Transamerica Re information is based on the estimated revenues and net income of the acquired business for the twelve month period ended 31 December 2011 and includes estimates for the impact of purchase accounting. The pro forma information is not necessarily indicative of what would have occurred had the acquisition and related transactions been made on the dates indicated, or of the future results of the Group.
Re as though the acquisition of Transamerica Re would have occurred on 1 January 2011 (third column of the pro forma statement of income presented below).
For the purpose of presenting pro forma information, acquisition related debt interest expenses that have been incurred by SCOR Group to finance the Transamerica Re acquisition have been assumed to be recorded beginning on 1 January 2011. They amounted to EUR (5) million.
For the purpose of presenting pro forma information, deferred taxes that have been incurred by SCOR Group to effect the Transamerica Re acquisition have been assumed to be recorded in the opening balance sheet as of 1 January 2011.
The deferred taxes are determined on the tax rate of country in which predominantly the costs have been incurred. The tax rates applied are 35 % for adjustments that occurred in the US and 12.5 % for adjustments that occurred in Ireland.
The total corporate income tax effect related to the afore-mentioned pro forma adjustments amounted to EUR (2) million.
On 18 July 2011, SCOR completed the sale of its US fixed annuity business through the sale of its wholly owned subsidiary Investors Insurance Corporation to Athene Holding Ltd. As a result of the sale, SCOR has recognized a loss of EUR (12) million after tax for consideration of USD 57 million (EUR 41 million) received.
The cash inflow on the disposal is as follows: In EUR million 2011
Assets and liabilities sold were as follows as of closing date: In EUR million 2011
The cumulative income or expenses recognized in other comprehensive income related to Investors Insurance Corporation were as follows: ACQUISITION OF XL LIFE AMERICA’S BUSINESS (“XLREA”)
On 4 December 2009, SCOR acquired 100% of the capital and voting rights of XL Life America Inc. from XL Capital Ltd and entered into a retrocession contract to assume reserves related to this business. The business acquired showed strong compatibility with SCOR’s Life strategy that is rooted in focusing on traditional protection business that is not correlated with economic risks. The acquisition is expected to help SCOR Global Life strengthen its services in the mortality-protection field and improve SCOR’s market position in the U.S.
As from the acquisition date of 4 December 2009, XL Life America Inc. was fully consolidated by SCOR. This resulted in recognition of VOBA of EUR 20 million and a gain from bargain purchase of EUR 13 million in 2009.
(1) Based on EUR/USD exchange rate at the date of acquisition
Cumulative amortization and impairment at 31 December 2009 (181) (293) (67) (541)
Carrying value as at 31 December 2009 787 551 80 1,418
Goodwill, which represents the excess of the cost of each business combination over SCOR’s interest in the net fair value of the identifiable assets, liabilities and contingent liabilities acquired, was EUR 788 million as at 31
December 2011 and EUR 788 million as at 31 December 2010.
In order to estimate the fair value of SCOR Global P&C for the purpose of impairment testing, SCOR uses a discounted cash flow model comprised of an earnings model, which considers forecasted earnings, and other financial ratios of the reportable segment based on Board approved business plans. Business plans include assessments of gross and net premium expectations, expected loss ratios and expected expense ratios together with actuarial assumptions such as the coefficient of variation on ultimate net reserves together with assumptions as to the mean time to payment of existing reserves and future business. SCOR uses euro risk free interest rates and the estimated SCOR Group cost of capital 8.97% as derived from the Capital Asset Pricing Model (CAPM) for discounting purposes. SCOR also uses conservative growth rate assumptions in its valuation models. A 100 basis point change in SCOR Group cost of capital would not result in an impairment of goodwill.
For SCOR Global Life, goodwill is tested for impairment by analysis using the inputs and methodology that SCOR
applies in calculating the embedded value of the segment. Embedded value is a measure of expected future cash flows in life insurance and life reinsurance from the shareholder’s point of view, expressed as the value of net assets plus the present value of expected profits on the insurance portfolio less cost of capital and administrative expenses. This approach utilizes discount rates based on risk free swap rates ranging between 0.29 % and 8.15% depending on the currency and the duration.
The amortization charge associated with other intangible assets with finite lives was EUR 8 million, EUR 7 million, and
Intangible assets with an indefinite life are tested for impairment annually. The price of the Lloyd’s syndicate participations from the Lloyd’s auction process are key inputs to the impairment tests conducted which demonstrated that there are no indicators of impairment. An impairment of EUR 3 million relating to a Lloyd’s underwriting syndicate were recognized in 2009 and no impairment charges were recognized for the year ended 31 December 2010 and 31 20.1.6.5 NOTE 5 - TANGIBLE ASSETS AND PROPERTY RELATED COMMITMENTS
Tangible assets as at 31 December 2011 were EUR 515 million compared to EUR 52 million as at 31 December 2010.
Various entities in the Group rent their office space. The largest lease contract is for SCOR Zurich office where during 2011 the lease term has been extended until December 2016. The minimum payments are as follows: In EUR million Minimum payments Minimum payments
Cologne Hub head office from early 2012. Total costs for building and land are estimated at EUR 37 million. This expenditure has been partially contracted as installments payable from 2010 onwards and is contingent upon both the progress of construction work and backing by bank guarantees. As at 31 December 2011, EUR 26 million (2010: EUR 8 million) of payments had been capitalized, of which the majority comprised installments. The final payment is contingent upon the transfer of this property to SCOR and is anticipated in early 2012. In January 2012, the Group partially funded the cost of the purchase from a financial debt of EUR 18 million.
Loans and receivables Note 7 (also Note 6 – (A)) 9,872 7,898
Included within this category are financial investments that are measured by direct reference to published quotes within an active market. Financial instruments are included within this category if quoted prices or rates represent actual and regularly occurring transactions that are available from an exchange, dealer or broker. These comprise of listed equities, mostly government, covered and agency bonds as well as short term investments.
Investments and cash as at 31 December 2011 21,429 11,398 1,229 141 8,661
Investments at fair value through income 40 10 30 - -
Investments and cash as at 31 December 2010 20,878 11,349 1,350 75 8,104
Included within this category are those instruments whose fair value is not based on observable market inputs. These instruments are neither supported by prices from observable current market transactions in the same instrument, nor are they based on available market data. As at 31 December 2011, the main asset class within the Level 3 fair value measurement category consists of derivative instruments primarily relating to the Atlas catastrophe agreements. Further detail on the valuation of these derivative instruments is included within Note 8 - Derivative Instruments.
Available for sale investments included approximately EUR 64 million of investments which are measured at cost (2010: EUR 87 million). These investments include primarily unlisted equities.
(2010: EUR (25) million; 2009: EUR (21) million) and no realized gains/losses (2010: nil, 2009: EUR 4 million).
The properties held by the Group and considered as investment property are owned by SCOR Auber, a 100% subsidiary of SCOR SE. They consist of office buildings, which the Group owns and leases, and one office building capitalized under finance lease contracts. The movements in the real estate investments and finance leases are analyzed as follows: In EUR million
Cumulative depreciation and impairment at 31 December 2009 (74) (24) (98)
Cumulative depreciation and impairment at 31 December 2010 (71) (28) (99)
On 19 May 2011, SCOR Auber, a wholly owned subsidiary of the Group, acquired a property in Meudon (Green Office), for EUR 92 million and on 30 June 2011 a property in Paris, (Le Barjac), for EUR 50 million, as part of its real estate investment portfolio.
These acquisitions were partly funded by debt as presented within other financial debt within Note 14 – Financial debt.
(a) Credit ratings – fixed income securities classified as available-for-sale and fair value through income
The following table summarizes the fixed income securities and unrealized gains / (losses) by class of fixed income security: (1) As at 31 December 2011, SCOR has no investment exposure related to sovereign risk of Portugal, Ireland, Italy, Greece, Hungary or Spain. (2) The balance includes EUR 38 million fixed income securities which are classified as fair value through income
Net unrealized gains (losses) net of tax 31 December (178) 56 37
Total impairment losses recognised in 2011 amounted to EUR 51 million (2010: EUR 57 million), of which EUR 56 million (2010: EUR 37 million) relate to the equity portfolio and EUR (5) million (2010: EUR 20 million) to fixed-income securities.
(b) Net unrealized gains (losses) – equity securities classified as available for sale
The Group analyses its unrealized gains / (losses) on equity securities as follows: In EUR million
Total unrealized losses on available-for-sale equity securities analyzed on a line-by-line basis (52) (4) (16) (72)
(1) Other also includes one listed investment with an unrealized loss of EUR 15 million (2010: EUR 9 million) deemed not to be impaired given the strategic nature of the investment.
In 2011, the increase of EUR 1,974 million during the year results from purchases of short term investments and increased funds held by ceding companies.
Derivative financial instruments include the following items: ATLAS SPECIAL PURPOSE VEHICLE CATASTROPHE BONDS
On 9 December 2009, SCOR completed the EUR 75 million Atlas VI transaction, replacing Atlas Reinsurance III. Atlas
On 9 December 2010, SCOR successfully placed a new catastrophe bond (“Cat bond”), Atlas VI Capital Limited Series 2010-1, which will provide the Group with EUR 75 million of protection against European windstorms and Japanese earthquakes for a risk period extending from 10 December 2010 to 31 March 2014. This transaction succeeds Atlas IV
December 2011 to 31 December 2014 for the US series and 31 March 2015 for the European series. This transaction will succeed Atlas V Capital Limited, which is due to mature on 24 February 2012 and provides similar geographical cover as Series 2011-1 for an amount of USD 200 million.
Premiums related to the underlying business are accounted for in accordance with IFRS 4 “Insurance Contracts”.
During 2008 SCOR Global Life SE concluded a four-year mortality swap with an affiliate of J.P. Morgan Chase & Co.
(“JP Morgan”), effective 1 January 2008. On 1 September 2009, the terms of the agreement were amended to add an additional layer of protection.
2012, will compensate SCOR notably for a rise in mortality rates due to major pandemics, natural catastrophes or terrorist attacks.
The terms of the agreement have been summarized below: (1st tranche) 2009 amendment
Nominal amount USD 100 million & EUR 36 million USD 75 million
RBS. This dual-swap transaction has been concluded for 5 years commencing in 2007 and ending in April 2012. The two separate swaps are calculated and settled annually in April of each year:  SCOR swaps the French offices total return for 1Y Euribor + 2.20%.
SCOR values these swaps using an internal model based on observable banking and real estate inputs.
The sale of the US fixed annuity business resulted in the derecognition of the full equity index annuity hedging options.
In connection with its asset-liability matching strategy, and until the sale of IIC, SCOR hedged the equity index annuities portfolio through various call options on one or more of the following indices: S&P 500, NASDAQ, Euro Stoxx 50. For these annuities, policyholder values were credited based on the performance of a specified index, over the counter options were purchased as investments to provide the income needed to fund the index credits. Any basis risk and risk associated with actual versus expected assumptions for mortality and lapse rates were retained by the Group.
These options were valued as at 31 December 2010, based on the Black-Scholes and other stochastic simulation models using financial data, including the appropriate indices, implied volatility and risk-free rates. The notional amount at 31 December 2010 was USD 842 million or EUR 626 million for which the cost of the option was USD 30 million or
EUR 22 million. The fair value adjustment recorded at 31 December 2010 amounted to USD (1) million or EUR (1)
million) to reduce the options to their fair value of USD 29 million or EUR 22 million. The total decrease in fair value for these contracts in 2010 recorded through income amounted to USD 14 million or EUR 11 million.
SCOR contractually credited to the policyholders’ accounts. The average cap on the portfolio was about 6%. Our maximum total exposure at 31 December 2010 associated with the USD 841 million notional amount including recognition of the caps if counterparties fail to pay was USD 50 million.
The total notional amount relating to these swaps is EUR 326 million as at 31 December 2011 (2010: EUR 68 million).
December 2011, the fair value of the interest rate swaps was EUR (24) million (2010: EUR (2) million). The amount recognized in other comprehensive income in 2011 is EUR 21 million (2010: Nil). The amount recognized in the statement of income in 2011 was EUR 2 million (2010: EUR 1 million).
Cash-flow hedge accounting is applied. The fair value of these swaps is obtained from the banking counterparty using market inputs. The total notional amount relating to these swaps is CHF 650 million at 31 December 2011 (2010: Nil).
Included in the forward sales contracts at 31 December 2011 was a forward sale contract which has been designated as a hedge of a net investment.
See note 13 Information on share capital, capital management, regulatory framework and shareholders’ equity, for the details on the issuance of warrants to UBS in the context of the contingent capital arrangement program.
The changes in fair value through income as presented above are recognized in P&L. Following the activation of the contingent capital in July 2011, the derivative instrument fair value reduced which was off-set by a corresponding decrease in the total fees payable.
(1) Based on 2011 and 2010 provisional financial information, respectively. (2) Investment in COGEDIM Office Partner additionally includes a loan to the entity, presented in loans and receivable for EUR 11 million as at 31 December 2011. (3) Based on 2008 accounts except ASEFA and SGF which are based on 2009 provisional financial information.
Assumed insurance and reinsurance accounts receivable 2,196 1,888 4,084 1,854 1,660 3,514
Receivables from ceded reinsurance transactions 98 77 175 96 35 131
Liabilities for cash deposits from retrocessionaires (337) (197) (534) (342) (169) (511)
Estimated premiums payable to retrocessionaires, net of commission (60) (162) (222) (126) (71) (197)
Capitalisation of new contracts for the period / Change of the period 98 313 411 51 280 331 154 239 393
Other changes (including change in shadow accounting) - - - (46) - (46) (61) - (61)
Cash where applicable earns interest based on daily deposit interest rates. Total cash and cash equivalents include short term deposits and investments, which mature less than three months from the date of the initial investment and earn interest based on the rates for short term deposits. Money market funds meeting certain criteria are also classified as cash equivalent.
Change in fair value of financial instruments recognized at fair value through income 43 28 (1)
During the year the Group received and paid out operational cash relating to investment income and taxes. Dividend and interest cash receipts relating to investments held during the year were EUR 50 million (2010: EUR 40 million and 2009: EUR 31 million) and EUR 360 million (2010: EUR 399 million and 2009: EUR 297 million). Tax cash inflows during the year were EUR 15 million (2010: outflow of EUR 13 million and 2009: inflow of EUR 17 million).
Life cash flow does not include AEGON operating settlements of EUR 108 million which were not received until January
20.1.6.13 NOTE 13 - INFORMATION ON SHARE CAPITAL, CAPITAL MANAGEMENT, REGULATORY
EUR 7.8769723 each compared with authorized share capital of 187,795,401 shares with a nominal value of EUR
7.8769723 at the end of 2010 and with authorized share capital of 185,213,031 shares with a nominal value of EUR
Share capital increase – exercise of stock options – 28 February 2009 - - 10,225
Share capital increase – exercise of stock options – 31 December 2009 - - 131,053
Share capital decrease – decision of the Board of Directors - 2 March 2010 - (141,758) -
Share capital increase – exercise of stock options – 31 March 2010 - 1,137 -
Share capital increase – exercise of stock options – 27 April 2010 - 5,526 -
Share capital decrease – decision of the Board of Directors – 28 July 2010 - (68,643) -
Share capital increase – exercise of stock options – 31 August 2010 - 1,568 -
Share capital increase – exercise of stock options – 30 September 2010 - 2,612 -
Share capital increase – exercise of stock options - 30 October 2010 - 6,647 -
Share capital increase – exercise of stock options – 31 December 2010 - 35,002 -
Share capital increase – exercise of stock options - Scrip dividends – 15 June 2010 - 2,647,517 -
Share capital increase – exercise of stock options – 28 February 2011 42,140 - -
Share capital increase – exercise of stock options – 30 April 2011 1,000 - -
Share capital increase – exercise of stock options – 31 May 2011 24,595 - -
Share capital increase – exercise of stock options – 30 June 2011 2,134 - -
Share capital increase – exercise of warrants – 5 July 2011 4,250,962 - -
EUR 2 million (EUR 1.3 million in share capital and EUR 0.7 million in additional paid-in capital). This resulted in the creation of 161,557 new shares throughout the year.
UBS, each warrant committing UBS to subscribe for two new SCOR shares (maximum amount of EUR 150 million including issuance premium available per tranche of EUR 75 million each - including issuance premium) when the aggregated amount of the estimated ultimate net losses resulting from eligible natural catastrophes incurred by the
On 5 July 2011, SCOR drew EUR 75 million under the contingent capital facility due to the exceptional first quarter natural catastrophe events. UBS exercised the number of warrants required for the issuance and subscription by it of new SCOR shares in an aggregate amount of EUR 75 million and informed SCOR that it had placed the corresponding shares with investors in a private placement.
The Group seeks to optimize the structure and sources of capital to ensure that it consistently maximises returns to the shareholders.
In this regard, and in line with the Group’s new strategic plan “Strong Momentum” which runs from 2010 to 2013, the
SCOR believes that its working capital is sufficient for the present requirements of its consolidated companies. The
Group reconciles its strategic objectives with the protection of its capital via the Group’s “Capital Shield” policy, which articulates the Group’s risk appetite. This policy is based on an economic approach and aims to protect the Group against potential shock losses, some of which are not immediately recognized from a pure accounting view. The policy builds on the following two concepts: (a) Active hedging of peak exposures through retrocession
The objective of the capital management policy is sustained and ensured through regular updates of forecasts and an annual strategic and financial planning process. The Group’s Board and Executive Management team regularly review the Group’s risk profile to ensure that the Group’s risk appetite remains aligned with the Group’s strategy. The capital management process is ultimately subject to approval by the board after a formal presentation to its risk committee.
As at 31 December 2011, the Group does have one hedge of net investment remaining in place. See Note 8 –
The Group reviews the functional currency of its entities on an ongoing basis to ensure they appropriately reflect the currency of the primary economic environment in which they operate. As at 1 January 2010, the functional currencies of two of the Group’s subsidiaries; SCOR Switzerland AG, and SCOR Holding Switzerland, were changed with prospective application from USD to EUR. As at 1 January 2011, the functional currencies of the UK branches of SCOR Global P&C
SE, SCOR Global Life SE and SCOR SE were changed with prospective application from GBP to EUR.
A breakdown of the movements in the various reserves is provided in Section 20.1.5 - Statement of changes in shareholders’ equity.
SCOR’s Combined General Meeting of 4 May 2011 resolved to distribute, for the 2010 fiscal year, a dividend of one euro and ten cents (EUR 1.10) per share, being an aggregate amount of dividend paid of EUR 201 million, calculated on the basis of the number of shares eligible for dividend as of the payment date. The ex-dividend date was 25 May 2011 and the dividend was paid on 30 May 2011.
The Group’s Swiss subsidiary SCOR Switzerland AG is submitted to dividend distribution restrictions. On 26 June 2007, in relation with the take-over of Converium by the company, the Swiss Financial Market Supervisory Authority (FINMA)
The following table sets out an overview of the debt issued by the Group: (1) Amounts are not publicly traded. Therefore the Net book value are reflective of the Fair value.
SCOR quarterly as from the tenth year following their issue date. These floating-rate bonds bear interest indexed on the 3-month Libor rate plus (i) 0.80% for the first ten years and (ii) 1.80% thereafter. The Group decided not to redeem the
EUR 50 million Perpetual Step-Up subordinated notes were issued on 23 March 1999. These notes are redeemable at the issuer’s option after 15 years following their issue date, and at a 5-year interval, beyond the 15 years. The floating-
On 28 July 2006 SCOR issued a perpetual super-subordinated debt security (Tier 1 type) in an aggregate principal amount of EUR 350 million to finance the acquisition of Revios Rückversicherung AG. The bond issue, comprised of last-rank subordinated bearer certificates with a face value of EUR 50,000 bearing interest at an initial rate of 6.154%
On 2 February 2011, SCOR issued CHF 400 million perpetual subordinated notes, redeemable by SCOR each quarter as at payment of interest dates from 2 August 2016. The coupon has been set to 5.375% (until 2 August 2016) and 3month CHF LIBOR plus a margin of 3.7359% thereafter.
During 2011, the Group re-purchased USD 33 million out of its own USD 100 million debt, at a price of 82.5%. The purchase price of this debt at a discount rate gave rise to a consolidated pre-tax profit of EUR 4 million.
EUR 200 million represented by 100 million OCEANEs with a nominal value of EUR 2 each with a term of 5 years and 183 days. The bonds earned interest at a rate of 4.125% payable on 1st January of each year.
At any time from 2 July 2004 until the seventh day preceding the redemption date, bondholders were able to request conversion or exchange of the bonds for shares at a specified rate (the “conversion/exchange ratio”). During 2009 the conversion/exchange ratio was adjusted in accordance with the provisions of Article 2.6.7.3 (4) of the offering and listing prospectus in such a manner that each OCEANE gave an entitlement, via exchange or conversion, to 0.117 SCOR
shares (amounting to a conversion price of EUR 17.09 per SCOR share). The Company was able to choose to provide new shares to be issued and/or existing shares.
In December 2009, certain bondholders exercised their option to convert the OCEANE bonds into shares, leading to an increase of EUR 16 million in share capital and premium. The EUR 16 million increase in share capital and premium was recognized during the year ended 31 December 2009, as stated in Note 13 – Information on share capital, capital management, regulatory framework and shareholders’ equity. SCOR reimbursed the remaining bondholders in cash on 4 January 2010. As at 31 December 2009, due to the change in nature of this bond in comparison to the remaining debt, the amount outstanding has been presented below financial debt on the consolidated balance sheet. The total amount repaid in cash during 2010 was EUR 184 million excluding accrued interest (EUR 191 million including interest).
The following table summarizes amounts included in contingency reserves: In EUR million
These benefits amount to EUR 87 million and EUR 79 million at 31 December 2011 and 2010, respectively and include post-employment benefits such as pension plans EUR 82 million (2010: EUR 74 million) and Long service awards provisions EUR 5 million (2010: EUR 5 million).
Total gross insurance contract liabilities 11,044 10,796 12,118 11,010 23,162 21,806
Ceded claims reserves & claims expense reserves (149) (197) (765) (412) (914) (609)
Underwriting reserves, or contract liabilities, are subject to the use of estimates. Payments linked to these reserves are not usually fixed, either by amount or by due date. Liquidity information related to contract liabilities is included in Note 26 – Insurance and financial risk.
Gross cumulative inception to date incurred losses as at 31 December 2011(2)
Ceded cumulative inception to date incurred losses as at 31 December 2011(2)
Net cumulative inception to date incurred losses as at 31 December 2011(2)
Ceded UPR – end of year 253 130 76 40 24 18 39 40 40 51 84
Net UPR – end of year 1,411 1,487 1,048 938 613 557 1,069 1,060 1,095 1,333 1,432
Gross DAC – end of year 232 204 129 132 137 108 230 227 238 278 325
Ceded DAC – end of year 49 25 5 3 2 - 2 1 - 1 5
The table below is a reconciliation of the beginning and ending liability for claims reserves and claims expenses of
SCOR Global P&C for the years ended 31 December 2011 and 2010.
Gross claims reserves and claims estimates as at 1 January 9,696 9,156
Revaluation of opening balance at current year end exchange rates 94 396
Net claims reserves and claims estimates as at 1 January – revalued 9,378 9,079
Net claims incurred relating to the current calendar year 1,336 1,404
Net claim reserves and claims estimates as at 31 December 9,837 9,284
Ceded claims reserves and claims estimates as at 31 December (765) (412)
Gross claims reserves and claims estimates as at 31 December 10,602 9,696
For the year ended 31 December Asbestos (1) Environment (1) 2011 2010 2011 2010
Gross reserves, including IBNR reserves (in EUR million) 117 123 16 18
Net % of Group Non-Life claims paid 0.3% 0.4% 0.0% 0.1%
Different types of Guaranteed Minimum Death Benefits are covered, including:  Return of premium: The GMDB is the amount of total deposits adjusted for partial withdrawals, if any.
 Roll-up: The GMDB increases each year from the initial premium adjusted for later deposits and partial withdrawals, as the case may be, by a fixed percentage. Rollup guarantees reinsured under SCOR Global
There are some risks which are specific to the GMDB portfolio. Due to the nature of the product, the remaining liability is influenced by developments on the financial markets, particularly changes in the price of equities and fixed income securities, fluctuations in interest rates, and the implied volatility on equity options. The liability is also dependent on policyholder behavior, particularly on the exercise of partial withdrawal options, but also on other aspects, such as lapse behavior and the use of options to choose the underlying funds.
The liability adequacy test conducted at year end 2011 did not detect any deficiencies for either the Non-Life or Life segment for the year ended 31 December 2011.
Total as at 31 December 2010 Share of retrocessionaires contract liabilities 16 529 455 77 13 24 1,114
Share of retrocessionaires contract liabilities net of collateral(2) 12 286 160 24 13 (75)(1) 420
The amounts paid under defined contribution plans were EUR 12.9 million, EUR 11.3 million, and EUR 7.8 million for the years ended 31 December 2011, 2010, and 2009 respectively.
The employees of SCOR in Paris take benefit of an agreement "Indemnité de Fin de Carrière" signed during 2001. This agreement has been cancelled as of 28 September 2009 with coverage valid until 31 December 2010.
The main defined benefit pension plans relate mainly to Switzerland, North America and France. These locations represent 47%, 19% and 16%, respectively, as at 31 December 2011, (43%, 20%, and 16%, respectively, at 31 December 2010), of the Group’s obligation under defined benefit plans.
Expected return on assets as at 1 January 2011 7.50% 3.00% 4.00% 7.00% 5.00%
Expected return on assets at 31 December 2010 7.50% 3.00% 4.00% 7.00% 5.00%
Expected return on assets at 1 January 2009 7.50% 4.00% 4.60% 6.40% 4.50%
Expected return on assets at 31 December 2009 7.50% 3.00% 4.00% 7.00% 4.50%
Discount rates are defined with reference to high quality long term corporate bonds with duration in line with the duration of the obligations evaluated. In Switzerland the discount rates are determined by reference to high quality government bonds due to the absence of a deep market in high quality corporate bonds.
Expected returns on assets are determined plan by plan. They depend on the asset allocation and expected performance prevailing on that date applicable to the period over which the obligation is to be settled. These are reflected in the assumptions above.
An increase or decrease in the discount rate of 0.25% would result respectively in a decrease in the estimated pension liability of approximately EUR 8 million or an increase of approximately EUR 6 million (2010: a decrease of EUR 9 million relating to an increase in the discount rate of 0.25%) with the offsetting impact recorded in equity.
Amortization of past service cost - - - - 1 1 - - 1 1 - -
The following schedule reconciles the movements in the balance sheet amounts for the year ended 31 December 2011 and 2010: In EUR million Total 2011 Europe
Liability (gains)/losses due to change in assumptions (1) (5) 2 2 14 11 - 3
Expected return on plan assets 5 1 2 2 5 1 2 2
Asset gains / (losses) due to experience (3) (2) - (1) - - - -
Net defined benefit obligation as at 31 December - Deficit 91 57 24 10 85 58 17 10
Accrued / (Prepaid) as at 1 January 79 53 16 10 77 50 17 10 74 43 19 12
Accrued / (Prepaid) as at 31 December 87 54 23 10 79 53 16 10 77 50 17 10
The following table includes the allocation of plan assets as at 31 December 2011 and 2010: In EUR million Europe Switzerland North America
As at 31 December 2011, employer contributions for the year ahead are expected to amount to EUR 8 million (2010: EUR 6 million).
The total expense for the year relating to share based payment is EUR 29 million (2010: EUR 31 million), with EUR 5 million (2010: EUR 6 million) relating to share options granted from 2007 to 2011 plans (2010: 2006 to 2010) and EUR
24 million (2010: EUR 25 million) relating to free shares granted from 2007 to 2011 plans (2010: 2006 to 2010). For 2011 plans, amortization of the grant date fair value has been aligned to commence at the date of employee notification.
The Group grants its employees options or share subscription plans under the following terms: Plan Date of award by the Board
The stock options are available after 4 or 5 years regardless of whether the employee is still actively employed by the
The terms and conditions of the performance share plan of 7 March 2011, 1 September 2011 (except LTIP) and 12
December 2011, similar to those usually decided by SCOR (notably as regards to the presence conditions for the first two years) provide that after the vesting period of 2 years for beneficiaries tax resident in France (and an obligation to retain shares for a period of 2 years after the end of the vesting period) and of 4 years for beneficiaries not tax resident in France, the final acquisition of these shares will be subject to the condition of presence of 2 years for each non-
December 2011 to the Chairman and Chief Executive Officer (and those allocated to the other members of the COMEX, to the Executive Global Partners and to the Senior Global Partners) and half of the allocation to the other Partner beneficiaries (less Senior Global Partners), are subject to performance conditions.
The vesting of these shares will be effective, in addition to the presence conditions, if three out of four of the performance conditions outlined below are met:  The S&P financial strength rating must be at least “A” in 2011 and 2012;  The P&C business combined ratio must be less than or equal to 102% on average in 2011 and 2012;  The Life business operating margin must be higher than or equal to 3% on average in 2011 and 2012;  The SCOR Group’s ROE for the financial years ending 31 December 2011 and 31 December 2012 must exceed the risk-free rate in 2011 and 2012 by at least 300 points on average.
All the shares made under the LTIP scheme are not only subject to the satisfaction of the same performance conditions as those set for the 22 March 2011 Plan (for the description of the performance conditions, refer above) and also to a market condition based on the comparison of the Total Shareholder Return (TSR) of SCOR with the ones of its main competitors over 2 periods of 3 and 6 years (respectively between 2011 and 2014 and between 2014 and 2017).
residents 15.9 for French residents 13.3 for French residents 12.5 for Non-
The main components of income taxes for the years ended 31 December 2011, 2010 and 2009 are presented below: Amounts reported in the consolidated statements of income
INCOME TAX (EXPENSE) / BENEFIT REPORTED IN STATEMENT OF INCOME - (36) 47
A reconciliation of the income tax expense, obtained by applying the French tax rate of 36.10% for 2011, and 34.43% for 2010 and 2009 respectively to income before income taxes, minority interest and income (losses) from associated companies consolidated under the equity method, to the actual income tax expense recorded in the statement of income is presented in the table below. The effective rate in 2011 is 0.0% (2010: 7.8% and 2009: (14.7)%).
The main reconciling items are due to the difference between local income tax rate of each taxable entity and the Group tax rate, permanent differences reported by each entity, reduced rates and specific items, including the recognition of tax-exempt gain from bargain purchase for the acquired Transamerica Re business resulting in a EUR 44 million reconciling item.
Theoretical income tax at 36.10% (for 2011) and 34.43% (for 2010, 2009) (119) (157) (111)
Write-down and reversal of previous write-down of deferred tax assets 13 52 10
The French income tax rate of 34.43% in previous years has been changed in 2011 to 36.10% with effect on taxable results of the fiscal years 2011 and 2012 and will be 34.43% again from fiscal year 2013 onwards. This temporary tax rate change would have only marginal impact on the net deferred tax assets of the French tax group and, consequently, it has not been taken into account for the measurement of deferred taxes.
Due to the finalization of income tax returns and refinement of prior periods' income tax positions in 2011, particularly in
In 2010 the tax rate change impact results from a tax law change in France and the revaluation of deferred taxes for UK
January 2010 onwards. Therefore, there is no longer any deferred tax impacts to be considered.
The existing deferred tax liabilities related to this position measured at 34.43% were released, resulting in a net tax benefit of 24.43 % of the capitalization reserve as of 2009. Therefore, the income tax expense for the year 2010 includes a benefit of EUR 42 million for the change in tax law. Changes in tax risk provision are included within Other Liabilities.
In 2009, the effective tax rate was mainly driven by the reactivation of deferred tax assets of the U.S. operations.
Effect of changes in foreign exchange rates 117 - 117 136 - 136 (21) - (21)
Revaluation of assets available for sale (307) 82 (225) 87 (25) 62 480 (138) 342
Net gains /losses on cash flow hedge (21) 3 (18) - - - - - -
Unrealized revaluations and temporary differences on investments (63) (119) (37) (45) (21) (37)
Elimination of internal capital gains 8 22 17 4 (1) (5)
Net investment income excluding deposit and currency items 462 525 316
Interest expense on funds withheld and contract deposit (15) (19) (26)
The table below shows the net results of retrocession for the years ended 31 December 2011, 2010 and 2009: In EUR million
P&C Total Ceded gross written premiums (345) (391) (736) (286) (265) (551) (333) (245) (578)
(1) 2011 Staff costs include the Transamerica Re staff costs since August 2011 and an increase in staff headcount at SCOR whereas staff costs in 2010 were positively impacted by the the release of the provision related to sundry employee benefits schemes which were reformed or cancelled with an impact on 2010.
(1) The amounts presented above for 2009 include Highfields settlement and related legal expenses of EUR 12 million, net of expected recovery.
Group audit fees for services rendered during the year are detailed below: In EUR thousand
Basic and diluted earnings per share are calculated as follows for the years ended 31 December 2011, 2010 and 2009 respectively: At 31 December 2011 At 31 December 2010 At 31 December 2009
Net income attributable to ordinary shareholders and estimated conversions 330 186 854 1.77 418 184,159 2.27 370 181,259 2.04
(1) Average number of shares during the period. See Note 1 of the consolidated financial statements (2) After stock consolidation on 3 January 2007: 1 new share equals 10 old shares (3) Calculated assuming all options are exercised where the average SCOR share price for the year exceeds the option exercise price 20.1.6.24 NOTE 24 - RELATED PARTY TRANSACTIONS
Key management personnel are those individuals having responsibility and authority for planning directing and controlling the activities of the Group. The Group considers that the members of the Executive Committee and the Board constitute key management personnel for the purposes of IAS 24.
The total gross compensation of key management personnel, which include short-term employee benefits, postemployment benefits, other long-term benefits, termination benefits and share-based payments, for 2011, 2010, and 2009 financial years is outlined below.
Committee in France, Germany and Switzerland amounts to EUR 25 million as at 31 December 2011 (EUR 21 million as at 31 December 2010 and EUR 23 million as at 31 December 2009).
The members of the Executive Committee also benefit from the use of a vehicle for business purposes; the Chairman and Chief Executive Officer has a company car with driver. Certain members of the Executive Committee receive a housing allowance because of their dual duties in two geographically separated units.
Committee), (ii) a cash payment compensating him for his inability to exercise stock options granted prior to his departure date and which he would otherwise be unable to exercise due to the vesting period conditions set forth in the applicable stock option plan, in an amount to be determined by an independent expert using the “Black-Scholes” pricing model, and (iii) a cash payment compensating him for his inability to definitively acquire Ordinary Shares granted to him for free prior to his departure and which he would otherwise be unable to acquire due to the terms and conditions of the applicable free share allocation plan, for a price per Ordinary Share equal to the average of the Company’s share price on the date of his departure.
Issue of share options and share awards to employees of subsidiaries. Costs are charged for annually based on the underlying value of the awards granted calculated in accordance with the guidance set out in IFRS 2. See Note 18 -
General Security Indemnity Company of Arizona United States 100.00 100.00 100.00 100.00 Full
CAL Re Management Inc United States 100.00 100.00 100.00 100.00 Full
SCOR Global Life Reinsurance (Barbados) Ltd. Barbados 100.00 100.00 100.00 100.00 Full
SCOR Life Insurance Company (SLAC) United States 100.00 100.00 - - Full
SCOR International Reinsurance Ireland Ltd (SIRI) Ireland 100.00 100.00 - - Full
SCOR Reinsurance Asia Pacific Pte Ltd Singapore 100.00 100.00 100.00 100.00 Full
Blue Star Management Ltd United Kingdom 100.00 100.00 - - Full
PPG Lime Street Ltd United Kingdom 100.00 100.00 - - Full
SCI Le Barjac France 100.00 100.00 - - Full 5 avenue Kléber SAS France 100.00 100.00 - - Full
ASEFA SA Seguros y reaseguros Spain 39.97 39.97 39.97 39.97 Equity interest
Reinsurance commitments are recognized as liabilities within underwriting reserves and are offset by assets which are maintained for the settlement of claims. When the liabilities are not offset by cash deposited with the ceding companies, the underwriting reserves may be covered by pledged securities or letters of credit granted to ceding companies which are disclosed within off-balance sheet commitments.
Collateral received from retrocessionaires TOTAL COLLATERAL RECEIVED FROM RETROCESSIONAIRES (4) 1,007 694
(1) Unused lines of credit represent those facilities available to the Group to enable it to meet its liquidity requirements. These include overdrafts and lines of credit, but exclude letter of credit facilities. The Group has total letter of credit facilities available to it of USD 929 million, composed of several syndicated and bilateral lines with international banks.
Assets including investment securities, real estate and shares in associates for a total amount of EUR 3,965 million
The principal risk the Group faces under insurance and reinsurance contracts is that the actual amounts of claims and benefit payments, or the timing thereof, differ from expectations. The frequency of claims, severity of claims, actual benefits paid, subsequent development of long-tail claims and external factors beyond the Group’s control, including inflation, legal developments and others have an influence on the principal risk faced by the Group. Additionally, the
The Group makes extensive use of proprietary external models from industry-leading catastrophe model suppliers, including Risk Management Solutions RiskLink® (“RMS”) and AIR Worldwide Catrader® (“AIR”), and licenses all the region/peril combinations available from each vendor. In addition, it has access to local cat model expertise for Australia from Risk Frontiers, a commercial provider of tools developed at Macquarie University. Access to multiple external models allows the Group to better appreciate the strengths and limitations of each model and make adjustments where appropriate, and it is well equipped with alumni from AIR and RMS within the Natural Catastrophe Risk Modelling team.
“manual PML” basis, applying a mean damage ratio to the peak zone aggregates.
The models it uses depend very much on the underlying parameters. Any future deviations in these parameters will produce varying results depending on the sensitivity of the model to each parameter. Furthermore, the models can only be applied to certain areas and must respect certain conditions. Catastrophic events could occur in areas not covered by the models and could therefore generate losses which exceed those predicted. Reality is always more complex than that reflected by the models and this represents a risk for SCOR.
Information on exposures to asbestos and environmental claims is included in Note 16 — Contract liabilities.
In life reinsurance, a major risk lies in the occurrence of a severe pandemic. In the past century, three major outbreaks of influenza occurred and claimed millions of lives. The occurrence of a similar event could cause large losses to the Group, due to an increased mortality far beyond the usual volatility. Experts closely monitor current influenza virus strains and those of other infectious diseases. A lethal virus strain not only of influenza but of any other communicable disease could lead to a heavy increase in mortality rates and increased medical costs which could significantly affect SCOR’s results.
Anti-selection refers to the problem of asymmetry of information between the insured and the insurer. An individual applying for life or health insurance cover usually has better knowledge about his or her own state of health than the insurer. The risk to the (re)insurer is of policyholders deliberately deciding to:  take out a policy in the knowledge that either their chances of claiming is high or higher than average;  terminate a policy in the knowledge that their chances of claiming are low or lower than average; or
As previously indicated, natural or man-made catastrophic events can cause very significant material damage affecting the Non-Life activities of the Group. In addition, such events could cause multiple deaths and serious injuries which could potentially seriously impact the Life activities of SCOR, particularly under contracts covering groups of employees working at the same location.
Furthermore, they set out the retention of SCOR Global Life for various risks and types of covers. They are approved by the Chief Executive Officer and Chief Risk Officer of SCOR Global Life. Business opportunities going beyond the stipulations of these guidelines are subject to a special referral procedure at two key levels in order to ensure that the
business respects defined risk-adjusted return criteria and risk tolerance limits. These cases are examined at the SCOR
The availability and cost of collateral, including letters of credit, asset trusts and other credit facilities, could adversely affect SCOR’s operations and financial condition.
life insurance and life reinsurance companies must hold on their statutory financial statements for various types of life insurance business, primarily certain level premium term life products. The reserve requirements under Regulation XXX
Economic risks are related to slowdowns in economic growth or recessions in the major markets. This may lead households to take out less insurance, to suspend certain premium payments, or to terminate the insurance policies underlying the existing Life and Non-Life treaties earlier than anticipated.
In spite of the measures to control and reduce the risk of defaults of its retrocessionaires, the occurrence of one or more of such default could have a material adverse impact on SCOR’s business, present and future premium income, its net income, its cash flows, its financial position, and potentially on the price of its securities.
Credit risks related to contracts with cedants are mitigated through a quarterly examination of exposure and associated risks. Depending on the financial situation of the principal cedants, actions aimed at reducing or limiting exposure or mitigating the risk through guarantees on deposits (for example, via offset clauses) may be carried out. Moreover, should their financial strength deteriorate between the time their financial commitment is made and the time it must be honored, an appropriate financial provision is established in the Group’s accounts corresponding to the liability for which a loss is considered probable.
U.S., nor is it exposed to the various U.S. credit “monoliners” or “guarantors.”
Multiple defaults of companies (or in the event of the default of a major company) on which the ceding companies are exposed could have a material adverse impact on SCOR’s business, present and future revenues, net income, cash flows, and financial position, and potentially, on the price of its securities.
First of all, the payment of future profits expected under Life reinsurance contracts necessarily implies that the cedant is solvent: for this reason, SCOR risks a reduction in the value of its portfolio of Life contracts in the event of a deterioration in the financial strength of the cedant. In such a case, it is possible that the VOBA and deferred acquisition costs (“DAC”)
The Group, therefore, has exposure to a credit risk linked to the insolvency and to the image of its cedants, which, if this were to occur, could have an adverse impact upon its business, present and future revenues, net income, cash flows, financial position, and potentially, on the price of its securities.
SCOR maintains its investment policy in high-quality assets and in countries with the lowest sovereign risk. SCOR has no assets linked to sovereign risk in Greece, Ireland, Portugal or Spain.
Impairment information relating to financial assets is included in Note 6 - Investments, Note 7 - Loans and receivables, and Note 10 - Accounts receivables and debts with cedants and retrocessionaires and Note 20 — Investment income.
SCOR needs liquidity to pay its operating expenses, interest on its debt and dividends on its capital stock, and replace certain maturing liabilities. Without sufficient liquidity, the Group may be forced to curtail its operations, and business will suffer. The principal internal sources of the Group’s liquidity are insurance premiums, cash flow from its investment portfolio and assets, consisting mainly of cash or assets that are readily convertible into cash.
Liquidity risk is increased in situations of market disruption as SCOR may need to sell a significant portion of its assets quickly and at unfavorable terms. Additional information on the Group’s liquid assets is included in “ Note 6 — Insurance
Some facilities SCOR uses to grant letters of credit to cedants require a 100% collateral in case of non-compliance with financial covenants or in case of a decrease in the Group’s financial strength rating. Significant changes in the Group’s solvency or rating could force it to collateralize these facilities at 100%, which would thus result in a deterioration of its liquidity level. Additional information on SCOR’s letter of credit facilities is included in “Note 25 — Commitments
The technical reserves of SCOR Global P&C are established on an undiscounted basis (except workers compensation).
Life Insurance liabilities In EUR million < 1 year 1-5 years 6-10 years > 10 years Total
(1) The figures as at 31 December 2011 include the cash flows of the Transamerica business. (2) The figures as at 31 December 2010 still include the cash flows for the US Annuity business which was sold during 2011.
Maturity profiles have been prepared based on undiscounted contractual maturities and include contractual interest payments. In the case of perpetual debt, or debt which is subject to multiple redemption dates, the analysis below assumes such debt is redeemed on the contractual redemption date and not on the optional reimbursement dates.
Perpetual debt is classified within the column “more than 5 years” due to an absence of a maturity date. Of the amounts below, EUR 253 million (1) (2010: EUR 337 million) relates to variable rate debt
(1) This amount excludes subordinated perpetual debt which has been swapped from variable interest rate to fixed interest rate.
(2) The interest for perpetual debt as at 31 December 2011 represent EUR 33 million on a yearly basis (2010: EUR 14 million).
Maturity analyses of financial assets that are held for managing liquidity risk are presented within Note 6 – Insurance business investments.
SCOR publishes its consolidated financial statements in euros, but a significant part of its income and expenses, as well as its assets and liabilities, are denominated in currencies other than the euro. Consequently, fluctuations in the exchange rates used to convert these currencies into euros may have a significant impact on its reported net income and net equity from year to year.
SCOR has issued debt instruments in currencies other than euro, currently U.S. dollars and Swiss Francs, and to the extent that these are not used as a hedge against foreign currency investments, SCOR is similarly exposed to fluctuations in exchange rates.
In spite of the measures to control and reduce SCOR’s exposure to fluctuations of exchange rates of major currencies, such fluctuation could have a material adverse impact on SCOR’s business, present and future revenues, net income, cash flows, financial position, and potentially, on the price of its securities.
Interest rate risk is the risk that the value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. Interest rate fluctuations have direct consequences on the market value of SCOR’s fixed-income investments and therefore on the level of unrealized capital gains or losses of the fixed-income securities held in the
SCOR’s fixed-income securities are more likely to be redeemed early in cases where bond issuers benefit from an early redemption option and can borrow at lower interest rates. Consequently the probability of needing to reinvest the proceeds at lower interest rates is increased.
(excluding Long Term Care), valuation interest rates are locked-in based on a prudent estimate of the expected rate earned on assets held less a provision for adverse deviation.
SCOR is, therefore, exposed to a risk of capital losses on equity exposures — if it were to occur — which could adversely impact the Company’s net income, cash flows, financial position and potentially, the price of its securities.
The interest sensitivities for equity presented in the table below include the movements on the debt security portfolio, cash and cash equivalents, structured notes, the impact of changes in interest rates on variable rate financial debt and the GMDB business. The annuity business of the life operation in the U.S. was sold in 2011 and has no effect on the sensitivities as at 31 December 2011.
The interest sensitivities for profit & loss presented in the table below shows the impact of changes in fair value of financial assets at fair value through P&L held at closing date, and change in income on variable rate financial assets held at closing date, following an increase/decrease of interests of 100 basis points. An estimate of the impact on the future profit & loss following a change of 100bps is herefore included. However, SCOR does not include in this analysis the impact that changes in interest rates might have on the reinvestment of future cash flows, as future cash flows of our business are difficult to predict and asset allocations might change over time.
In addition, during 2009 the Group entered into net investment hedges to reduce its exposure to variations in the net assets of USD functional currency subsidiaries. These hedges resulted in a total negative foreign exchange impact of
EUR 13 million within equity (2010: EUR 22 million and 2009: EUR 1 million). As at 31 December 2011, the Group does have one hedge of net investment remaining in place. See Note 8 – Derivatives instruments.
The Group recognized a net foreign exchange gain of EUR 13 million for the year ended 31 December 2011 (2010: loss of EUR (15) million and 2009: gain of EUR 14 million).
The following litigation matters shall be mentioned: Converium Class Action Settlement: As a result of its acquisition of Converium (which has since become SCOR Holding (Switzerland)), SCOR assumed the burden of several litigation matters (including putative class action complaints) before the U.S. District Court for the
SCOR negotiated a definitive agreement for the settlement of the claims of non-U.S. purchasers of Converium securities.
After an initial investigatory phase, the Directorate of Investigation of the CNC confirmed its initial accusation and referred the matter to the Council of the CNC for a final decision. The CNC issued its decision on 12 November 2009 which puts an end to the proceeding regarding the decennial insurance against, inter alia, SCOR Ibérica Sucursal.
Pursuant to such decision, SCOR was required to pay a fine of EUR 18.6 million. Other insurers and reinsurers were also fined in relation to the same matter. SCOR filed an appeal on 21 December 2009 before the Administrative
Chamber of the National Hearing. SCOR intends to challenge the decision of Council of the CNC, including substance of the litigation and calculation of the fine.
December 2010 published pages 274 to 276 of the registration document filed with the Autorité des Marchés
(ii) The report from the Statutory Auditors on the consolidated financial statements for the financial year ending 31
The report from the Statutory Auditors on the consolidated financial statements for the financial year ended 31
In compliance with the assignment entrusted to us by your Annual General Meeting, we hereby report to you, for the year ended 31 December 2011, on:  the audit of the accompanying consolidated financial statements of SCOR SE,
These consolidated financial statements have been approved by the Board of Directors at their meeting on 7 March 2012. Our role is to express an opinion on these financial statements, based on our audit.
In our opinion, the financial statements give a true and fair view of the assets, liabilities, financial position and results of the consolidated group in accordance with the accounting rules and principles applicable under IFRS, as adopted by the
Accounting estimations used in the preparation of the Financial Statements for the year ended 31 December 2011 have been performed in an uncertain environment, related to the financial crisis in the Euro zone, accompanied by a liquidity and an economic crisis, which make difficult the comprehension of economic outlook. In this context, in accordance with the requirements of Article L. 823-9 of the French Commercial Code (Code de Commerce), we have performed our own assessments that we bring to your attention on the following matters:  Notes 1- “(G) real estate investments”, 1 - “(H) financial instruments”, 5, 6 and 8 to the consolidated financial statements describe the principles and methods used to estimate the valuation and impairment of investments and derivative instruments.
In the specific context of the financial crisis, we examined the control system in place, detailed in note 26 to the consolidated financial statements, relative to the inventory of direct and indirect exposures, and the system in place for their assessment, as well as the valuation methods and write-down policies applicable to certain financial instruments.
 As stated in notes 1 - “(B) Use of estimates”, 1 - “(N) Accounting principles and methods specific to reinsurance business”, 7, 10, 11 and 16 to the consolidated financial statements, the technical accounts specific to reinsurance are estimated on the basis of reinsurance commitments or on statistical and actuarial bases, particularly in the case of accounts not received from cedents recognised as receivables, technical reserves, and deferred acquisition costs. The methods used to calculate these estimates are described in the notes to the consolidated financial statements.
 Note 27 “Litigation” to the consolidated financial statements describes the litigation encountered by the Group.
These assessments were made as part of our audit of the consolidated financial statements taken as a whole and therefore served in forming our audit opinion expressed in the first part of this report.
The third-party agreements executed in 2011 or continued during 2011, as defined by Articles L. 225-38 and following of the French Commercial Code have been the subject of a specific report by the statutory auditors in Section 19.3.
Autorité des marches financiers on 8 March 2011 under the number D. 11-0103 and in appendix A of the registration document filed with the Autorité des marchés financiers on 3 March 2010 under the number D. 10-0085 with the Autorité
des marches financiers, have been the subject of reports by the statutory auditors, featured respectively in Appendix A
The statute of limitations for dividends is 5 years. Dividends whose payment has not been requested shall be allocated to the administration de domains.
See also Section 20.1.6 – Notes to the consolidated financial statements, Note 23 - Earnings per share.
No material change has occurred in the Group’s financial or commercial situation since the end of the financial year 2011.
exercised. On 23 December 2009, the Company acknowledged the conversion of 7,987,792 OCEANEs, resulting in the creation of 934,576 new SCOR shares. The OCEANEs non-exercised were reimbursed i.n cash on 4 January 2010. In compliance with Article L. 225-149 of the French Commercial Code, the Board of Directors, on 2 March 2010, acknowledged that 934,576 shares of a nominal value of EUR 7.8769723 each have been created on 31 December 2009 and that it resulted in an increase in capital of a total nominal amount of EUR 7,361,629.26 to the benefit of the holders of OCEANEs. The Board of Directors also brought the necessary amendments to the bylaws provisions relating to the share capital and to the number of shares composing it.
According to the decision of the Extraordinary Shareholders General Meeting of the Company dated 18 May 2004, in its fourth resolution to authorize the Board to grant to officers and employees options to subscribe for or purchase of shares and to acknowledge, if necessary, at its first meeting following the year end of the Company, the number and amount of new shares issued during that period following the exercise of options, the Board of Directors of SCOR SE
Directors of SCOR SE decided on 2 March 2010 the share capital reduction of EUR 1,116,623.84 by cancellation of 141,758 new treasury shares with a nominal value of EUR 7.8769723 each. The reason for such decision of capital reduction is to avoid any dilutive effect of the exercise of stock-options upon the share capital. Therefore, any issuance of shares due to the exercise of stock-options is, from time to time, neutralized by the cancellation of the exact same amount of treasury shares.
acknowledged, on 28 July 2010, the capital increase of EUR 540,699.01 by creation of 68,643 shares with a nominal value of EUR 7.8769723 each.
(1) This figure corresponds to the share capital and to the number of shares as acknowledged by the Board of Directors on 28 July 2010, and stated in the bylaws of the Company as at 31 December 2010. It does not take into account the shares that could have been issued between 28 July 2010 and 31 December 2010 due to the exercise of stock-options. The figures that take these shares into account are referred to in Section 20.1.6 – Notes to the consolidated financial statements, Note 13 – Information on share capital, capital management, regulatory framework and shareholders 'equity.
(2) This figure corresponds to the share capital and to the number of shares as acknowledged by the Board of Directors on 7 March and 27 July 2011, and stated in the by-laws of the Company as at 31 December 2011. It does not take into account the shares that could have been issued between 27 July and 31 December 2011 due to the exercise of stock-options. The figures that take these shares into account are referred to in Section 20.1.6 – Notes to the consolidated financial statements, Note 13 – Information on share capital, capital management, regulatory framework and shareholders 'equity.
EUR 7.8769723 each, with entitlement to all benefits as of the 1 January 2010, and
 that these 2,647,517 new shares have been issued at a price of EUR 15.96, i.e., a total subscription amount of
Normal amortization date 2 July 2004 - - 2 Aug. 2004 1 Jan. 2010 Issuance of warrants
Expiration date 17 Dec. 2010 19,042,848 14,791,886 14,791,886 1 Jan. 2011 31 Dec. 2013 Stock option plans
Expiration date 28 Feb 2003 102,799 102,799 102,799 28 Feb 2007 28 Feb 2013 3 June 2003 129,475 129,316 129,316 3 June 2007 3 June 2013 25 Aug 2004 179,516 163,120 163,120 26 Aug 2008 26 Aug 2014 16 Sept 2005 464,112 416,569 416,569 16 Sept 2009 16 Sept 2015 14 Sept 2006 720,482 675,000 675,000 15 Sept 2010 15 Sept 2016 14 Dec 2006 149,500 147,500 147,500 15 Dec 2010 15 Dec 2016 22 May 2008 279,000 279,000 279,000 22 May 2012 22 May 2018 10 Sept 2008 1,120,500 1,081,000 1,081,000 10 Sept 2012 10 Sept 2018 18 March 2010 1,378,000 1,330,500 1,330,500 19 March 2014 19 March 2020 12 Oct. 2011 37,710 36,500 36,500 13 Oct. 2014 13 Oct. 2020 - 701,500 701,500 23 Mars 2015 23 Mars 2021 1 Sept 2011 - 308,500 308,500 2 Sept 2015 2 Sept 2021
Refer to Section 21.1.4 – Amount of convertible securities, exchangeable securities or securities with subscription warrants for a description of the warrants issued on 17 December 2011.
22th resolution (Delegation of authority granted to the Board of Directors for the purpose of making determinations with respect to the issuance, in the context of an offer of shares and/or of securities granting access to capital or entitling the holder to a debt instrument, with cancellation of preferential subscription rights)
23th resolution (Delegation of authority granted to the Board of Directors for the purpose of making determinations with respect to the issuance of shares and/or securities granting access to the Company’s capital or entitling the holder to a debt instrument, as remuneration for shares contributed to the Company in the context of any public exchange offer launched by the Company)
24th resolution (Authorization granted to the Board of Directors for the purpose of the issuance of shares and/or securities granting access to the Company’s capital or giving entitlement to a debt instrument, as remuneration for shares contributed to the Company in the context of any public exchange offer launched by the Company or of any contributions in kind within a limit of 10% of the share capital)
This resolution can only be used with the 20th and 21th resolutions and is in any case capped by 11th and 12th resolutions 28th resolution (Authority to issue shares for stock option plans)
30st resolution (Share capital increase reserved for employees of the Group)
months duration, the delegations of powers granted by the Shareholders' Meeting of 4 Mai 2011 are each granted for a twenty-six (26) months duration as from the date of the Shareholders’ Meeting, i.e. until 4 July 2013, date on which it will be deemed expired if the Board of Directors did not use it.
Except for the delegation granted pursuant to the 25th resolution, which is granted for a twenty-six (26) months duration, the authorizations granted by the Shareholders’ Meeting of 4 Mai 2011 are each granted for an eighteen (18) months duration as from the date of the Shareholders’ Meeting, i.e. until 4 October 2012, date on which it will be deemed expired if the Board of Directors did not use it.
The description of the stock buyback program implemented under the 17th resolution of the Annual Shareholders'
Meeting of 4 May 2011 was published by the Company on 4 May 2011. The report of the Board of Directors of the
Company to the Annual Shareholders’ Meeting to be held in the first half of 2011 on the use of the 17th resolution will be made available to SCOR shareholders under the conditions set forth by law.
Percentage of share capital 1. Stimulation of the secondary market or the liquidity of the Company's shares by an investment services provider through a liquidity agreement compliant with a professional ethics charter recognized by the Financial Markets Authority 2. Setting-up, implementation or hedging of any stock option plans, other plans for allocation of shares and, generally, any form of allocation to employees and/or corporate officers (mandataires sociaux) of the Company and/or of affiliated companies, including hedging of any Company stock option plan pursuant to the provisions of Articles L. 225-177 et seq. of the French Commercial Code, allocation of Company shares at no cost in the context of the provisions of Articles L. 225- 1971 et seq. of the French Commercial Code, allocation of Company shares as participation in profits generated by the expansion of business (participation aux fruits de l’expansion de l’entreprise) or allocation or transfer of Company shares within the framework of any employee savings plan (plan d’épargne salariale), in particular in the context of the provisions of Articles L. 3321-1 et seq., and L. 3332-1 et seq., of the French Labor Code 3. Purchasing of shares for keeping and later remittal for exchange or as payment within the framework of possible external growth operations without exceeding the limit set by paragraph 6 of Article L. 225-209 of the French Commercial Code in the context of a merger, spin-off or contribution 4. Respect of all obligations linked to the issuance of securities granting access to capital 5. Cancellation of the shares bought back in this way, within the limits established by law in the context of a reduction in share capital approved or authorized by the shareholders
Pursuant to the decision of the Extraordinary Shareholders General Meeting of the Company dated 28 April 2010, in its seventeenth resolution, to delegate to the Board the authority of issuing securities granting access to the Company’s share capital, with cancellation of preferential shareholder subscription rights, reserved for one category of entities, ensuring the underwriting of the Company’s equity securities, SCOR signed, on 10 September 2010, a natural catastrophe financial coverage facility in the form of contingent capital equity line with UBS. Pursuant to this agreement
Under the transaction, SCOR was initially benefiting from a contingent EUR 150 million equity line, available in two separate tranches of EUR 75 million each: drawdown on facility being likely to result in an aggregate increase in the share capital of up to EUR 150 million (including issuance premium), in respect of which SCOR has entered into a firm subscription commitment with UBS.
The issuance of the shares will be automatically triggered when the aggregated amount of the estimated ultimate net losses resulting from natural catastrophes incurred by the Group (in its capacity as an insurer/reinsurer) reaches certain thresholds in any given calendar year between 1 January 2011 and 31 December 2013 (1). Such thresholds may be recalibrated each year by SCOR to fit the coverage levels with changes in the insurance and reinsurance market conditions within certain limits defined to ensure the consistency of the facility's risk profile over the period: as stated in strong momentum V1.1 SCOR has exercised in 2011 its right to recalibrate such thresholds and significantly increased the applicable thresholds.
Euronext Paris falls below EUR 10 (i.e. a level of price close to the par value of the SCOR SE share), an individual tranche of EUR 75 million would be drawn down in order to ensure the availability of this financial cover (the warrants being unexercisable below par value) in case of occurrence of a natural catastrophe-type event during the remainder of the risk coverage period. Further to July 5, 2011 drawdown, this trigger hypothesis is no longer applicable.
 Section 20.1.6 – Notes to the Consolidated Financial Statements, Note 17 – Provisions for employee benefits,
 Section 21.1.4 – Amount of convertible securities, exchangeable securities or securities with subscription warrants.
The interested party has the obligation to inform the Board of Directors as soon as it is aware of the existence of the related party transaction, and a majority of the disinterested Directors must approve the transaction in order to validly enforce the transaction.
If a related party transaction is pre-approved by the majority of the disinterested Directors, the chairman must then report the authorized transaction to the statutory auditors within one month following the entering into of this transaction. The auditors must then prepare a special report on the transaction to be submitted to the shareholders at their next general meeting, during which the shareholders would consider the transaction for ratification (any interested shareholder would be excluded from voting). If the transaction is not ratified by the shareholders, such absence of ratification would normally and except in the case of fraud have no impact on the validity of the transaction, but the shareholders may in turn hold the Board of Directors or interested representative of the Company liable for any damages suffered as a result thereof.
Any related party transaction concluded without the prior consent of a majority of the disinterested Directors can be voided by a court, if we incur a loss as a result. In addition, an interested related party may be held liable on this basis.
Company. Any such loan or guarantee would be void and may not be relied upon by third parties.
Under article 10 of the Company’s bylaws (statuts), Directors may hold office until the age of 77. A Director reaching the age of 77 while in office has to retire at the expiration of the term of his or her office, as determined at the Shareholders ’
Rights, privileges and restrictions attached to existing sharesVoting rights (Articles 8 and 19 of the Company’s bylaws)
The remaining old shares have been cancelled on 3 January 2009 and since then subject to applicable laws, all the shares of the Company give right to one voting right.
Dividends may also be distributed from optional or statutory reserves, subject to approval by the shareholders and certain limitations, either as an addition to an annual dividend distribution or as an exceptional dividend distribution.
Shareholders’ Meeting approving the distribution of dividends or, in the case of interim dividends, on the date of the meeting of the Board of Directors approving the distribution of interim dividends. The actual dividend payment date and the modalities of such payment are determined by the Shareholders’ Meeting approving the declaration of the dividends or by the Board of Directors in the absence of such determination by the shareholders. The payment of the dividends must occur within nine months of the end of the fiscal year. Dividends not claimed within five years of the date of payment revert to the French Government. According to the bylaws (statuts), shareholders may decide in an ordinary general meeting to give each shareholder the option of receiving all or part of a dividend or interim dividend in the form of Ordinary Shares. The determination of the portion, if any, of the annual dividend that each shareholder will have the option to receive in Ordinary Shares is also made at the ordinary general meeting of shareholders following a recommendation by the Board of Directors.
Commercial Code, eliminate the pre-emptive subscription right for the entire capital increase or for one or more segments of said increase and may allow or not allow a priority subscription period for shareholders. When the issue is carried out through a public offering without pre-emptive subscription rights, the issue price must be set according to
the Company’s bylaws (“statuts”) permit us to request from Euroclear France at any time the identity, address and citizenship of the holders of Ordinary Shares held in bearer form, as well the number of Ordinary Shares held by such persons and information regarding any restrictions that may be attached to the Ordinary Shares.
A French law dated February 14, 1996 abolished the requirement that a person who is not a resident of the EU needs to obtain a preliminary authorization (“autorisation préalable”) prior to acquiring a controlling interest in a French company, except under special circumstances.
than 33.33% of the share capital or voting rights or (ii) the acquisition of the Ordinary Shares or voting rights of the
Company by a French company in respect of which more than 33.33% of its shares or its voting rights are held by a person not residing in France or a group of non-French residents acting in concert if such acquisition results in the ownership by the foreign controlled French company of more than 33.33% of our outstanding shares or voting rights.
The rights of shareholders are set forth in the bylaws of the Company. Under Article L.225-96 par. 1 of the French
In accordance with French law, there are two types of general shareholders’ meetings, ordinary and extraordinary.
Extraordinary general meetings of shareholders are required for approval of matters such as amendments to the
Special meetings of shareholders of a certain class of shares (such as shares with double voting rights or preferred shares) are required for any modification of the rights associated with such class of shares. The resolution of the shareholders’ general meeting affecting these rights are effective only after approval by the relevant special meeting.
Such notice can be given by e-mail to holders of Ordinary Shares in registered form who have accepted in writing this method of convocation.
One or several shareholder(s), holding at least a certain percentage of our share capital (computed on the basis of a formula related to capitalization which on the basis of our outstanding share capital as of June 30, 2011, would represent approximately 0.5% of our share capital), the Workers’ Council or a duly authorized association of shareholders holding their Ordinary Shares in registered form for at least two years and holding together a certain percentage of the voting rights (computed on the basis of a formula related to capitalization which on the basis of the outstanding share capital as of June 30, 2011, would represent approximately 1% of SCOR SE’s voting power) may, within 10 days after such publication, propose resolutions to be submitted for approval by the shareholders at the meeting.
Meeting, either in the nominative share registers held on the Company's behalf by the Company’s agent or in the bearer share accounts held by an authorized intermediary.
Proxies may be granted by a shareholder or, under certain conditions, by its intermediary, to his or her spouse, to another shareholder, or by sending a proxy in blank to the Company without nominating any representative. In the latter case, the chairman of the meeting of shareholders will vote the Ordinary Shares covered by such blank proxy in favour of all resolutions proposed or approved by the Board of Directors and against all others.
The Board of Directors can also decide to allow the shareholders to participate in and vote at any shareholders’ meeting by videoconference or by any means of telecommunication that allows them to be identified and in compliance with the conditions set by applicable regulations.
The presence in person (including those voting by correspondence) or by proxy of shareholders holding not less than one fifth (in the case of an ordinary general meeting or an extraordinary general meeting where an increase in our share capital is proposed through incorporation of reserves, profits or share premium) or one-fourth (in the case of any other extraordinary general meeting) of the Ordinary Shares entitled to vote is necessary for a quorum. If a quorum is not present at any meeting, then the meeting is adjourned. On a second call, there is no quorum requirement in the case of an ordinary general meeting or an extraordinary general meeting where an increase in the Company’s share capital is proposed through incorporation of reserves, profits or share premium and the presence in person (including those voting by correspondence) or by proxy of shareholders holding not less than one fifth of the Ordinary Shares entitled to vote is necessary for a quorum in the case of any other extraordinary general meeting.
The general meeting’s decisions are taken by a majority (either a simple majority for ordinary general meetings or a twothirds majority for extraordinary general meeting) of the votes validly cast., Abstention by those present in person or by correspondence or represented by proxy is not deemed a vote against the resolution submitted to a vote.
The rights of a holder of shares of a class of the Company’s capital stock, including the Ordinary Shares, can be amended only after an extraordinary general meeting of all shareholders of such class has taken place and the proposal to amend such rights has been approved by a two-thirds majority vote of shares of such class present in person
Directors and in accordance with the conditions defined by the legal and regulatory provisions in force.
Board of Directors, electronic remote voting forms and instructions given by electronic methods involving a proxy or a power of attorney may validly be received by the Company up until 3 p.m. (Paris time) on the day preceding the
 the company becomes or ceases to be a subsidiary of such person(s).
When a decrease or sale of an equity stake, whether directly or indirectly, has been notified, the ACP verifies whether such transaction is likely to negatively affect the company's reinsured clients as well as the sound and prudent management (gestion saine et prudente) of the company itself.
In addition to the above statutory requirements, the Company’s bylaws (“statuts”) provide that any natural person or legal entity, acting alone or in concert, which comes to hold or ceases to hold, either directly or indirectly, a fraction of the share capital or of the voting rights of the Company equal to or greater than 2.5%, or 5%, or 10%, or 15%, must inform us by registered letter, return receipt requested, addressed to the registered office, within five trading days of the date of the crossing of such threshold, of the total number of shares and/or of securities giving access to share capital held either directly or indirectly or in concert by such natural person or legal entity. The failure to comply with this requirement is sanctioned, upon request of one or more shareholders holding at least 2.5% of our share capital, noted in the minutes of the Shareholders’ Meeting, by the suspension of voting rights from all shares in excess of the non-declared fraction for any Shareholders’ Meeting that may take place during a period of two years following the date of the regularization of the notification.
Section 4 – Risk factors, 4.1.9 – Financial ratings play an important role in our business; Section 6 – Business overview - 6.3 Extraordinary events influencing the principal business and markets and Section 17.3.1 – Stock option plans.
As concerns the holdings held directly by SCOR, refer to:  Section 7 – Organisational Structure;  Appendix A – Notes to the Corporate Financial Statements, Note 2.3 – Subsidiaries and affiliates;  Section 20.1.6 – Notes to the Consolidated Financial Statements, Note 24 – Information on related parties.
As at 31 December 2011, SCOR held indirectly shares or units in the following companies, which represent at least 10%
(1) The perimeter Transamerica includes the following companies : SCOR Life Assurance Company, SCOR Life Reinsurance Company and SCOR International Re
Refer to Section 20.1.6 – Consolidated financial statements, Note 22 – Other operating and administrative expenses for the detail of audit fees.
28.1 Information published on the Autorité des Marchés Financiers (AMF) website (www.amffrance. org)
Date Subject 29 September 2011 Disclosure of trading in the Company’s shares by members of the Board of Directors (JeanClaude Seys)
25 August 2011 Disclosure of trading in the Company’s shares by members of the Board of Directors (Claude Tendil)
18 August 2011 Disclosure of trading in the Company’s shares by members of the Board of Directors (Guylaine Saucier)
16 August 2011 Disclosure of trading in the Company’s shares by members of the Board of Directors (Peter Eckert)
16 August 2011 Disclosure of trading in the Company’s shares by members of the Board of Directors (Georges Chodron de Courcel)
11 August 2011 Disclosure of trading in the Company’s shares by members of the Board of Directors (Gérard Andreck)
8 March 2011 Registration document 28.2 Information published in the Bulletin des Annonces Légales Obligatoires (BALO) [Bulletin of required legal notices publications] (www.journalofficiel. gouv.fr/balo/index.php)
All press releases and offering circulars published on the AMF site (Section 28.1) are simultaneously published on
28 September 2011 SCOR is elected “Best Global Reinsurance Company” for the second year in a row – Press release 26 September 2011 SCOR launches the Insurance-Linked Securities fund “Atropos” – Press release 9 September 2011 SCOR confirms it has foiled attempted scam – Press release 7 September 2011 SCOR confirms the targets of its strategic plan “Strong Momentum” at its Investors’ Day 2011 – Press release 10 August 2011 SCOR finalised the acquisition of Transamerica Re – Press release 4 August 2011 Disclosure of trading in own shares (out of the liquidity agreement) made from 1 July to 6 July 2011 4 August 2011 Disclosure of trading in own shares (out of the liquidity agreement) made from 1 June to 27 June 2011 4 August 2011 Half-year statement of the liquidity contract between SCOR SE and EXANE BNP Paribas – Press release 3 August 2011 Number of voting rights as at 31 July 2011 - Declaration pursuant to Article L. 233-8 II of the French Commercial Code and Article 233-16 of the General Regulation of the Autorité des Marchés Financiers 28 July 2011 SCOR announces the publication of its interim financial report for the six months ended 30 June 2011 – Press release
Date Subject 28 July 2011 SCOR completes a very good second quarter 2011, with net income of EUR 120 million – Press release 25 July 2011 SCOR pursues its policy of offering its clients value-added services by acquiring 100% of the capital of SOLAREH SA – Press release 25 July 2011 SCOR continues to deliver a strong performance with 22% premium growth and a 2% price increase at the mid-year Non-Life renewal campaign – Press release 19 July 2011 SCOR finalizes the sale of its US Fixed Annuity business – Press release 6 July 2011 Capital contingent: SCOR issues shares to UBS - Press release 5 July 2011 SCOR draws EUR 75 million on its contingent capital solution –Press release 4 July 2011 Number of voting rights as at 30 June 2011 - Declaration pursuant to Article L. 233-8 II of the French Commercial Code and Article 233-16 of the General Regulation of the Autorité des Marchés Financiers 1st July 2011 Denis Kessler is elected “Reinsurance Company CEO of the Year” – Press release 16 June 2011 SCOR Global Life’s Embedded Value reaches EUR 2.2 billion (EUR 12.2 per share), further demonstrating the dynamism and profitability of its franchise – Press release 7 June 2011 Number of voting rights as at 31 May 2011 - Declaration pursuant to Article L. 233-8 II of the French Commercial Code and Article 233-16 of the General Regulation of the Autorité des Marchés Financiers 18 May 2011 SCOR Global Life opens a new subsidiary in Australia – Press release 11 May 2011 SCOR successfully places CHF 225 million perpetual subordinated notes – Press release 10 May 2011 Number of voting rights as at 30 avril 2011 - Declaration pursuant to Article L. 233-8 II of the French Commercial Code and Article 233-16 of the General Regulation of the Autorité des Marchés Financiers 4 May 2011 SCOR Combined General Meeting of 4 May 2011 adopts all the proposed resolutions – Press release 4 May 2011 First quarter 2011 results: SCOR demonstrates its shock-absorbing capacity – Press release 26 April 2011 SCOR becomes the second largest Life reinsurer in the United States through the acquisition of Transamerica Re’s mortality business from AEGON – Press release 13 April 2011 ORDINARY AND EXTRAORDINARY SHAREHOLDERS’ MEETING OF SCOR SE TO BE HELD ON 4 MAY 2011 AT 10AM
are simultaneously published on NYSE-Euronext’s website. In addition, the following were published on the NYSE-
are simultaneously published on the Info-Financières’ website. No other information has been published on the Info-
SCOR’s unconsolidated corporate financial statements for the financial year ended 31 December 2011 are shown below: 1.1 Significant events of the year
This year, SCOR SE carried out the following transactions:  On 2 February and 3 June 2011, SCOR SE issued CHF 650 million fixed rate perpetual subordinated notes in two pari-passu ranking placements of respectively CHF 400 million and CHF 250 million. The notes are redeemable by SCOR each quarter as at payment of interest date as from 2 August 2016 with a first call date of 2 August 2016. The coupon has been set to 5.375% (until 2 August 2016) and 3-month CHF LIBOR plus a margin of 3.7359% thereafter.
(the exercise price of the warrants). These shares have been subscribed in full by UBS.
125 000 capital. SCOR ALTERNATIVE INVESTMENTS is an asset manager specialized in Insurance Linked
The purchase price of this debt at a discount rate gave rise to a consolidated pre-tax profit of EUR 4 million.
 SCOR SE partially reversed the impairment on its investment in SCOR US CORPORATION by EUR 180 million.
Share of retrocessionaires in underwriting reserves Note 4 5 - 5 4
Accrued income and deferred charges Note 4 1,841 0 1,841 1,598
In EUR million Gross transactions Retroceded transactions 2011 net transactions 2010 net transactions
Rate swaps - 60 60 60 Rate and currency swap (cross-currency swaps) - 528 528 - Asset swaps - - - - Index default swap - - - - Caps and floors - - - - Commercial paper - - - - Confirmed credit - - - - Foreign currency forward purchases 113 380 493 325 Performance bond - - - - Mortgages - - - - Leases from buildings purchased with finance lease - - - - Letters of credit - 597 597 664 Endorsements and sureties - 8 8 8
Rate swaps - 60 60 60 Rate and currency swap (cross-currency swaps) - 511 511 - Caps and floors - - - - Asset swaps - - - - Underwriting commitments 6 3 9 -
The financial statements for financial year 2011 are presented in accordance with the European Directive of 19 December 1991, the French Decree 94-481 of 8 June 1994, and the Order of 20 June 1994 as amended by the
The evaluation of these indemnities depends on several factors such as age, number of years’ service and salary.
Debt issuance costs are amortized over the life of the respective loan. Interest on financial debt is included in financing expenses.
Estimates of premiums and commissions not yet received from ceding companies at period end are recorded in the income statement and shown on the balance sheet in account “Reinsurance estimates - assumed”.
In none of the presented years did SCOR SE underwrite any such treaty.
Pursuant to the provisions of article R. 341-7 of the French Insurance Code, foreign currency transactions of the
The foreign currency differences on off-balance sheet positions (forward financial instrument contracts) and the related off-balance sheet account represent unrealized foreign currency gains or losses. These differences are recorded on the balance sheet in the accounts “net translation adjustments” and “regularization of forward financial instrument contracts”, based on the underlying strategy.
Premium portfolio entries based on the accounts of ceding companies offset the risk on accounts managed by accounting year. Premium portfolio entries represent the portion of unearned premiums paid at the start of the contract and the financial year while the risk relates to previous years. Likewise, premium portfolios ceded represent the port ion of unearned premium at the end of the financial year and of the contract. Premium portfolio entries and withdrawals are included in the premium written and are an integral part of premium income. Portfolio movements are recorded as premium and claim portfolio entries or transfer.
Reinsurance Directive) ; with the French General Statement of Accounting Principles (“Plan Comptable Général”) of 1982 ; and with French Decree No 2002-970 dated 4 July 2002, relating to the use of forward financial instruments by
Shares in and advances to land and real estate companies 154 - 8 2 160
Cash deposited with ceding companies (related & associated companies) - - 20 - 20
708 million at 31 December 2011 compared to EUR 123 million in 2010 that were funding the REVIOS acquisition and were fully redeemed in 2011.
At 31 December 2011, provisions against equity investments can be analyzed as follows:  SCOR US CORPORATION: EUR 285 million compared to EUR 465 million in 2010. A reversal of the impairment by EUR 180 million has been recorded due to an increase in the market value of this affiliate and its improved financial condition.
Unrealised gains and losses 1 – Real estate investments and real estate investments in process 160 155 213 58 2 - Shares and other variable-income securities (other than mutual fund shares) 4,098 3,809 6,776 2,967 3 - Mutual fund shares (other than those in 4) 1 1 8 7 4 - Mutual fund shares exclusively invested in fixed-income securities 2 2 2 5 - Bonds and other fixed-income securities 145 145 145 7 - Other loans and similar bills 872 872 872 9 - Cash deposits (other than those in 8) and security deposits - - - a ) including: - investments valued according to article R.332-19 145 145 145 - - investments valued according to article R.332-20 5,153 4,859 7,891 3,032 - investments valued according to article R.332-5 - - - b ) including: - investments and forward instruments issued in OECD countries 6,344 6,050 9,060 3,010 - investments and forward instruments issued in non-OECD countries 34 34 56 22 2.3 SUBSIDIARIES AND AFFILIATES
P&C SE and EUR 123 million from SCOR HOLDING SWITZERLAND) compared to EUR 275 million as at 31 December 2010 (including EUR 102 million for SCOR Global P&C SE and EUR 1 million from SCOR HOLDING SWITZERLAND).
For 2011, SCOR SE recognized EUR 24 million in financial income from loans with related companies and EUR 13 million in interest (expenses) on borrowings with related companies.
- SCOR GLOBAL LIFE SE EUR 275 569 99.99% 430 430 708 123 - 2,211 94 140 5 avenue Kléber, 75116 PARIS, France 5 avenue Kléber, 75116 PARIS, France 199 Water Street, NEW YORK, NY 10038-3526 USA
5 avenue Kléber, 75116 PARIS, France - SCOR Holding Switzerland AG EUR 382 1,848 40.68% 788 788 - - - - 307 -
Avda Manoteras 32 Edificio A 28050 Madrid, Spain 5 avenue Kléber, 75116 PARIS, France 10 Nikolskaya Street, 109012, Moscow, Russian Federation 2nd Floor, West Tower, Maude Street, Nelson Mandela Square, Sandton 2196, South Africa - SCOR GLOBAL INVESTMENT SE EUR 3 9 100.00% 3 3 - 1 - 20 4 5 avenue Kléber, 75116 PARIS, France
All assets and liabilities of Prévoyance RE S.A. were merged into SCOR SE on 28 December 2008. This transfer resulted in the elimination of the shares of Prévoyance RE S.A. (EUR 26 million) and the recording of all assets and liabilities of the company in the accounts of SCOR SE. A gain from bargain purchase of EUR 3.7 million was recorded in connection with this transaction.
Increase of equipment and furniture by EUR 34 million mainly related to work in progress on the German branch building.
Deferred acquisition costs – assumed (Non-Life) 26 - 11 37 31 - 31 62
Deferred commissions received from reinsurers (Non-Life) 1 - - 1 - - - -
 CHF 650 million fixed rate perpetual subordinated notes issued in two pari-passu ranking placements on 2
The analysis of accrued income and deferred charges at 31 December is as follows: ASSETS LIABILITIES
 The reinsurance estimates – assumed ─ Life (EUR 726 million) includes premiums for EUR 352 million, commissions payable of EUR ( 88) million and claims payable amounting to EUR 462 million.
 The reinsurance estimates – assumed ─ Non-Life (EUR 1,017 million) includes premiums for EUR 570 million, commissions payable of EUR (116) million and claims to repay for EUR 563 million.
The share capital, comprising 192,021,303 shares with a par value per share of EUR 7,8769723 totaled
 During 2011, the Board decided upon two separate share capital reductions by cancellation of a total of 146,663 treasury shares for a total amount of EUR 1.15 million.
Contingency reserves amount to EUR 61 million, of which:  EUR 16 million for free share allotment plans with the following expiry: EUR 11 million at 2012, EUR 5 million
 EUR 16 million for retirement provisions relating to employees of the German branch.
Revenues from real estate investments 16 - 16 - - -
Dividends received from subsidiaries total EUR 191 million and include: SCOR Global Life SE EUR 140 million and
GLOBAL P&C SE gave rise to gains of EUR 37.4 million and EUR 195 million respectively.
Finally, the improvement of the financial position of SCOR US CORPORATION allowed a reversal of part of the impairment provision respectively amounting to EUR 180 million (other revenues).
The extraordinary result of EUR 6.2 million was generated mainly by the following:  depreciation allowance on acquisition costs of Converium of EUR (2.5) million;  EUR 4.2 million gain from the buy-back of 33% of the USD subordinated debt at 82.5% of par;  EUR 5 million gain from the transfer of SCOR SE’s Zurich branch net assets and liabilities to SCOR
The SCOR SE Group in France is consolidated for tax purposes with SCOR SE as the parent company of the Group, and SCOR Global P&C SE, SCOR Global Life SE, SCOR Global Investment, SCOR Gestion Financière SA, SCOR
The table below summarizes the status of the various stock option plans for 2011: Plan Date of General
The stock option plans for the years 2003 to 2010 are share subscription plans that may give rise to a share capital increase. The other plans are share purchase options.
In 2011, 121,603 rights of options were exercised: 22,671 rights of options exercised under the stock option plan of 25
August 2004, vested on 26 August 2008, 48,587 options exercised under the stock option plan of 16 September 2005, vested on 16 September 2009, 42,345 options exercised under the stock option plan of 14 September 2006, vested on 14 September 2010 and 8,000 options exercised under the stock option plan of 13 September 2007, vested on 13
Amount distributed under the profit-sharing plan 1,442 1,708 1,138 1,609 1,115
Commitments received Commitments given In EUR million 2010 2011 2010 2011
SCOR SE has signed agreements with different financial institutions concerning the granting of letters of credit for EUR 597 million.
The guarantee given in consideration for underwriting commitments with the cedant ACE was USD 21 million (EUR 16 million). This guarantee was in the form of securities pledged to ceding companies.
TOTAL 8 8 16 25 (1) Rent guarantee given by HSBC, collateralized by pledged securities.
The Company no longer has any commitment with respect to hybrid transactions such as asset swaps or index default swaps.No facts in connection with the aforementioned commitments given and received have come to our knowledge, which may have an adverse impact on cash flows, cash positions or on our liquidity requirements.
The following litigation matters shall be mentioned: Converium Class Action Settlement: As a result of its acquisition of Converium (which has since become SCOR Holding (Switzerland)), SCOR SE assumed the burden of several litigation matters (including putative class action complaints) before the U.S. District Court for the
Southern District of New York (the “U.S. Court”) against Converium and several of its officers and directors.
SCOR SE negotiated a definitive agreement for the settlement of the claims of non-U.S. purchasers of Converium securities. A petition was submitted on July 9, 2010 and a revised petition on 1 October 2010 to the Court of Appeal of
commenced a sanctioning procedure against SCOR Global P&C SE Ibérica Sucursal, a branch of SCOR Global P&C, and a number of other insurance and reinsurance companies. The procedure related to alleged antitrust practices regarding the commercial conditions applied to customers in the market for decennial insurance for construction in
After an initial investigatory phase, the Directorate of Investigation of the CNC confirmed its initial accusation and referred the matter to the Council of the CNC for a final decision. The CNC issued its decision on 12 November 2009.
Capital I LP and Highfields Capital II LP litigation covered by the directors and officers insurance policy. The proceedings are on-going.
In compliance with the assignment entrusted to us by your Annual General Meeting, we hereby report to you, for the year ended 31 December 2011, on:  the audit of the accompanying annual financial statements of SCOR SE,
These annual financial statements have been approved by the Board of Directors at their meeting on 7 March 2012. Our role is to express an opinion on these financial statements, based on our audit.
We conducted our audit in accordance with the professional standards applicable in France; those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes verifying, by audit sampling and other selective testing procedures, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used, the significant estimates made by the management, and the overall financial statements presentation.
In our opinion, the financial statements give a true and fair view of the assets; liabilities, financial position and result of the company at 31 December 2011, in accordance with the accounting rules and principles applicable in France.
 Notes 1.2, 1.10, 1.12, 2 and 15.1.1 to the annual financial statements describe the principles and methods used to estimate the valuation and impairment of investments and derivative instruments.
In the specific context of the financial crisis we examined the control system in place relative to the inventory of direct and indirect exposures, and the system in place for their assessment, as well as the valuation methods and write-down policies applicable to certain financial instruments. We have obtained assurance that the information provided in the aforementioned notes is appropriate, and that the approaches and policies described were properly applied by the company.
 Notes 1.5 and 6 to the annual financial statements specify the valuation methods applied to pension obligations and other related obligations.
We have no matters to report regarding:  the fair presentation and the conformity with the financial statements of the information given in the directors’
I Terms and conditions for preparing and organizing the work for the board of directors 364
III Statutory auditors’ report, prepared in accordance with article L. 225-235 of the Commercial code, on the report prepared by the Chairman of the Board of Directors of SCOR SE 388
This report has been approved by the Board of Directors on 7 March 2012.
Company’s web site (www.scor.com) and on the AMF web site (www.amf-france.org).
Mouvement des Entreprises de France) of December 2008 and updated in April 2010 as its reference code, according to the implementation of this law on 3 July 2008 (act no.2008-649 aimed at providing various provisions regarding the adaptation of French company law with the European Community law changing articles L. 225-37 and L. 225-68 of the
Sarkozy (as representative of Malakoff Médéric Group), Guylaine Saucier, Jean-Claude Seys, Claude Tendil and Daniel
Valot, and one non-voting Director: M. Georges Chodron de Courcel. Amongst these 12 Directors, 10 are independants: Gérard Andreck, Peter Eckert, Charles Gave, Daniel Lebègue, Monica Mondardini, Guillaume Sarkozy (as representative of Malakoff Médéric Group), Guylaine Saucier, Jean-Claude Seys, Claude Tendil and Daniel Valot.
The experience and competences of the Directors and the Non-Voting Director are very varied. In addition to the
Chairman of the Board, four of the Directors listed, work or have worked at a high level within the insurance industry.
Three Directors and the non-voting Director practice or have practiced at a high level in the financial and banking industry, one director from the media industry and finally, the main activity of 3 of them is to be directors of companies.
The Board benefits from international experience with Board Members practicing their functions in Switzerland, Italy,
The worldwide basis of the Group's personnel, with Luc Rouge as employee representative, elected at universal suffrage with two turns an employee to be their representative to the Board of Directors during 2 years. The new ballot was held in January 2012. Kevin J. Knoer, 55, SCOR Global P&C Underwriter in the United States, has been elected to be the employee representative to the Board of SCOR SE. He will be proposed to the General shareholders' meeting on
Pursuant to the recommendations stated by the government code AFEP-MEDEF, an assessment of the Board of
8 Directors answered to this questionnaire. M Daniel Valot studied them and presented his synthesis during the Board
The main conclusions drawn from this analysis are the following:  The directors‘ answers underline a competent Board. It is composed of various personalities and experienced directors who participate actively to the Board deliberations.
Directors has more members representing the world of banking, asset management and industry;  An international perspective, with Directors from Italy, Canada, Hong Kong and Switzerland, and directors with extensive international experience;  A higher rate of female Board members pursuant to French law, which states that, as of 1 January 2014 and 1
 An in-depth evaluation, every three years, of the functioning of the Board of Directors and an update in each intervening year.
 An Internal Charter amended by the Board of Directors on 2 November 2005, on 4 July 2006, on 4 November 2010 and on 4 May 2011. The main provisions of the Internal Charter are provided below.
A list of the members of the Company’s Board of Directors in 2011 features in the table below: Name Age Citizenship
Denis Kessler, Chairman of the Board 59 French 04/11/2002 2017 04/05/2011
(1) Directors whose appointment ended on 4 May 2011 (2) Directors appointed by the Annual Ordinary General Meeting of the Shareholders of 4 May 2011 (3) Guillaume Sarkozy represents Malakoff Médéric Group, member of the Board. (4) Mr Charles Gave lives in Hong Kong
Internal Charter was amended by the Board of Directors on 2 November 2005, on 4 July 2006, 4 November 2010 and on 4 May 2011. The main provisions of the Internal Charter are provided below:  Mission of the Board of Directors of the Company
Chief Executive Officer is required to submit to the Directors any information and documents necessary to complete their duties, and the Directors may submit requests for information to the Chairman and Chief Executive Officer. In addition, Directors may ask the Chairman and Chief Executive Officer to invite the principal top executives of the
Switzerland AG, SCOR UK, or SCOR Reinsurance Asia Pacific Ltd) who satisfies all the other criteria shall be considered as being independent.
2. must not have received remuneration greater than EUR 100,000 per year from the Company within the last five years, excluding that received as directors’ fees; 3. must not be an officer in a company in which SCOR directly or indirectly are a director, or in which an employee has been appointed as such, or in which one of SCOR’s officers (currently or within the last five years) is a director; 4. must not be a significant client, supplier, investment banker, commercial banker to the Group or for which
Directors in 2011, based on the proposal of the Compensation and Nomination Committee, with regard to the criteria stated above: Denis Kessler No No No Yes Yes Yes Yes Yes No
Monica Mondardini Yes Yes Yes Yes Yes Yes Yes Yes Yes
Luc Rougé No Yes Yes Yes Yes Yes Yes Yes No
Jean-Claude Seys Yes Yes Yes Yes Yes Yes Yes Yes Yes
The Internal Charter sets out the principal recommendations of the market authorities with regard to Directors trading the securities of their company.
SCOR’s interests, and must avoid any situation with risks of conflict of interests.
Through the Internal Charter of the Board of Directors, each Director undertakes not to seek or accept any function, benefit or situation from the Company or from the Group, directly or indirectly, that could jeopardize his or her independence of analysis, judgment or action, during the course of his or her functions as Director. He or she will also dismiss any direct or indirect pressure from other Directors, specific group of shareholders, creditors, suppliers or other third party.
During its meeting in 2011, the main topics which were discussed were:  Approval of the quarterly, half-yearly, annual accounts
The following table displays the attendance of the members of the Board of Directors during 2011: Board members Attendance rate (%)
(Non-Voting Member), Peter Eckert, Charles Gave, Daniel Lebègue, Monica Mondardini, Malakoff Médéric Group
‘Strategic Committee’), appointed by the Board of Directors and selected among the voting and non-voting members of the Board of Directors. Their term of office coincides with their term of office on the Board of Directors.
Group’s financial statements. The Audit Committee is also in charge of reviewing agreements with related parties (“conventions réglementées”), analyzing and responding to questions from employees with regard to internal controls, the preparation of financial statements and the treatment of internal accounting books and records.
During its four meetings in 2011, the Audit Committee discussions focused primarily on the following matters: review of the quarterly and annual financial statements, management of the Group’s debt, impact of the financial cr isis upon the
The average attendance rate of the Committee Members was 90%. The following chart states the attendance of the
Group, risk appetite, retrocession policy and coverage, solvency and contemplated Solvency II, internal model of assets and liabilities and capital allocation management, standards and guidelines for assets management, internal control and
Committee”). According to its Internal Charter, the Compensation and Nomination Committee is composed of between three and five members appointed by the Board of Directors and chosen among the members of voting and non-voting members of the Board of Directors. The term of their mandate coincides with their term of office within the Board of
The Committee submits recommendations concerning compensation packages for the corporate officers and members of the Executive Committee of the Group, pensions, stock allotment plans and stock option plans or stock subscription plans to the Board of Directors and makes proposals concerning the composition and organization of the Board of
The Committee met five times in 2011. Its works dealt with the stock allotment and subscription plans, the modalities of remuneration of the Chairman and Chief Executive Officer and other members of the Executive Committee of the Group.
(1) Director whose appointment ended on 4 May 2011 (2) Directors appointed by the Annual General meeting on 4 May, 2011
The AFEP MEDEF code of corporate governance advises that outside Board members from the Company meet on a regular basis without inside Board members. Considering that the members of the Compensation and Remuneration
28,000, payable in fourths and another part based on attendance by voting and non-voting Directors (1), amounting to
EUR 2,000 per meeting and participant, except for the Chairman of the Audit Committee who receives an amount equal to EUR 4,000 per meeting as special fees for his function. The payment of the Directors fees is made at the end of each quarter. Moreover, the individual independent members of the Board received in 2011 the single sum of EUR 10,000 in
Company’s shares, that the Director commits to keep until the end of his appointment. The paid amounts have been properly used to that effect.
Following the recommendation of the Compensation and Nomination Committee, the meeting of the Board of Directors on 7 March 2011 decided that the Chairman and Chief Executive Officer:  will receive a fixed gross annual sum of EUR 1,200,000, payable in twelve monthly installments; and
 personal criteria: implementation of Solvency II, pursue the reinforcement of the ERM and finalization of the internal model ; continuation of an active policy of increasing the value of the Group in the opinion of the investors and analysts; deepening of the employees management policy; consolidation of the Group's commercial positions; general management.
(A). SCOR financial strength by S&P rating must be maintained (minimum) “A” on average in year n-1 and n-2; (B). SCOR Global P&C’s net combined ratio must be less than or equal to 102% on average in year n-1 and n-2; (C). SCOR Global Life’s operational margin must be higher than or equal to 3% on average in year n-1 and n2; (D). The SCOR group’s ROE must be higher than 300 points above the risk-free rate on average in year n-1 and n-2.
The Compensation and Nominations Committee will observe whether or not the performance conditions have been met.
Scholes" pricing model;  a cash payment compensating him for his inability to definitively acquire SCOR SE Shares granted to him for free prior to his departure and which he would otherwise be unable to acquire due to the terms and conditions
of the applicable free share allocation plan, for a price per SCOR SE Share equal to the average of the
The Company did not consider it necessary to make this information public directly after the meeting of the Board of
The granting will be effective at the end of a vesting period of two years and subject to the satisfaction of performance conditions as defined by the Compensation and Nomination Committee (see Section 20.1.6.18, Note 18 – Stock
Options and Share Awards). Such granting is also submitted to a non-transferability period of two years at the end of which the shares will be available and be freely assigned. The Chairman and Chief Executive Officer shall retain 10% of these shares in the registered form until he ceases to hold his duties of corporate officer. He shall also acquire on the market un number of shares equal to 5% of the shares freely assigned to him, as soon as these free shares become transferable.
An allotment of 125,000 shares subscription options to the benefit of the Chairman and Chief Executive Officer was decided on 22 March 2011 by the same Board of Directors, upon authorization granted by the Extraordinary general meeting of the Shareholders on28 April 2010, and upon the recommendation of the Compensation and Remuneration
of the shares due to the exercise of the options in the registered form until he ceases to hold his duties of corporate officer of the Company.
On meeting on 27 July 2011, the Board of Directors, upon authorization granted by the Extraordinary general meeting of the Shareholders on 4 May 2011, and upon the recommendation of the Compensation and Remuneration Committee of 27 July 2011, decided on 1 September 2011, to allot 125,000 performance shares under the SCOR Long Term
Finally, at the meeting of the Board of Directors on 21 March 2006, it was decided that the Chairman and Chief
Executive Officer will have specific life insurance to cover the risks inherent in the duties of Chairman and Chief
Officer will benefit from any policy that may replace the existing policy; and
At its meeting on 18 April 2002 and in compliance with Article L. 225-51-1 of the French Commercial Code and Article 16 of SCOR’s bylaws (“Executive Management”), the Board of Directors of the Company decided that the management of the Company will be carried out under his responsibility by the Chairman of the Board of Directors, with the title of
This report was prepared with the contribution of the Risk Control Department, the risk management departments of the operating companies, the Group Internal Audit Department, the General Secretary’s Department and the Finance
Department. It was presented to the Audit Committee on 6 March 2012 and approved by the Board of Directors of
(2) to ultimately achieve better operating efficiency and use of resources,
The use of this framework requires us to cover the eight components set forth by the COSO 2, i.e.: (1) defining the internal environment,
(8) ensuring monitoring of the risk management and internal control systems.
The structure of this report is in line with the eight components of the COSO 2:  components 1 and 2 are being dealt with in the paragraph “Internal environment and setting of objectives”
 components 3, 4 and 5 are described in the paragraph “Identification and assessment of risks”.
 Components 6, 7, and 8 are respectively dealt within the paragraph “principal activities and participants of risk control”, “information and communication”, “internal control system monitoring”
Following the organization of the Group within six “Hubs”, the local support functions are gradually assumed by entities especially dedicated and set up in each Hub. This organization enables to create centers of expertise and to strengthen the coherence and control of our activities. Thus the head of Hub is responsible for defining the business continuity plan and implementing it in all locations within his Hub. Furthermore, the Hub is a key element for the implementation of
Auditors and the Institute’s Code of Ethics. the SCOR Internal Audit Charter, approved by the Audit Committee, defines the position within the organization, the role and areas of activity, the principles and main operating procedures of the Group Internal Audit Department.
Management (ERM) framework and to promote an ERM culture within the Group so that risks are managed consistently within each department. The Group Risk Management Department is supported in these tasks by the departments in charge of Risk Management at SCOR Global P&C, SCOR Global Life and SCOR Global Investments. In addition the
 on a process level, appointment of global process owners (GPO) at the Company, SCOR Global P&C, SCOR
Global Life and SCOR Global Investments levels and local process owners (LPO). The GPOs’ responsibility is to document the processes, identify the related critical risks, define the appropriate key controls and to ensure their deployment and application in the various entities of the Group. The LPOs’ main responsibilities are to assess processes, risks and controls on a local level based on the defined global process and to ensure application of risk based control activities,
 monitoring, upon completion of the initial documentation through a self-assessment procedure on the maturity
Company. These policies are not intended to enumerate all the rules governing SCOR’s activities in the different countries in which the Group operates, but rather to establish certain rules intended to ensure that SCOR Group companies and employees share a common understanding of the Group’s Standards and that they work in compliance with these standards.. When approved, these documents are made available to Group employees on the SCOR intranet on a dedicated page where Group policies are all grouped together.
The establishment of Group standards and references concerns a wide range of activities, including the compliance area for which the framework has been further strengthened in 2011, in particular with regards to regulations setting out new provisions on (1) sanctions and embargoes programs, (2) prevention of insider trading, and (3) anti-bribery.
 Training initiatives on the Code of Conduct and that were started in 2010 were continued and SCOR
employees were required to confirm that they read, understood and adhered to the Code of Conduct. This
P&C and SCOR Global Life, then perform quantitative studies which are summarized in specific reports. The
Group Chief Risk Officer presents any major scenario, if any, which exceeds the Group’s risk tolerance to the
The formalization is being revised in accordance with the new Group standards.
and region (EMEA (Europe, Middle East & Africa), Americas, Asia-Pacific). The review enables to analyze technical results by underwriting year, by nature and by line of business;  underwriting and pricing guidelines, defined by SCOR Global P&C, specify the underwriting capacities delegated to each entity, as well as the underwriting rules and principles to be complied with. They follow update and approval processes as well as a formalism.
 Business opportunities going beyond the stipulations of the guidelines thus defined are subject to special referral procedures at two key levels: (1) by its Underwriting Management Department; and if need be by the legal department of the Group (2) and for cases which may have a significant impact on the balance sheet
Department; this department manages major, serial, contentious and latent claims. In addition, audits of the clients’ claim departments are conducted by claim experts from the principal entities of SCOR in order to review important files and to provide technical support to these cedants;  the Risk Modelling & Global Natural Hazards Department is in charge of monitoring accumulations. A “Cat”
committee meets regularly to review the accumulation reporting package and decide or arbitrate the allocation of Cat capacities by country. Earthquake and storm risks are managed by market models (AIR and RMS) in the regions considered to be the most exposed;  risks specific to the administration of contracts are subject to controls performed at the level of the subsidiaries and branches. SCOR’s Group Information System includes multiple automatic controls and additional control tools;  in order to ensure an adequate and efficient control of the reserves, a report is established on a yearly basis by the Group Actuarial Department, where the Group Chief Actuary gives his opinion on year end booked reserves‘ adequacy. The main objective of this report is to provide the Executive committee as well as the
Board Audit Committee an overall opinion on the reserving adequacy of the P&C division but also to highlight the inherent uncertainties surrounding this assessment. The control of the reserves by the Group Actuarial
Department is articulated around three axis: - a quarterly follow up of the claims evolution for each segment through adequate actuarial reporting procedures; - an internal annual actuarial analysis, including a review of all segments and a full analysis of the segments that may have a substantial impact on SCOR’s balance sheet. This analysis is recorded in the Group Actuarial annual report; - an external annual review of SCOR Global P&C division reserves adequacy, in addition to several external reviews already required by local regulators (Canada, Australia and Hong Kong).
For SCOR Global Life:  business is underwritten along the year. As a result, the notion of underwriting plan is different. The plan is a multiyear plan and is updated on a quarterly basis with the business actually underwritten. These plans are approved by the COMEX;  a quarterly review of technical results is performed by region (i.e. France, Germany, UK/Ireland, Rest of
Department, includes Guaranteed Death Benefit (GMDB) products, long term care in France, health, and finally mortality and critical illness in UK. The Group Actuarial Department does not intend to provide a second best estimate to be compared with SCOR Global Life’s but check the adequacy of the assumptions leading to the division best estimate. The Group Chief Actuary then gives an opinion on the reserving adequacy on the previously named products/portfolios. In some cases, the Group Actuarial Department applies a global approach and calculates a confidence interval in order to check that the reserves booked are within the said confidence interval. Similar to the P&C side, an annual report is established by the Group Actuarial
For SCOR Global P&C and SCOR Global Life: Reporting to the Group Chief Risk Officer, the Group Retrocession Department establishes and implements the external retrocession plan for P&C and Life activities. This department is responsible for its proper application, for monitoring the solvency of the retrocessionaires, the related counterparty risks and, when necessary, for the collection of balances due. Retrocession is a core component of the Group Capital Shield
 the Group has harmonized the principles governing asset management: the Statement of Group Investment
Investment Guidelines determines the conditions in which SCOR Global Investments will implement, on behalf of all Group subsidiaries, the investment policy as defined by the Group’s Investment Committee; both of these documents have been approved by the Group’s COMEX;  investments going beyond the stipulations thus defined are subject to special referral procedures managed by the Group Risk Management Department;  in 2008, SCOR Global Investments SE was specially created to manage all of SCOR’s financial assets and obtained on May 15th, 2009 approval from the French financial market regulatory body (AMF) as an asset management company. To this end, the management and control procedures have been revised and investment decisions are implemented by SCOR Global Investments in accordance with the directives of the
Group Investment Committee and with the investment guidelines. The Group Investment Committee meets at least once every quarter. Its role is to coordinate tactical asset allocation on a Group level and to supervise the application of objectives by the asset management company, observing the constraints established;  SCOR has outsourced the asset management of its assets. SCOR GLOBAL INVESTMENT provides SCOR
(audit trail, valuation of securities). Assets owned by all Group entities are since 2009 monitored in one central information system and the accounting tools implemented in Paris in 2008 have been deployed in the Group’s subsidiaries. Risk monitoring tools are being deployed as well;  a head of Compliance and Internal Control was appointed in 2009 in order to meet the requirements of the regulatory body. His role is to implement an effective internal control programme which covers all activities relating to financial asset management.
thereafter, comprise Risk Management, Treasury, budget & forecasting and functions relating to legal and tax issues, information systems, human resources and general service departments. These include:  the Group Risk Management Department’s primary focus is to develop and manage ERM mechanisms, promote ERM concepts throughout the Group and perform a second-level control over reinsurance underwriting as mentioned above;  the Group Treasury Department manages the Group’s operating cash flow, directly or indirectly and carries out a weekly centralized reporting of the Group’s cash situation;  control of the Group information system stands at two complementary levels: IT processes and business processes all covered by IT solutions. For IT processes a unit has been established with the Group
Budget Department;  the Group Financial Planning & Analysis Department establishes an annual financial plan for the Group by company and monitors actual data in relation to this plan on a quarterly basis. A presentation of the results of the analysis is made to the COMEX every quarter;  the objective of the Group Tax Department is to ensure that the various entities of SCOR meet their tax obligations and promote the use of best practices in this domain;  the General Secretary contributes on his side to the management of the following functions: (i) legal and functional governance of the Group, (ii) compliance, in connection with the Group Compliance Officer who reports to the General Secretary, (iii) regulatory control for the Group and coordination of the legal entities with the legal departments at hub level, (iv) Group’s insurance policies, in particular with respect to D&O and professional liability;  the Group Legal Department exercise a control function in areas such as the entry into agreements and the supervision of major disputes. This department is also involved where relevant in the aforementioned control with regards to underwriting of reinsurance business. It also monitor compliance with the Group’s filing obligations, including toward the “Autorité des Marchés Financiers” (AMF) and the Six Swiss Exchange (SWX);  The Group Project Office has been created early in 2011 in order to monitor the project portfolio and define standard project methodology. The Group Project Office regularly provides to the management key indicators on the project portfolio for an effective control of their status.
The Group Internal Audit carries out a quarterly follow-up process to monitor and ensure that management actions agreed in the audit reports have been effectively implemented or that senior management has accepted the risk of not taking action. The follow-up results are provided to the Management and the Audit Committee.
The CFO does not, however, exercise direct control over all accounting information systems and relies on the accounting departments of operating companies, who provide him with quarterly consolidation packages, as well as on the accounting departments of SCOR Global P&C, SCOR Global Life and SCOR Global Investment who assist him in coordinating aspects relative to the processes, methods and reporting.
technical reinsurance accounting: premiums, claims, commissions, technical reserves, interest on funds held; and (2)
(A) Concerning SCOR Global P&C: The calculation of technical reserves (including IBNR - Incurred But Not Reported) having a significant impact on the balance sheet and income statement, is largely based on contractual and accounting data, the relevance of which is verified upstream. This calculation of technical reserves inventories is subject to the following successive controls:  by the actuaries in charge of reserving through control reports for which the proper implementation is verified by the Group Actuarial Department;  by the Chief Actuary, particularly for methods, tools and results; (B) Concerning SCOR Global Life:  the reinsurance treaties are either reviewed individually or are pooled within an affiliation treaty based on certain criteria defined in advance;  the treaties are then subject to reserving estimates, which are reviewed at each quarterly closing either by the actuaries or at meetings attended by underwriters, technical assistants and actuaries.
SCOR Global Life. At year-end, the Group Chief Actuary establishes a report on the adequacy of the reserves of SCOR
Group entities improves substantially the investment accounting model., These accounting tools have been substantially deployed throughout the Group’s principal subsidiaries. The completion of this project in early 2011 will improve the investment accounting organization, definition of roles, responsibilities and processes.
project. The initial phases of this project of defining the business requirements and developing a detailed design have
General Management requests, within the framework of the reporting and quarterly consolidation procedure, that all local managers of Group entities, as well as Senior Managers of SCOR Global P&C and SCOR Global Life, make a specific quarterly statement to the Chairman and Chief Executive Officer, and to the Group Chief Financial Officer in the management representation letters as to the reliability and fair presentation of the accounts of the entities they manage and the effectiveness of the internal controls. The results are analyzed and monitored by a committee including the
General Secretary of SCOR, the Group Accounting Director, the accounting departments of SCOR Global P&C and
SCOR believes that its risk management and internal control systems are appropriate and adapted to its activities and is engaged in an ongoing process to improve its internal control standards and their implementation. In 2011, the Group has pursued its efforts on compliance issues as briefly summarized in this report and enhanced its risk governance through the creation of the Group Risk Committee which is regularly informed on the risks to which the Group is exposed by means of the production of a standardized and comprehensive report (i.e. the risk dashboard) that is ultimately presented to the Board Risk Committee.
Code (code de commerce), we hereby report on the report prepared by the Chairman of your company in accordance with article L. 225-37 of the French Commercial Code (code de commerce) for the year ended 31 December 2011.
L.225-37 of the French Commercial Code (code de commerce) relating to matters such as corporate governance.
On the basis of our work, we have no matters to report on the information relating to the company's internal control and risk management procedures relating to the preparation and processing of the accounting and financial information contained in the report prepared by the Chairman of the Board of Directors in accordance with article L. 225-37 of the
SCOR’s environmental policy is guided by the international initiative to which it has subscribed (i.e. United-Nations
Although reinsurance is not an industrial activity, SCOR strives to conduct its global operation in accordance with the environmental principles which are set out by the United-Nations Global Compact with regards to prevention, protection and precaution. Therefore, the environmental policy aims to reduce the environmental impacts directly linked to SCOR ’s activity and whose main source is derived from office management (energy consumption, water consumption…), business travel (in particular air travel due to the international nature of it’s activity) and to a lesser extent office equipment (furniture, Information Technology equipment, paper…).
Being mindful of controlling its direct “environmental footprint”, the Group supports any initiatives which tend to minimize the environmental impacts in the following areas: (1) property offices, (2) energy efficiency with regards to its information technology system, (3) travel: 1. For several years now SCOR has been implementing projects in the property offices area (acquisition and site management) in order to reduce its impacts derived from offices that are occupied by SCOR’s employees:  With respects to offices acquisition, the site in London which is owned by the Group has been certified BREEAM (”BRE Environmental Assessment Method”). In Cologne, the future site which will host SCOR’s local teams, has been awarded an European environmental label. In Paris, the headquarters is certified “Haute Qualité Environnementale” (HQE) for the design and the construction phase.
 With regards to facility management, beside the Zurich office whose operations are certified ISO
14001, Cologne and Paris will strive to implement respectively the following standards: EMAS (“Eco-
Management and Audit Scheme”) and HQE operation. These certifications are likely to be sought in the course of 2012.
2. With a view to reduce energy intensity of the information technology system (“GREEN IT”), actions have been taken in the field of Data management and IT furniture:  The initiatives and projects conducted such as the virtualisation of the servers and the on-going consolidation of the Data Centres on one single data center with a back-up facility (the “Global Data
3. Streamlining of travel, which is the main contributor to the Group’s Green House Gas emissions, is sought through the roll-out of highly sophisticated and efficient videopresence rooms, and the implementation of a travel policy setting out principles and rules for a proportionate use of transportation means.
This environmental report covers the parent company (“SCOR SE”) and the main locations of its main subsidiar ies in
(Italy) which will be included in the scope of the reporting next year. Offices hosting ReMark’s staff (144 employees worldwide) have also been excluded from this environmental report.
“Green House Gas Protocol”:  “Scope 1”: direct emissions induced by the combustion of fossil energy. From premises to premises, these emissions are generated by the consumption of fuel (heating and backup generator) and the use of a fleet of vehicles,
Target Perimeter monitored : 69% of employees managed by the Group
 Americas Hub: New-York, Itasca, Toronto (30% of the Hub’s employees)
Indicator “Grenelle 2” 2011 Data Scope 4- Description of the measures taken to prevent any air, water and ground pollution
Indicator “Grenelle 2” 2011 Data Scope 7- Water consumption and procurement of water Total Group’s water consumption was 26,706 m3 in 2011 or 11 m3 per employee and contractor.
Financial services activities do not consume directly raw materials, rather indirectly through their procurement of furniture, office equipment, Information Technology (IT) equipment and the acquisition of property offices. Where the Group has a centralised function dedicated to the purchase of offices supplies such as IT, environmental standards have been globally considered in the selection of equipment (see section : “Group’s environmental policy: general organisation and main areas” on the “GREEN IT”
“green” standards are progressively integrated in various areas such as the procurement of paper (boxes of paper only) where the overall consumption has reached 87 tons in 2011 (i.e. 38 kg per employees and contractors). Recycled paper and paper carrying the FSC or PEFC label represented more than 80% of total paper purchases.
The Group consumed 14.4 GWh in 2011 (or 221 KWh/m2 and 5,711 KWh per employee and contractor) to operate the premises occupied by its staff (lighting, heating, cooling – including data center -, power for operating various equipment). Offices’ energy efficiency vary substantially from one location to another (from 71
KWh/m2 in Toronto to 266 KWh/m2 in Paris-La Defense). Most of the energy consumed in the Group’s premises surveyed comes from electricity (74%).
Zurich 10- Ground use Not material due to the nature of the activity (i.e. financial services) N/A
amounted for more than 12,768 tons of CO2 equivalent or 8.5 tons of CO2 equivalent per employee. Most of these emissions were driven by business transportation representing circa 80% of the
Group 12- How Climate Change impacts are taken into account As an internationally reputed reinsurer involved in the coverage of natural events, SCOR closely monitors the developments linked to climate change. As well as monitoring the risks and opportunities linked to climate change as part of the steering of emerging risks
In addition to this participation, workshops (Campus) are regularly organised with SCOR’s clients on topical issues related to climate change such as the insurance of renewable energies.
The entity’s financial year in which the accounts are recorded. Due to the time required to transfer information elating to a given period of cover, the ceding company’s accounting year may differ from that of the reinsurer. For reinsurers such as SCOR and its subsidiaries, which may calculate their results before receiving the accounts from the ceding company, estimates are made for ceding company information which has not been received at the date the financial statements are prepared.
Losses recorded during the period for which initial estimates recorded in previous accounting periods proved insufficient.
Insurance primarily concerned with the losses caused by injuries to third parties by the policyholder and the legal liability imposed on the insured resulting there from.
SCOR defines a natural catastrophe as events involving several natural risks including but not limited to flood, windstorm, earthquake, hurricane, tsunami, that give rise to an insurable loss. For reporting purposes, the Group separately considers catastrophes as events causing pre-tax losses, net of retrocession, totaling EUR 3 million.
A high performance bond which is generally issued by an insurance or reinsurance company. If a predefined occurrence takes place (such as an earthquake, tsunami, hurricane etc.), the bondholder loses all or part of his investment in the bond.
Costs associated with the acquisition of new contracts, mainly commissions, are recorded as assets and amortized on the basis of the residual term of the contracts for Non Life business and on the basis of the recognition of future margins for Life contracts. DAC is subject to impairment resting conducted within the liability adequacy test.
Goodwill comprises the residual difference between the identifiable assets of an acquired entity and the purchase price paid in a business combination. Goodwill is recognized as an asset in the balance sheet, and represents future economic benefits expected to be generated from assets that are not capable of being individually identified and separately recognized. Goodwill is tested for impairment on a yearly basis.
A single insurance policy that provides insurance coverage for several persons forming a homogeneous group, and generally belonging to the same company or association, against certain risks such as death, accident, sickness.
Financial instruments whose values are driven by insurance loss events. Those such instruments that are linked to property losses due to natural catastrophes represent a unique asset class, whose return is uncorrelated with that of the general financial market.
Provision for claims which have already occurred but have not yet been reported to the insurer at the balance sheet date.
The probability that an individual in a given group will develop a certain disease or disorder.
Reinsurance contract written to protect the ceding company from all or part of claims in excess of a specified amount retained (priority). This generally takes the form of Excess of Loss (or XL) or excess of annual loss reinsurance.
The estimated anticipated maximum loss, taking into account ceding company and contract limits, caused by a single catastrophe affecting a broad contiguous geographic area, such as that caused by a hurricane or earthquake of such a magnitude that it is expected to recur once during a given return period, such as every 50, 100 or 200 years.
Procedure whereby an insurance company in turns insures itself with an outside company (the reinsurer) for part or all of the risks covered by him, in return for payment of a premium.
Reinsurance convention between an insurer and a reinsurer defining the terms under which the risks covered by the convention are ceded and accepted. The two main categories of treaty reinsurance are proportional and nonproportional.
Transaction in which the reinsurer transfers (or cedes) all or part of the risks it has assumed to another reinsurer, in return for payment of a premium.
Consistently defines the three following metrics: SCOR risk appetite, SCOR risk preference and SCOR risk tolerance.
SPECIAL PURPOSE ENTITY (SPE) OR SPECIAL PURPOSE VEHICLE (SPV): A legal entity created to fulfill specific or temporary objectives (conduct defined activities or hold assets etc.). SPE's are typically used by companies to isolate the firm from financial risk.
The maximum amount that an insurance or reinsurance company can underwrite. The limit is generally determined by the company’s retained earnings and investment capital. Reinsurance serves to increase a company’s underwriting capacity by reducing its exposure to particular risks.
The aggregate of policy acquisition costs, including commissions, and that portion of administrative, general and other expenses attributable to underwriting activities.
A regulation in the U.S., commonly referred to as Regulation XXX (or Triple X) which requires a relatively high level of regulatory, or statutory, reserves that U.S. life insurance and life reinsurance companies must hold on their statutory financial statements for various types of life insurance business, primarily certain level term life products. The reserve levels required under Regulation XXX increase over time and are normally in excess of reserves required under IFRS.
1 Operating and financial review of SCOR SE 408 1.2 Operating results of SCOR SE during the last financial years 409 2 Fluctuation of SCOR SE quotation 3 Social impact of SCOR’s activities 411 3.2 Group social indicators 411 4 Additional information relating to the management report of the Company and the Group – Table of compliance 420
In accordance with the AMF Guide d’élaboration des documents de référence up-dated as at 20 December 2010, statements and information pertaining to the management report on the Company’s and on the Group’s activities in 2011, as approved by the Board of Directors on 7 March 2012 (the “Report”), are included and presented in the
The total of financial assets of SCOR SE is EUR 5 002 595 881.
EUR 853 709 159. The debts amounted to EUR 882 744 612 including other loans of EUR 768 708 302.
The reinsurance result of SCOR SE as at 31 December 2011 is EUR 83 290 198 while the financial result is EUR
II. - Global Profit and loss of effectives transactions ( EUR millions): b) Net Profit before taxes, depreciations and reserves. (88) (62) (258) 184 56 d) Net Profit after taxes, depreciations and reserves. 28 (64) 199 204 235
III. - Profit and loss per share: b) Net Profit before taxes, depreciations and reserves. 0.19 (0.35) 1.08 1.10 1.22
IV. - Salaries: c) Amount of paid employees benefits (Healthy contribution, others benefits, etc.). 6 11 12 21 17
(1) Accumulated shares as at 31 December 2007 (2) Subject to adjustment according to the 3 May 2012 shareholders' meeting’s decision as per the allocation of 2011 income 1.2.2 DIVIDENDS DISTRIBUTED BY SCOR SE OVER THE LAST THREE FINANCIAL YEARS
Over the three previous fiscal years, the amounts distributed by SCOR SE as dividends were as follows: Fiscal year ended on: 31/12/2008 31/12/2009 31/12/2010
Amount eligible for the deduction allowance specified by Article 158-3 of the French General Tax Code (2) EUR 0.8 EUR 1 EUR 1.10
Paris stock market by Euronext NYSE throughout the financial year 2011: TOTAL OF TRANSACTIONS EXTREME MARKET PRICE
Information is collected by the Group Human Resources team from the various Hub Human Resources teams and broken down by country when necessary. The information system used to manage employees within the Group is
(1) Since 2010, the headcount are calculated according to the department (the highest Organization’s decision level for HR and budget processes to which any employee is linked) in accordance with the management of the group. The “Group Functions and Support” division includes the Group Finance, Risk and Operations departments as well as the departments directly managed by the Chairman and Chief Executive Officer. Each Hub covers a region and may encompass several countries. For example, the Paris Hub covers France, Spain, Italy, Belgium, the Netherlands, Russia and South Africa.
(2) For 2011, the division SCOR Global Life includes all the former Transamerica Re employees. (3) SCOR Global Investments (100% subsidiary of SCOR SE) was created in February 2009 with the transfer of the employees dedicated to asset management. (4) SCOR Global Life SE controls 100% of the capital of ReMark. ReMark acquired ESG in May 2009. Due to its specific activity, its own business model and its own organization, ReMark is managed independently from the Group in terms of human resources.
Methodology: the definitions for “Fixed-term contracts” and “Trainees” can vary from one country to another. We consider that every employee in fixed-term contract has signed a working contract mentioning a date of termination. We
consider that the trainees are paid and under a tripartite relationship between the company, the school and the student.
The ex-TransAmerica Re employees have been included in the Human Resources Information System later in the year 2011: they are not included in these figures.
A full description of the remuneration policy of the group is accessible to all the employees from the Company’s intranet.
This policy is consistent across all the hubs and is applied to the entire Group. In accordance with the values of the
Group, one of the objectives of this policy beyond the retention of the employees and the reward of the performance is not to encourager excessive risk-taking.
As a global company organised today into six Hubs located in the main financial centers of the world, SCOR pays competitive base salaries in order to be a competitive player on the job market and to attract talent.
SCOR maintains a holistic approach to compensation. In the case of both Partners and Employees there are multiple dimensions to the compensation components: a fixed and a variable part; an immediate and a deferred part; an individual and a collective part. The components include base cash salary, annual cash bonus, shares and options where applicable, pension schemes as well as other benefits.
SCOR has established a Partners Program. This program, which aims to associate the Partners to the capital of the
Nomination and promotion of the Partners is a formal and carefully elaborated process occurring every year during a particular Executive Committee session (“COMEX” of SCOR). The candidates must have demonstrated their skills, leadership and commitment consistently in the past.
For the appointed Partners, the SCOR cash bonus system is linked directly to the staff appraisal rating (pre-defined band widths) and also to the Return on Equity that SCOR achieved in the past financial year.
The basis of the cash bonus calculation is the gross paid annual base salary. The cash bonus components for SCOR
Compensation and Nomination Committee which consists only of independent members of the Board of Directors and is informed of all the individual shares and options grants.
Moreover a new compensation scheme has been implement for the benefit of selected managers and executives of the
Description of the main schemes of retirement and compulsory health for the major countries in which SCOR operates
Six defined benefits pension schemes (for three of them, the payment of the pension benefits is calculated on the duration of affiliation to the pension scheme, for the three others, the pension schemes serve the purpose of supplying benefits to the employees in their retirement, in case of disability as well as of ensuring provisions in case of an employee’s death.
Progressive formula based on the amount of average monthly income (AIME: Average Indexed Monthly
- United Health Care: medical, vision and pharmacy insurance including preventative, well-care visits and emergency care. Cost is divided between SCOR and employee (95 employees for
retirement savings scheme for Singapore citizens and permanent residents. The maximum CPF contribution rate for employer and employee is 15.5% and 20%
citizens or permanent residents are automatically provided with a low-cost medical insurance – a basic tier of insurance protection for all Singaporeans.
Total (including the TransAmerica Re employees) 1,062 978 2,040 3.3 Additional information 3.3.1 Organization of the working time
Spain, 532 days for Italy, 365 days for Russia, 14 days for South Africa, 609 days for Ireland, 840 days for United-Kingdom, 1,844 days for Switzerland, 2,246 days for Germany, 7 days for Austria, 648 days in New York (USA), 159 days in Itasca (US), 259 days in Canada, 320 days in Charlotte
Organization of the social dialogue 71 meetings were held with staff representatives in Europe (17 meetings in Paris, 4 meetings in
France on 17/02/2011 (“Amendment of continuation the agreement concerning the Projected
September 17th, 2011”), 11/05/2011 (“Amendment number 5 to the agreement concerning the participation of the employees in results of SCOR in Paris of December 28th, 2007”), 18/07/2011
in Paris of January 18th, 2008”) and 28/10/2011 (“Statement of discord with unions concerning the device of sharing of profits and the SCOR one-sided decision”), 2 agreements were signed in
 The benefits for children such as the vouchers for the school year, the “early childhood”
(*) The summer camps are managed by the Work Council (social activities) but refer to a supplementary budget dedicated and defined by the company. The amount of expenses for summer camps amounted to EUR 97,644.01 in 2011.
Health and security 1 employee was declared unable to work in 2011 in the Group (in France) Health and security 3 accidents on the working place with sick leave were recorded at 31 December 2011 (2 in
SCOR complies with all provisions of the International Labour Organization. The social climate within the Group can be considered as good. A good social dialogue exists in each Hub and at
Description of the training policy 20,752 training hours (EUR 544,906) were offered in the hub of Paris, 3,873 training hours (CHF
(excluding former Transamerica Re, whose employees attended 371 training hours between
54,000). In addition, the training cost in the hub of London was GBP 68 627 (number of training hours not available for this hub).
A code of conduct was introduced in 2009, in which SCOR is committed to provide a work environment free from discrimination and / or harassment based on gender, sexual orientation, race or religion, condition of staff representative, exercise of trade union office and disability.
 During the Compensation and Nomination Committee in July 2011, SCOR has reminded its commitments to reinforce the equality between women and men at work : particular attention concerning the number of women in the Partnership (between 2008 and 2011: + 19 women in the Partnership, increase of 10% compared to men), promotion of female actuaries based on volunteering, compliance with internal equity when making decisions to increase, evaluate or promote Partners (reminder sent to the managers with the user guide), recruitment process designed to eliminate any risk of discrimination.
 Continuation of the Reduction of differences in compensation between men and women and declension of the principles of professional equality of the agreement within SCOR in France
3.3.7 Relations between the company and integration associations, teaching establishments, environmental defence associations, consumer associations and neighbouring residents
Particular efforts are made in favour of training establishments or ones promoting the integration of handicapped people.
3.3.8 How SCOR SE promotes the provisions and basic agreements of the organisation of work with its subcontractors and ensures that its subsidiaries comply with these provisions and basic agreements / How the Company’s foreign subsidiaries take into account the impact that their activities have on regional development and local populations
Any employee who deals with a supplier must, before concluding a contractual partnership, ensure that such supplier gives an undertaking to comply with the requirements of the Code of Conduct established in 2011 by the SCOR Group and which apply to all its employees.
4 ADDITIONAL INFORMATION RELATING TO THE MANAGEMENT REPORT OF THE COMPANY AND THE GROUP – TABLE OF COMPLIANCE
Are fully incorporated into this Report, of which they are integral part, the information and statements set forth in the various sections of the Registration Document referred to in the table of compliance below: MANAGEMENT REPORT REGISTRATION DOCUMENT STATEMENTS DEALING WITH THE MANAGEMENT OF THE GROUP IN 2011
 2011 fiscal year’s important events for the Group and SCOR SE Section 5.1.5, 6 and Appendix A. § 1.1
 Research and development activities within the Group and the Company Section 11
- Fluctuation of quotation related risks Section 4 - Employees’ shareholding in SCOR SE Sections 17 and 18.1 - Adjustment of the conversion basis for securities granting access to the share capital Section 20.1.6.14
 Board of Directors - List of the other functions and offices held by the Board Members in 2011 Section 14.1.1 - Delegation of competences / powers granted to the Board Section 21.1
 Compensation and benefits granted to SCOR SE’s officers and executives in 2011 Section 15
 Subsidiaries’ business overview in 2011 Sections 6, 7, 9 and Appendix A § 2.3
In order to assist readers of the Annual Financial Report, the following table cross-references the information required by Article L.451-1-2 of the French Monetary and Financial Code.
Information about items that could affect a public offer, as required by Article L.225-100-3 of the French Commercial Code 291