIA S.r.l., IT, Costigliole d’Asti (AT) 1

Société des Eaux de l’Est S.A., FR, Saint-Avold (Creutzwald) 5

Société Nationale d’Electricité et de Thermique,
S.A. (SNET), FR, Paris 1

Söderåsens Bioenergi AB, SE, Billesholm 5

Solar Energy s.r.o., CZ, Znojmo 5

Sollefteåforsens AB, SE, Sundsvall 4

Sønderjysk Biogasproduktion I/S, DK, Vojens 5

SPIE Energy Solutions Harburg GmbH, DE, Hamburg 5

SQC Kvalificeringscentrum AB, SE, Stockholm 5

Städtische Betriebswerke Luckenwalde GmbH, DE,
Luckenwalde 5

Städtische Werke Magdeburg GmbH & Co. KG, DE,
Magdeburg 4

Städtische Werke Magdeburg Verwaltungs-GmbH, DE,
Magdeburg 5

Stadtnetze Neustadt a. Rbge. GmbH & Co. KG, DE,
Neustadt a. Rbge. 5

Stadtnetze Neustadt a. Rbge. Verwaltungs-GmbH, DE,
Neustadt a. Rbge. 5

Stadtversorgung Pattensen GmbH & Co. KG, DE,
Pattensen 5

Stadtversorgung Pattensen Verwaltung GmbH, DE,
Pattensen 5

Stadtwerke Bad Bramstedt GmbH, DE, Bad Bramstedt 5

Stadtwerke Barth GmbH, DE, Barth 5

Stadtwerke Bergen GmbH, DE, Bergen 5

Stadtwerke Blankenburg GmbH, DE, Blankenburg 5

Stadtwerke Bogen GmbH, DE, Bogen 5

Stadtwerke Brandenburg an der Havel GmbH, DE,
Brandenburg an der Havel 4

Stadtwerke Bredstedt GmbH, DE, Bredstedt 5

Stadtwerke Burgdorf GmbH, DE, Burgdorf 5

Stadtwerke Ebermannstadt Versorgungsbetriebe GmbH,
DE, Ebermannstadt 5

Stadtwerke Eggenfelden GmbH, DE, Eggenfelden 5

Stadtwerke Frankfurt (Oder) GmbH, DE, Frankfurt (Oder) 4

Stadtwerke Garbsen GmbH, DE, Garbsen 5

Stadtwerke Geesthacht GmbH, DE, Geesthacht 5

Stadtwerke Husum GmbH, DE, Husum 5

Stadtwerke Lübz GmbH, DE, Lübz 5

25.0

60.0

21.0

42.5

100.0

60.0

25.0

100.0

51.0

25.0

50.0

35.0

33.3

29.0

26.7

24.9

49.0

36.0

49.0

30.0

41.0

36.8

49.9

49.0

25.0

49.0

39.0

24.9

49.9

25.0

205

Disclosures Pursuant to Section 313 (2) HGB of Companies in Which Equity
Investments Are Held (as of December 31, 2013)

Name, location

Stake (%)

Name, location

Stake (%)

Stadtwerke Ludwigsfelde GmbH, DE, Ludwigsfelde 5

29.0

SVO Vertrieb GmbH, DE, Celle 1

Stadtwerke Neunburg vorm Wald Strom GmbH, DE,
Neunburg vorm Wald 5

Stadtwerke Niebüll GmbH, DE, Niebüll 5

Stadtwerke Parchim GmbH, DE, Parchim 5

Stadtwerke Premnitz GmbH, DE, Premnitz 5

Stadtwerke Pritzwalk GmbH, DE, Pritzwalk 5

Stadtwerke Ribnitz-Damgarten GmbH, DE,
Ribnitz-Damgarten 5

Stadtwerke Schwedt GmbH, DE, Schwedt/Oder 5

Stadtwerke Tornesch GmbH, DE, Tornesch 5

Stadtwerke Vilshofen GmbH, DE, Vilshofen 5

Stadtwerke Wismar GmbH, DE, Wismar 4

Stadtwerke Wittenberge GmbH, DE, Wittenberge 5

Stadtwerke Wolfenbüttel GmbH, DE, Wolfenbüttel 5

Stadtwerke Wolmirstedt GmbH, DE, Wolmirstedt 5

Statco Six Limited, GB, London 2

Stella Wind Farm II, LLC, US, Wilmington 2

Stella Wind Farm, LLC, US, Wilmington 2

Stensjön Kraft AB, SE, Stockholm 4

store-x Storage Capacity Exchange GmbH, DE, Leipzig 5

Strom Germering GmbH, DE, Germering 2

Stromnetzgesellschaft Bad Salzdetfurth-Diekholzen
mbH, DE, Bad Salzdetfurth 5

Stromversorgung Ahrensburg GmbH, DE, Ahrensburg 2

Stromversorgung Angermünde GmbH, DE, Angermünde 5

Stromversorgung Ruhpolding Gesellschaft mit
beschränkter Haftung, DE, Ruhpolding 2

Stromversorgung Unterschleißheim GmbH & Co. KG, DE,
Unterschleißheim 2

Stromversorgung Unterschleißheim Verwaltungs GmbH,
DE, Unterschleißheim 2

strotög GmbH Strom für Töging, DE, Töging am Inn 5

SüdWasser GmbH, DE, Erlangen 2

SULPUR Grundstücks-Vermietungsgesellschaft mbH & Co.
Objekt Erfurt KG i.L., DE, Schönefeld 2

Sunshine 1 S.r.l., IT, Milan 2

Surschiste, S.A., FR, Mazingarbe 2

SV Civitella S.r.l., IT, Milan 1

SV VII S.r.l., IT, Milan 1

Svensk Kärnbränslehantering AB, SE, Stockholm 5

Svenskt Gastekniskt Center AB, SE, Malmö 5

SVH Stromversorgung Haar GmbH, DE, Haar 5

SVI-Stromversorgung Ismaning GmbH, DE, Ismaning 5

SVO Holding GmbH, DE, Celle 1

24.9

49.9

25.2

35.0

49.0

39.0

37.8

49.0

41.0

49.0

22.7

26.0

49.4

100.0

50.0

32.0

90.0

49.0

100.0

49.0

100.0

50.0

100.0

83.3

100.0

34.0

30.0

50.0

25.1

50.1

SWN Stadtwerke Neustadt GmbH, DE, Neustadt bei Coburg 5

SWS Energie GmbH, DE, Stralsund 4

Sydkraft Polen AB, SE, Malmö 1

Szczecińska Energetyka Cieplna Sp. z o.o., PL, Szczecin 1

Szombathelyi Erőmű Zrt., HU, Győr 2

Szombathelyi Távhöszolgáltató Kft., HU, Szombathely 5

Tapolcai Kogenerációs Erőmű Kft., HU, Győr 2

Tauerngasleitung GmbH, AT, Wals-Siezenheim 5

Tech Park Solar, LLC, US, Wilmington 2

Teplárna Kyjov, a.s., CZ, Kyjov 2

Teplárna Tábor, a.s., CZ, Tábor 1

Terminal Alpi Adriatico S.r.l., IT, Rome 1

The Power Generation Company Limited, GB, Coventry 2

Thor Cogeneration Limited, GB, Coventry 2

Thor Holdings Limited, GB, Coventry 2

Tipton Wind, LLC, US, Wilmington 2

TPG Wind Limited, GB, Coventry 5

Tractaments de Juneda, S.A., ES, Lérida 5

Trans Adriatic Pipeline AG, CH, Baar 5

Twin Forks Wind Farm, LLC, US, Wilmington 2

TXU Europe (AH Online) Limited, GB, Coventry 2

TXU Europe (AHG) Limited, GB, Coventry 2

TXU Europe (AHGD) Limited, GB, Coventry 2

TXU Europe (AHST) Limited, GB, Coventry 2

TXU Europe Group Trustee Limited, GB, Coventry 2

Überlandwerk Leinetal GmbH, DE, Gronau 5

Umspannwerk Miltzow-Mannhagen GbR, DE, Sundhagen 5

Umwelt- und Wärmeenergiegesellschaft Strasburg GmbH,
DE, Strasburg 2

Unión de Generadores de Energía, S.A., ES, Zaragoza 5

Untere Iller AG, DE, Landshut 2

Uranit GmbH, DE, Jülich 3

Utilities Center Maasvlakte Leftbank b.v., NL, Rotterdam 1

Utility Debt Services Limited, GB, Coventry 2

Valencia Solar LLC, US, Wilmington 2

VEBA Electronics LLC, US, Wilmington 1

VEBACOM Holdings LLC, US, Wilmington 2

Venado Wind Farm, LLC, US, Wilmington 2

Versorgungsbetrieb Waldbüttelbrunn GmbH, DE,
Waldbüttelbrunn 5

Versorgungsbetriebe Helgoland GmbH, DE, Helgoland 5

Versorgungskasse Energie (VVaG), DE, Hanover 1

Versuchsatomkraftwerk Kahl GmbH, DE, Karlstein 5

100.0

25.1

49.0

100.0

66.4

55.0

25.0

100.0

46.7

100.0

67.2

51.5

100.0

50.0

26.4

9.0

100.0

48.0

22.2

100.0

50.0

60.0

50.0

100.0

49.0

81.0

20.0

206 Notes

Disclosures Pursuant to Section 313 (2) HGB of Companies in Which Equity
Investments Are Held (as of December 31, 2013)

Name, location

Stake (%)

Name, location

Stake (%)

Veszprém-Kogeneráció Energiatermelő Zrt., HU, Győr 2

VEW-VKR Fernwärmeleitung Shamrock-Bochum GbR, DE,
Gelsenkirchen 2

Vici Wind Farm, LLC, US, Wilmington 2

Visioncash, GB, Coventry 1

Volkswagen AG Preussen Elektra AG Offene
Handels gesellschaft, DE, Wolfsburg 5

Wärme- und Wasserversorgung Friedensstadt GmbH, DE,
Trebbin 5

Wärmeversorgung Schenefeld GmbH, DE, Schenefeld 5

Wärmeversorgungsgesellschaft Königs Wusterhausen
mbH, DE, Königs Wusterhausen 2

Warmtebedrijf Exploitatie N.V., NL, Rotterdam 5

Wasser- und Abwassergesellschaft Vienenburg mbH, DE,
Vienenburg 5

Wasserkraftnutzung im Landkreis Gifhorn GmbH, DE,
Müden/Aller 5

Wasserversorgung Sarstedt GmbH, DE, Sarstedt 5

Wasserwerk Gifhorn Beteiligungs-GmbH, DE, Gifhorn 5

Wasserwerk Gifhorn GmbH & Co KG, DE, Gifhorn 5

Wasserwerks-Betriebsgemeinschaft Klein Heidorn GbR,
DE, Neustadt a. Rbge. 5

Wasserwirtschafts- und Betriebsgesellschaft Grafenwöhr
GmbH, DE, Grafenwöhr 5

100.0

55.1

100.0

WEA Schönerlinde GbR mbH Kiepsch & Bosse &
Beteiligungsges. e.disnatur mbH, DE, Berlin 2

Weißmainkraftwerk Röhrenhof Aktiengesellschaft, DE,
Berneck 2

West of the Pecos Solar LLC, US, Wilmington 2

Western Gas Limited, GB, Coventry 2

95.0

WEVG Salzgitter GmbH & Co. KG, DE, Salzgitter 1

50.0

40.0

50.1

50.0

49.0

50.0

49.0

49.8

50.0

WEVG Verwaltungs GmbH, DE, Salzgitter 2

Wildcat Wind Farm I, LLC, US, Wilmington 1

Wildcat Wind Farm II, LLC, US, Wilmington 2

Wildcat Wind Farm III, LLC, US, Wilmington 2

Windenergie Leinetal GmbH & Co. KG, DE, Freden 5

Windenergie Leinetal Verwaltungs GmbH, DE, Freden 5

WINDENERGIEPARK WESTKÜSTE GmbH, DE,
Kaiser-Wilhelm-Koog 2

Windpark Anhalt-Süd (Köthen) OHG, DE, Potsdam 2

Windpark Mutzschen OHG, DE, Potsdam 2

Windpark Naundorf OHG, DE, Potsdam 2

Windy Hills Limited, GB, County Tyrone 2

WVM Wärmeversorgung Maßbach GmbH, DE, Maßbach 5

Yorkshire Windpower Limited, GB, Coventry 5

ZAO Gazprom YRGM Development, RU, Salekhard 7

49.0

Západoslovenská energetika, a.s. (ZSE), SK, Bratislava 4

70.0

93.5

100.0

50.2

100.0

46.7

50.0

80.0

83.3

77.8

66.7

100.0

22.2

50.0

25.0

39.0

207

Disclosures Pursuant to Section 313 (2) HGB of Companies in Which Equity
Investments Are Held (as of December 31, 2013)

Name, location

Consolidated investment funds

E.ON Treasury 1, DE, Unterföhring 7

EBWFONDS, DE, Unterföhring 7

GRPFONDS, DE, Unterföhring 7

GSBW I, DE, Unterföhring 7

HANSEFONDS 2, DE, Unterföhring 7

On Balance 1, DE, Unterföhring 7

On Balance 2, DE, Unterföhring 7

On Balance 3, DE, Unterföhring 7

On Balance 4, DE, Unterföhring 7

On Balance 5, DE, Unterföhring 7

OP-Fonds ONE, DE, Unterföhring 7

TASSILO, DE, Unterföhring 7

VKE-FONDS, DE, Unterföhring 7

Stake (%)

100.0

Name, location

Other companies in which share investments are held

AB Lesto, LT, Vilnius 6, 9

Enovos International S.A., LU, Esch-sur-Alzette 6, 9

Forsmarks Kraftgrupp AB, SE, Östhammar 6

infra fürth gmbh, DE, Fürth 6

Powernext, S.A., FR, Paris 6

Stake (%)

Equity
€ in millions

Earnings
€ in millions

11.8

10.0

8.5

19.9

5.0

959.8

723.7

38.0

67.3

22.0

-12.8

54.9

0.3

0.0

4.9

208 Supervisory Board and Board of Management

Supervisory Board (and Information on Other Directorships Held by Supervisory Board Members)

Werner Wenning
Chairman of the Supervisory Board,
E.ON SE
Chairman of the Supervisory Board,
Bayer AG
• Bayer AG (Chairman)
• Deutsche Bank AG (until May 23, 2013)
• Henkel Management AG

(since September 16, 2013)

• HDI V.a.G.

(until May 6, 2013)

• Siemens AG (since January 23, 2013)
• Talanx AG

(until May 6, 2013)

• Freudenberg & Co. KG

(Shareholders’ Committee,

until June 29, 2013)
• Henkel AG & Co. KGaA

(Shareholders’ Committee)

Prof. Dr. Ulrich Lehner
Member of the Shareholders’ Committee,
Henkel AG & Co. KGaA
Deputy Chairman of the Supervisory
Board, E.ON SE
• Deutsche Telekom AG (Chairman)
• Henkel Management AG
(until March 31, 2013)

• Porsche Automobil Holding SE
• ThyssenKrupp AG

(Chairman, since April 1, 2013)

• Henkel AG & Co. KGaA

Gabriele Gratz
(until December 31, 2013)
Chairwoman of the Works Council,
E.ON Global Commodities SE,
Essen office
• E.ON Ruhrgas AG (Deputy Chair-

woman, until May 2, 2013)

Baroness Denise Kingsmill, CBE
Attorney, member of the House of Lords
• APR Energy plc
• International Consolidated Airlines

(Shareholders’ Committee)

Group S.A.

Eugen-Gheorghe Luha
Chairman of Gas România (Romanian
Federation of Gas Unions), Chairman of
Romanian employee representatives

• Novartis AG (Administrative Council,
Deputy Chairman,

Interim Chairman until July 31, 2013)

• Dr. Oetker KG (Advisory Board)

Erhard Ott
Member of National Board, Unified
Service Sector Union, ver.di
Deputy Chairman of the Supervisory
Board, E.ON SE
• Bremer Lagerhaus-Gesellschaft AG

(Deputy Chairman, until May 23, 2013)

Unless otherwise indicated, information is as of December 31, 2013, or as of the date on which membership ended on the E.ON SE Supervisory Board.
• Directorships/supervisory board memberships within the meaning of Section 100, Paragraph 2 of the German Stock Corporation Act.
• Directorships/memberships in comparable domestic and foreign supervisory bodies of commercial enterprises.

209

René Obermann
Chairman of the Board of Management,
Deutsche Telekom AG
(until December 31, 2013)
Chairman of the Board of Management,
Ziggo N.V. (since January 1, 2014)
• ThyssenKrupp AG

(since November 1, 2013)

• T-Systems International GmbH

(Chairman, until December 15, 2013)
• T-Mobile US Inc. (Board of Directors,

until November 15, 2013)

Klaus Dieter Raschke
Second Chairman of the Division Works
Council, Generation
• E.ON Energie AG (until March 7, 2013)
• E.ON Generation GmbH
• E.ON Kernkraft GmbH
• Versorgungskasse Energie VVaG

Eberhard Schomburg
Chairman of the E.ON European Works
Council
• E.ON Energie AG (until March 7, 2013)
• E.ON Kraftwerke GmbH

Fred Schulz
(since January 1, 2014)
First Deputy Chairman of the E.ON
European Works Council, Chairman of
the Combined Works Council, E.DIS AG
• E.DIS AG
• Szczecińska Energetyka
Cieplna Sp. z o.o.

Dr. Karen de Segundo
Attorney
• British American Tobacco plc

(Board of Directors)

• Lonmin plc (Board of Directors)
• Pöyry Oyj (Board of Directors)

Dr. Theo Siegert
Managing Partner, de Haen-Carstanjen
& Söhne
• Henkel AG & Co. KGaA
• Merck KGaA
• DKSH Holding Ltd.

(Administrative Board)

• E. Merck OHG

(Shareholders’ Committee)

Willem Vis
Director of Training (Generation),
E.ON Benelux N.V.

Supervisory Board Committees

Executive Committee
Werner Wenning, Chairman
Erhard Ott, Deputy Chairman
Prof. Dr. Ulrich Lehner, Deputy Chairman
Klaus Dieter Raschke
(until December 31, 2013)
Eberhard Schomburg
(since January 1, 2014)

Audit and Risk Committee
Dr. Theo Siegert, Chairman
Klaus Dieter Raschke, Deputy Chairman
Eberhard Schomburg
Werner Wenning

Finance and Investment
Committee
Werner Wenning, Chairman
Gabriele Gratz, Deputy Chairwoman
(until December 31, 2013)
Fred Schulz
(since January 1, 2014)
Karen de Segundo
Willem Vis

Nomination Committee
Werner Wenning, Chairman
Prof. Dr. Ulrich Lehner, Deputy Chairman
Karen de Segundo

210 Supervisory Board and Board of Management

Board of Management (and Information on Other Directorships Held by Board of Management Members)

Prof. Dr. Klaus-Dieter Maubach
Born 1962 in Schwelm,
Member of the Board of Management
since 2010
(until March 31, 2013)

Dr. Marcus Schenck
Born 1965 in Memmingen,
Member of the Board of Management
since 2006
(until September 30, 2013)

Regine Stachelhaus
Born 1955 in Böblingen,
Member of the Board of Management
since 2010
(until June 30, 2013)

Dr. Johannes Teyssen
Born 1959 in Hildesheim,
Chairman and Chief Executive Officer
since 2010
Member of the Board of Management
since 2004
Group Executive Human Resources,
Investor Relations, Corporate Commu-
nications, Group Audit, Corporate Strat-
egy & Development
• Deutsche Bank AG
• Salzgitter AG

Dr.-Ing. Leonhard Birnbaum
Born 1967 in Ludwigshafen,
Member of the Board of Management
since 2013
Global Commodities, Distributed Gener-
ation, Engineering & Major Projects,
Commercial Operations, Political Affairs
& Regulatory, Technology & Innovation,
Consulting
• E.ON Global Commodities SE1
(Chairman since July 11, 2013)

• E.ON New Build & Technology GmbH1

(Chairman since August 6, 2013)
• Georgsmarienhütte Holding GmbH

(Second Deputy Chairman)

Jørgen Kildahl
Born 1963 in Bærum, Norway,
Member of the Board of Management
since 2010
Brazil, Russia, Turkey, Exploration & Pro-
duction, Health/Safety & Environment,
Corporate Incident & Crisis Manage-
ment, Procurement & Real Estate Man-
agement, Sustainability
• E.ON Generation GmbH1

Dr. Bernhard Reutersberg
Born 1954 in Düsseldorf,
Member of the Board of Management
since 2010
Coordination of Regional Units, Distri-
bution and Retail Businesses, E.ON 2.0
• E.ON Benelux N.V.² (Chairman)
• E.ON España S.L.²
• E.ON France S.A.S.² (Chairman)
• E.ON Hungária Zrt.² (Chairman)
• E.ON Italia S.p.A.²
• E.ON Sverige AB² (Chairman)
• Nord Stream AG
• OAO E.ON Russia²

(Chairman, until July 2, 2013)

Klaus Schäfer
Born 1967 in Regensburg,
Member of the Board of Management
since 2013
Finance, Mergers & Acquisitions,
Accounting & Controlling, Legal Affairs
& Compliance, Taxes, IT & Business Ser-
vices
• E.ON Business Services GmbH1

(Chairman since September 23, 2013)
• Energieversorgung Mittelrhein GmbH
(Advisory Board, Deputy Chairman)
• Nord Stream AG (until Oktober 18,

2013)

Mike Winkel
Born 1970 in Neubrandenburg,
Member of the Board of Management
since 2013
Generation, Renewables, Human
Resources, Operational Efficiency
• E.ON Generation GmbH1

(Chairman since September 19, 2013)

(Chairman until September 19, 2013)

• E.ON Sverige AB²

• E.ON Global Commodities SE1

(since June 14, 2013)

(Chairman until September 2, 2013)

• OAO E.ON Russia²

• E.ON Ruhrgas AG1

(Chairman until May 2, 2013)

• E.ON Sverige AB²

(until August 22, 2013)

• ENEVA S.A. (Chairman since July 4, 2013)
• OAO E.ON Russia² (since June 12, 2013,

Chairman since July 3, 2013)

• Directorships/supervisory board memberships within the meaning of Section 100, Paragraph 2, of the German Stock Corporation Act.
• Directorships/memberships in comparable domestic and foreign supervisory bodies of commercial enterprises.

1Exempted E.ON Group directorship. ²Other E.ON Group directorship.

211

Internal controls are an integral part of our accounting pro-
cesses. Guidelines define uniform financial-reporting docu-
mentation requirements and procedures for the entire E.ON
Group. We believe that compliance with these rules provides
sufficient certainty to prevent error or fraud from resulting in
material misrepresentations in the Consolidated Financial
Statements, the Combined Group Management Report, and
the Interim Reports.

Düsseldorf, February 25, 2014

E.ON SE
Board of Management

Teyssen

Birnbaum

Kildahl

Reutersberg

Schäfer

Winkel

Explanatory Report of the Board of Management on
the Disclosures Pursuant to Section 289, Paragraph 4,
and Section 315, Paragraph 4, as well as Section 289,
Paragraph 5, of the German Commercial Code

The Board of Management has read and discussed the dis-
closures pursuant to Section 289, Paragraph 4 and Section 315,
Paragraph 4 of the German Commercial Code contained in
the Combined Group Management Report for the year ended
December 31, 2013, and issues the following declaration
regarding these disclosures:

The disclosures pursuant to Section 289, Paragraph 4 and
Section 315, Paragraph 4 of the German Commercial Code
contained in the Company’s Combined Group Management
Report are correct and conform with the Board of Manage-
ment’s knowledge. The Board of Management therefore con-
fines itself to the following statements:

Beyond the disclosures contained in the Combined Group
Management Report (and legal restrictions such as the exclu-
sion of voting rights pursuant to Section 136 of the German
Stock Corporation Act), the Board of Management is not aware
of any restrictions regarding voting rights or the transfer of
shares. The Company is not aware of shareholdings in the Com-
pany’s share capital exceeding ten out of one hundred voting
rights, so that information on such shareholdings is not
necessary. There is no need to describe shares with special con-
trol rights (since no such shares have been issued) or special
restrictions on the control rights of employees’ shareholdings
(since employees who hold shares in the Company’s share
capital exercise their control rights directly, just like other
shareholders).

To the extent that the Company has agreed to settlement
payments for Board of Management members in the case of
a change of control, the purpose of such agreements is to
preserve the independence of Board of Management members.

The Board of Management also read and discussed the dis-
closures in the Combined Group Management Report pursuant
to Section 289, Paragraph 5, of the German Commercial Code.
The disclosures contained in the Combined Group Management
Report on the key features of our internal control and risk
management system for accounting processes are complete
and comprehensive.

212 Tables and Explanations

Summary of Financial Highlights1
€ in millions

Sales and earnings

Sales

EBITDA2

EBIT2

Net income/Net loss

Net income/Net loss attributable to shareholders of E.ON SE

Value measures

ROACE/through 2009 ROCE (%)

Pretax cost of capital (%)

Value added3

Asset structure

Non-current assets

Current assets

Total assets

Capital structure

Equity

Capital stock
Minority interests without controlling influence

Non-current liabilities

Provisions
Financial liabilities
Other liabilities and other

Current liabilities
Provisions
Financial liabilities
Other liabilities and other

Total assets and liabilities

Cash flow and investments

Cash provided by operating activities of continuing operations

Cash-effective investments

Financial ratios

Equity ratio (%)

Long-term capital as a percentage of non-current assets (%)

Economic net debt (at year-end)

Debt factor4

Cash provided by operating activities of continuing operations as a percentage of sales

Stock

Earnings per share attributable to shareholders of E.ON SE (€)

Equity5 per share (€)

Twelve-month high per share (€)

Twelve-month low per share (€)

Year-end closing price per share6 (€)

Dividend per share7 (€)

Dividend payout

Market capitalization6, 8 (€ in billions)

E.ON SE long-term ratings

Moody’s

Standard & Poor’s

Employees

Employees at year-end

2009

2010

2011

2012

2013

79,974

12,975

9,291

8,669

8,420

12.2

9.1

2,362

92,863

13,346

9,454

6,281

5,853

14.4

8.3

4,000

112,954

132,093

122,450

9,293

5,438

-1,861

-2,219

8.4

8.3

10,771

7,012

2,613

2,189

11.1

7.7

2,139

9,315

5,681

2,510

2,142

9.2

7.5

1,066

113,046

106,657

102,221

39,568

46,224

50,651

96,563

43,863

94,703

36,022

152,614

152,881

152,872

140,426

130,725

43,986
2,001
3,607

70,775
21,692
30,657
18,426

37,853
4,715
7,120
26,018

45,585
2,001
3,932

69,580
23,631
28,880
17,069

37,716
4,950
3,611
31,527

39,613
2,001
3,876

67,129
25,672
24,029
17,428

46,130
4,985
5,885
35,260

38,820
2,001
3,862

65,027
28,601
21,937
14,489

36,579
4,049
4,007
28,523

36,385
2,001
2,915

61,054
26,888
18,237
15,929

33,286
4,372
5,023
23,891

152,614

152,881

152,872

140,426

130,725

8,590

8,655

10,614

8,286

102

108

6,610

6,524

104

8,808

6,997

108

6,375

8,086

103

-44,606

-37,821

-36,520

-35,845

-31,991

3.4

11.1

4.42

21.19

30.47

18.19

29.23

1.50

2,858

55.7

2.8

11.4

3.07

21.86

29.36

21.13

22.94

1.50

2,858

43.7

3.9

5.9

-1.16

18.76

25.11

12.88

16.67

1.00

1,905

31.8

3.3

6.7

1.15

18.33

19.52

13.80

14.09

1.10

2,097

26.9

A-

3.4

5.2

1.12

17.54

14.71

11.94

13.42

0.60

1,145

25.6

A-

85,108

85,105

78,889

72,083

62,239

1Adjusted for discontinued operations. 2Adjusted for extraordinary effects. 3Starting with 2010, the figure is as of the balance-sheet date. 4Ratio between economic net debt
and EBITDA. 5Attributable to shareholders of E.ON SE. 6At the end of December. 7For the respective financial year; the 2013 figure is management’s proposed dividend. 8Based
on shares outstanding.

213

Attributable Generating Capacity

Generation

Renewables

Germany

Other EU Countries Non-EU Countries

E.ON Group

2013

2012

2013

2012

2013

2012

2013

2012

December 31
MW

Nuclear

Lignite

Hard coal

Natural gas

Oil

Hydro

Wind

Other

2013

5,403

500

5,279

3,637

1,003

–

2012

5,403

852

5,661

3,637

1,003

–

1,904

2,010

168

–

196

–

Germany

15,822

16,580

2,072

2,206

Nuclear

Lignite

Hard coal

Natural gas

Oil

Hydro

Wind

Other

2,799

2,782

–

6,993

12,590

1,727

–

10,649

13,239

3,138

–

Outside Germany

24,109

29,808

–

3,028

4,558

916

8,502

3,022

4,430

161

7,613

–

484

101

–

624

–

721

112

–

357

1,212

–

1,263

1,276

–

1,353

1,509

7,050

7,041

20,993

–

234

1,648

254

1,886

–

1,727

3,059

4,559

1,150

8,313

8,317

42,572

47,624

E.ON Group

39,931

46,388

10,574

9,819

624

1,212

1,648

1,886

8,313

8,317

61,090

67,622

Fully Consolidated Generating Capacity

Generation

Renewables

Germany

Other EU Countries Non-EU Countries

E.ON Group

2013

2012

2013

2012

2013

2012

2013

2012

December 31
MW

Nuclear

Lignite

Hard coal

Natural gas

Oil

Hydro

Wind

Other

2013

5,746

900

5,219

4,210

1,003

–

2012

5,746

1,252

5,600

4,210

1,003

–

2,072

2,244

203

–

226

–

101

–

Germany

17,078

17,811

2,275

2,470

224

Nuclear

Lignite

Hard coal

Natural gas

Oil

Hydro

Wind

Other

2,511

–

6,993

12,333

2,028

–

10,649

13,305

3,439

–

Outside Germany

23,865

29,904

–

2,808

4,179

845

7,832

2,832

4,269

100

7,201

–

508

120

–

374

1,015

–

1,509

1,524

–

1,323

1,478

8,419

8,408

22,075

–

234

1,607

274

1,876

–

2,028

2,839

4,179

1,079

9,928

9,932

43,232

48,913

2013

5,403

500

5,279

4,121

1,104

1,911

168

2012

5,403

852

5,661

4,358

1,115

2,032

196

381

18,518

19,998

2,799

1,292

6,993

2,782

1,355

10,649

21,789

3,138

3,065

4,431

415

2013

5,746

900

5,219

4,291

1,104

2,082

203

2012

5,746

1,252

5,600

4,718

1,123

2,257

226

374

19,577

21,296

2,511

1,528

6,993

2,511

1,593

10,649

23,191

3,439

2,887

4,269

374

E.ON Group

40,943

47,715

10,107

9,671

224

1,015

1,607

1,876

9,928

9,932

62,809

70,209

214 Tables and Explanations

Owned Generation by Energy Source

Generation

Renewables

Germany

Other EU Countries Non-EU Countries

E.ON Group

2013

2012

2013

2012

2013

2012

2013

2012

Billion kWh

Nuclear

Lignite

Hard coal

Natural gas, oil

Hydro

Wind

Other

Germany

Nuclear

Lignite

Hard coal

Natural gas, oil

Hydro

Wind

Other

2013

44.4

4.3

26.5

2.6

–

2012

44.9

5.1

25.4

5.8

–

77.8

81.2

11.7

0.0

36.2

21.0

–

12.5

0.0

42.8

24.2

–

Outside Germany

68.9

79.5

Total

146.7

160.7

Percentages

Nuclear

Lignite

Hard coal

Natural gas, oil

Hydro

Wind

Other

Germany

Nuclear

Lignite

Hard coal

Natural gas, oil

Hydro

Wind

Other

–

Outside Germany

Total

100

–

6.1

0.3

–

6.4

–

9.7

12.1

1.0

22.8

29.2

–

6.7

0.4

–

7.1

–

10.3

10.8

0.4

21.5

28.6

–

0.5

–

0.8

1.3

–

1.1

–

2.3

3.4

–

1.3

3.4

–

100

–

100

–

100

–

0.2

–

4.0

0.1

–

0.7

5.0

–

100

–

0.4

0.1

4.9

0.1

–

0.7

6.2

–

100

–

10.0

–

53.0

–

63.0

–

100

2013

44.4

4.3

26.5

3.1

6.1

0.3

0.8

2012

44.9

5.1

25.4

6.9

6.7

0.4

2.3

85.5

91.7

11.7

10.2

36.2

78.0

9.8

12.1

1.7

12.5

11.1

42.9

82.6

10.4

10.8

1.1

–

10.7

–

53.5

–

64.2

159.7

171.4

64.2

245.2

263.1

–

100

215

Power Procurement

Generation

Renewables

Global
Commodities

Germany

Other EU
Countries

Non-EU
Countries

Consolidation

E.ON Group

Billion kWh

2013

2012

Owned generation 146.7

160.7

Purchases

28.3

28.1

12.7

11.8

15.6

16.3

175.0

188.8

-1.8

-2.2

173.2

186.6

Jointly owned
power plants
Global Com-
modities/out-
side sources

Total

Station use,
line loss, etc.

Power sales

Power Sales

2013

29.2

6.3

1.1

5.2

35.5

-1.0

34.5

2012

28.6

2013

2012

2013

2012

2013

2012

–

1.3

3.4

5.0

6.2

8.0

540.3

565.2

163.6

180.5

142.7

148.9

2013

63.0

4.5

2012

64.2

2013

2012

–

4.6

-408.3

-437.4

2013

245.2

477.4

2012

263.1

497.9

2.2

–

0.2

0.3

–

14.0

14.3

5.8

36.6

540.3

565.2

163.4

164.9

180.2

183.9

142.7

147.7

148.9

155.1

-1.0

35.6

–

-4.5

-5.4

-8.7

-9.2

540.3

565.2

160.4

178.5

139.0

145.9

4.5

67.5

-2.2

65.3

4.6

-408.3

-437.4

68.8

-408.3

-437.4

463.4

722.6

483.6

761.0

-2.3

–

-18.2

-20.1

66.5

-408.3

-437.4

704.4

740.9

Generation

Renewables

Global
Commodities

Germany

Other EU
Countries

Non-EU
Countries

Consolidation

E.ON Group

Billion kWh

2013

2012

2013

2012

2013

2012

2013

2012

2013

2012

2013

2012

2013

2012

2013

2012

Residential and
SME

I&C

–

3.5

–

3.7

Sales partners

22.9

24.5

Customer
segments

26.4

28.2

0.2

–

8.0

8.2

0.2

–

8.1

8.3

–

21.6

26.1

75.6

23.9

34.1

88.8

53.1

71.9

0.7

55.9

72.2

0.7

123.3

146.8

125.7

128.8

–

-0.4

-4.4

–

74.9

-0.6

-5.0

101.1

102.8

80.0

109.4

117.1

-4.8

-5.6

278.8

306.5

Wholesale market/
Global
Commodities

Total

146.8

173.2

158.4

186.6

26.3

34.5

27.3

35.6

540.3

565.2

37.1

31.7

13.3

17.1

160.4

178.5

139.0

145.9

65.3

66.5

-403.5

-431.8

-408.3

-437.4

425.6

704.4

434.4

740.9

Gas Sales

Billion kWh

Residential and SME

I&C

Sales partners

Customer segments

Germany

Other countries

Wholesale market/Global Commodities

Global Commodities

Germany

Other EU Countries

Consolidation

E.ON Group

2013

–

6.2

26.9

33.1

463.7

59.4

696.6

2012

–

6.9

25.6

32.5

473.2

90.6

703.2

2013

29.2

111.5

296.0

436.7

–

37.4

474.1

2012

26.0

132.8

302.0

460.8

–

46.1

506.9

2013

97.4

49.7

0.0

147.1

–

16.8

163.9

2012

100.0

49.8

0.1

149.9

–

19.9

169.8

2013

2012

–

-3.8

-24.3

-28.1

-463.7

-10.3

-297.0

-799.1

–

-5.0

-24.3

-29.3

-473.2

-31.2

-280.4

-814.1

2013

126.6

163.6

298.6

588.8

–

49.1

453.8

2012

126.0

184.5

303.4

613.9

–

59.4

488.8

1,091.7

1,162.1

Total

1,252.8

1,299.5

216 Glossary of Financial Terms

Glossary of Financial Terms

Actuarial gains and losses
The actuarial calculation of provisions for pensions is based
on projections of a number of variables, such as projected
future salaries and pensions. An actuarial gain or loss is
recorded when the actual numbers turn out to be different
from the projections.

Beta factor
Indicator of a stock’s relative risk. A beta coefficient of more
than one indicates that a stock has a higher risk than the
overall market; a beta coefficient of less than one indicates
that it has a lower risk.

Bond
Debt instrument that gives the holder the right to repayment
of the bond’s face value plus an interest payment. Bonds are
issued by public entities, credit institutions, and companies
and are sold through banks. They are a form of medium- and
long-term debt financing.

Capital employed
Represents the interest-bearing capital tied up in the E.ON
Group. It is equal to a segment’s non-current and current
operating assets less the amount of non-interest-bearing
available capital. Other equity interests are included at their
acquisition cost, not their fair value.

Capital stock
The aggregate face value of all shares of stock issued by a com-
pany; entered as a liability in the company’s balance sheet.

Cash flow statement
Calculation and presentation of the cash a company has
generated or consumed during a reporting period as a result
of its operating, investing, and financing activities.

Cash provided by operating activities
Cash provided by, or used for, operating activities of continuing
operations.

Commercial paper (“CP”)
Unsecured, short-term debt instruments issued by commercial
firms and financial institutions. CPs are usually quoted on a
discounted basis, with repayment at par value.

Consolidation
Accounting approach in which a parent company and its affil-
iates are presented as if they formed a single legal entity. All
intracompany income and expenses, intracompany accounts
payable and receivable, and other intracompany transactions
are offset against each other. Share investments in affiliates
are offset against their capital stock, as are all intracompany
credits and debts, since such rights and obligations do not
exist within a single legal entity. The adding together and con-
solidation of the remaining items in the annual financial
statements yields the consolidated balance sheets and the
consolidated statements of income.

Contractual trust arrangement (“CTA”)
Model for financing pension obligations under which company
assets are converted to assets of a pension plan administered
by an independent trust that is legally separate from the
company.

217

Controllable costs
Our key figure for monitoring operational costs that manage-
ment can meaningfully influence: the controllable portions
of the cost of materials (in particular, maintenance costs and
the costs of goods and services), certain portions of other
operating income and expenses, and most personnel costs.

Cost of capital
Weighted average of the costs of debt and equity financing
(weighted-average cost of capital: “WACC”). The cost of equity
is the return expected by an investor in a given stock. The
cost of debt is based on the cost of corporate debt and bonds.
The interest on corporate debt is tax-deductible (referred to
as the tax shield on corporate debt).

EBIT
Earnings before interest and taxes. The EBIT figure used by
E.ON is derived from income/loss from continuing operations
before interest income and income taxes and is adjusted to
exclude certain extraordinary items, mainly other income and
expenses of a non-recurring or rare nature (see Other non-
operating earnings).

EBITDA
Earnings before interest, taxes, depreciation, and amortization.
It equals the EBIT figure used by E.ON before depreciation
and amortization. It is our key earnings figure for purposes of
internal management control and as an indicator of our busi-
nesses’ long-term earnings power.

Credit default swap (“CDS”)
A credit derivative used to hedge the default risk on loans,
bonds, and other debt instruments.

Economic investments
Cash-effective capital investments plus debt acquired and
asset swaps.

Debt factor
Ratio between economic net debt and EBITDA. Serves as a
metric for managing E.ON’s capital structure.

Debt issuance program
Contractual framework and standard documentation for the
issuance of bonds.

Discontinued operations
Businesses or parts of a business that are planned for divest-
ment or have already been divested. They are subject to
special disclosure rules.

Economic net debt
Key figure that supplements net financial position with
pension obligations and asset retirement obligations (less
prepayments to the Swedish nuclear fund).

Equity method
Method for valuing shareholdings in associated companies
whose assets and liabilities are not fully consolidated. The pro-
portional share of the company’s annual net income (or loss)
is reflected in the shareholding’s book value. This change is
usually shown in the owning company’s income statement.

218 Glossary of Financial Terms

Fair value
The price at which assets, debts, and derivatives pass from a
willing seller to a willing buyer, each having access to all the
relevant facts and acting freely.

Financial derivative
Contractual agreement based on an underlying value (reference
interest rate, securities prices, commodity prices) and a
nominal amount (foreign currency amount, a certain number
of stock shares).

Goodwill
The value of a subsidiary as disclosed in the parent company’s
consolidated financial statements resulting from the consoli-
dation of capital (after the elimination of hidden reserves and
liabilities). It is calculated by offsetting the carrying amount
of the parent company’s investment in the subsidiary against
the parent company’s portion of the subsidiary’s equity.

Impairment test
Periodic comparison of an asset’s book value with its fair value.
A company must record an impairment charge if it determines
that an asset’s fair value has fallen below its book value. Good-
will, for example, is tested for impairment on at least an
annual basis.

International Financial Reporting Standards (“IFRS”)
Under regulations passed by the European Parliament and
European Council, capital-market-oriented companies in the
EU must apply IFRS.

Net financial position
Difference between total financial assets (cash and non-
current securities) and total financial liabilities (debts to
financial institutions, third parties, and associated companies,
including effects from currency translation).

Option
The right, not the obligation, to buy or sell an underlying
asset (such as a security or currency) at a specific date at
a predetermined price from or to a counterparty or seller.
Buy options are referred to as calls, sell options as puts.

Other non-operating earnings
Income and expenses that are unusual or infrequent, such as
book gains or book losses from significant disposals as well
as restructuring expenses (see EBIT).

Profit at Risk (“PaR”)
Risk measure that indicates, with a certain degree of confi-
dence (for example, 95 percent), that changes in market prices
will not cause a profit margin to fall below expectations
during the holding period, depending on market liquidity. For
E.ON’s business, the main market prices are those for power,
gas, coal, and carbon.

Purchase price allocation
In a business combination accounted for as a purchase, the
values at which the acquired company’s assets and liabilities
are recorded in the acquiring company’s balance sheet.

219

Rating
Standardized performance categories for an issuer’s short-
and long-term debt instruments based on the probability of
interest payment and full repayment. Ratings provide investors
and creditors with the transparency they need to compare
the default risk of various financial investments.

Return on equity
The return earned on an equity investment (in this case, E.ON
stock), calculated after corporate taxes but before an investor’s
individual income taxes.

ROACE
Acronym for return on average capital employed. A key indi-
cator for monitoring the performance of E.ON’s business,
ROACE is the ratio between E.ON’s EBIT and average capital
employed. Average capital employed represents the average
interest-bearing capital tied up in the E.ON Group.

ROCE
Acronym for return on capital employed. ROCE is the ratio
between E.ON’s EBIT and capital employed. Capital employed
represents the interest-bearing capital tied up in the E.ON
Group.

Syndicated line of credit
Credit facility extended by two or more banks that is good
for a stated period of time.

Underlying net income
An earnings figure after interest income, income taxes, and
non-controlling interests that has been adjusted to exclude
certain extraordinary effects. The adjustments include effects
from the marking to market of derivatives, book gains and
book losses on disposals, restructuring expenses, and other
non-operating income and expenses of a non-recurring or
rare nature (after taxes and non-controlling interests). Under-
lying net income also excludes income/loss from discontinued
operations, net.

Value added
Key measure of E.ON’s financial performance based on residual
wealth calculated by deducting the cost of capital (debt and
equity) from operating profit. It is equivalent to the return
spread (ROACE minus the cost of capital) multiplied by average
capital employed, which represents the average interest-
bearing capital tied up in the E.ON Group.

Value at risk (“VaR”)
Risk measure that indicates the potential loss that a portfolio
of investments will not exceed with a certain degree of prob-
ability (for example, 99 percent) over a certain period of time
(for example, one day). Due to the correlation of individual
transactions, the risk faced by a portfolio is lower than the
sum of the risks of the individual investments it contains.

Working capital
The difference between a company’s current operating assets
and current operating liabilities.

220

Further information

E.ON SE
E.ON-Platz 1
40479 Düsseldorf
Germany

T +49 211-4579-0
F +49 211-4579-501
info@eon.com
www.eon.com

Media Relations
T +49 211-4579-453
presse@eon.com

Investor Relations
T +49 211-4579-345
investorrelations@eon.com

Creditor Relations
T +49 211-4579-563
creditorrelations@eon.com

Only the German version of this Annual Report is legally binding.

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Financial Calendar

April 30, 2014 2014 Annual Shareholders Meeting
May 13, 2014
August 13, 2014
November 12, 2014

Interim Report: January – March 2014
Interim Report: January – June 2014
Interim Report: January – September 2014

March 11, 2015 Release of the 2014 Annual Report
May 7, 2015 2015 Annual Shareholders Meeting
May 7, 2015
August 12, 2015
November 11, 2015

Interim Report: January – March 2015
Interim Report: January – June 2015
Interim Report: January – September 2015