Functions. The operating segments are: the SCOR Global P&C segment, with responsibility for our property and casualty
Officer functions (Group Legal, Group Communication, Group Human Resources) and Group Chief Risk Officer expenses.
The following table sets forth the operating income for each of the Group’s operating segments and its corporate cost center for the financial years ended 31 December 2013, 2012, and 2011 as if Group Functions had been separately reported for all financial years under view.
Other income and expense from reinsurance operations (12) (56) - - (68) 3 (39) - - (36) (34) (19) - (2) (55)
Realized capital gains/(losses) on investments 32 98 - - 130 24 137 - - 161 40 148 - (1) 187
Change in fair value of investments 1 14 - - 15 - 8 - - 8 (5) (2) - - (7)
Change in investment impairment and amortization (16) (81) - - (97) (16) (70) - - (86) (16) (46) - - (62)
OPERATING RESULTS (BEFORE IMPACT OF ACQUISITIONS) 199 466 (84) - 581 220 524 (101) 2 645 211 185 (71) (3) 322
The following tables set forth the Group’s gross written premiums by geographic region as well as certain assets and liabilities for the financial years ended 31 December 2013, 2012, and 2011.
Asia Pacific / Rest of world 789 686 541 1,242 1,150 976
The increase in gross written premiums of SCOR Global Life in 2012 was mainly due to the acquisition of the mortality reinsurance business of Transamerica Re which was completed on 9 August 2011.
Key balance sheet (1) captions by segment are split as follows: AS AT 31 DECEMBER
(1) Amounts presented above only represent balance sheet line items which are reviewed at the segment level by the management. (2) The prior year comparative figures for insurance business investments have been adjusted and are presented on a consistent basis to the current year. The previously reported figures for insurance business investments are EUR 8,771 million and EUR 12,343 million for SCOR Global Life and SCOR Global P&C respectively. The previously reported figures for total assets are EUR 13,556 million and EUR 19,034 million for SCOR Global Life and SCOR Global P&C respectively. The other balance sheet lines presented in this section have not been affected.
Share of retrocessionaires in insurance and investment contract liabilities 886 239 15 1,140 1,029 285 9 1,323
On 1 October 2013, SCOR Global Life Americas Holding Inc., a subsidiary of SCOR Global Life SE, acquired 100% of
Generali U.S. Holdings, Inc. (“Generali U.S.”), the holding company of Generali's U.S. life reinsurance operations. The acquisition reinforces SCOR’s leadership in the life reinsurance market. The combination of SCOR Global Life Americas
(“SGLA”) and Generali U.S. creates the market leader in the US life reinsurance market.
The transaction encompasses the stock purchase of Generali U.S. and its operating subsidiaries, including Generali USA
After obtaining all required authorization needed from the insurance or reinsurance regulators in the United States, SCOR
The transaction was financed by SCOR through the use of own funds and a limited debt issuance, including a short term financing agreement of USD 228 million, without the issuance of new shares.
(1) Subsequent to the year end, SCOR received notice from Assicurazioni Generali S.p.A, the previous owner of Generali U.S, disputing the final purchase price, which was based on a closing statement, as per the share purchase agreement. SCOR believes it has strong arguments to defend its position. In the event that any additional amounts are indeed owed to the seller such amounts will not have a material impact on the accounts as stated
Cash and cash equivalents at 31 December 885 629 1,514 680 786 1,466 576 705 1,281
GENERALI U.S.: FAIR VALUE OF ASSETS AND LIABILITIES ACQUIRED AS AT 1 OCTOBER 2013
The main assumptions included in the retrospective calculation relate to the following items: Investment income
SCOR Group’s accounting principles and is presented in columnar format, composed of:  The 2013 full-year statement of income of the SCOR Group excluding Generali U.S.;  The 2013 full-year statement of income of Generali U.S.;  Adjustments to the standalone statement of income of SCOR Group and Generali U.S.;  The resulting pro forma financial information.
Gross benefits and claims paid (incl. ULAE) (6,893) (678) - (7,571)
Total other current operating income and expense (9,799) (826) - (10,625)
Impact of Generali U.S. acquisition on consolidated statement of cash flows
On 29 May 2013, SCOR acquired 59.9% of the capital and the voting rights of MRM S.A., a French Real Estate Investment
Trust holding a mixed portfolio of retail properties and offices. With this investment, SCOR is strengthening and diversifying its real estate investment portfolio. The acquisition has been made with a view to refocusing MRM S.A.’s activity towards a portfolio of similar retail assets.
The allocation relies on significant assumptions and the use of external expertise. The assets and liabilities acquired have been recorded at their fair values for purposes of the opening balance sheet and included in the consolidated accounts of
This is also supported by the fair value of the buildings acquired.
The fair value of the assets acquired and liabilities assumed as at 29 May 2013 were as follows: MRM S.A.: FAIR VALUE OF ASSETS AND LIABILITIES ACQUIRED AS AT 29 MAY 2013 Provisional and final
The management of SCOR measured the fair value of the separately recognizable identifiable assets acquired and the liabilities assumed as at the acquisition date.
MRM S.A.’s share of investment income of EUR 2 million and result before tax of EUR 0 million included in SCOR’s consolidated 2013 results corresponds to the results generated by MRM S.A. during the period from 29 May 2013, the acquisition date, up to the end of the reporting period.
If the business combination had taken place at the beginning of the year, investment income would have been
Impact of MRM S.A. acquisition on consolidated statement of cash flows
The consolidated statement of cash flows includes the following impacts related to the MRM S.A. acquisition: In EUR million
The consideration paid by SCOR amounted to EUR 53 million which was contributed into MRM S.A. as an increase in share capital as at the acquisition date. The cash and cash equivalents of MRM S.A. amounted to EUR 4 million prior to the cash contribution by SCOR. Including the cash contribution by SCOR total cash and cash equivalents of MRM S.A. amounted to
Transamerica Re was a division of AEGON, but not a standalone legal entity. The operations acquired relate solely to biometric risks. The acquisition included a series of retrocession agreements from AEGON to SCOR Global Life US entities.
After obtaining all required authorization needed from the insurance or reinsurance regulators in the United States and
(USD 916 million). In May 2012, SCOR received from the final net settlement and purchase price agreement a redemption of EUR 2 million (USD 3 million) from AEGON.
In March 2012, SCOR agreed with AEGON on the conclusion of the settlement for the acquired Transamerica Re business and received a closing payment in May 2012.
On 9 August 2012, the accounting was finalized with no material changes in fair value of net assets acquired
SCOR recognized the redemption received from AEGON in May 2012 and the changes in the fair value of the separately recognized identifiable assets and liabilities at the end of the measurement period of one year from the acquisition date in the consolidated balance sheet as at 31 December 2012.
The share of the mortality risk reinsurance business of Transamerica Re income included in the Group’s consolidated income corresponds to the results generated during the period from 9 August 2011, the date of acquisition by the Group, up to the end of the reporting period, 31 December 2011.
Assets and liabilities sold were as follows as at closing date: In EUR million 2011
The cumulative income or expenses recognized in other comprehensive income related to Investors Insurance Corporation were as follows: The sale agreement included certain contingencies which were settled during 2012 and resulted in an increase in the loss from EUR 12 million to EUR 15 million, net of tax.
Carrying value as at 31 December 2011 788 1,069 112 1,969
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 over a five year period. The first three years are based on Board approved business plans and the last two are extrapolated using an approach based on past experience. 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. Premium income beyond this period is extrapolated using a growth rate of 13.5% consistently with the Optimal Dynamic plan. SCOR uses risk free interest rates per currency. The estimated Group cost of capital is 8.11% as derived from the Capital Asset Pricing Model (CAPM).
The Group amortizes its other intangible assets with a finite life over a one to ten year period dependent on the specific circumstances of each arrangement.
The additions during the year ended 31 December 2013 of EUR 28 million comprise mainly software development cost capitalized relating to the Group’s general ledger, technical accounting system and internal model of the Group.
The amortization charge associated with other intangible assets with finite lives was EUR (18) million, EUR 9 million (1), and
Other intangible assets also include indefinite life intangible assets associated with Lloyd’s syndicate participations acquired through the Converium business combination. The Lloyd’s intangibles of EUR 15 million as at 31 December 2013 and 31
December 2012 are deemed to have an indefinite life due to the ability to realize cash for these contractual rights through the Lloyd’s auction process. Other intangible assets having an indefinite useful life amounted to EUR 14 million as at 31 December 2013 compared with EUR 15 million as at 31 December 2012.
The additions to tangible assets in 2012 were mainly related to the EUR 31 million acquisition in relation to a building in Cologne. The additions to tangible assets in 2013 were mainly related to the acquisition of a complementary unit in the Madrid office
In October 2013 SCOR Reinsurance Asia Pacific PTE Ltd. entered into contract to acquire two floors in a building still under construction in Singapore. The total acquisition price is SGD 67 million (equivalent to EUR 39 million at ending rate 2013), including fees, of which SGD 15 million (EUR 9 million) are recognized as at 31 December 2013. As at 31 December 2013,
Loans and receivables Note 7 (also Note 6 – (A)) 8,881 9,535
Derivative instruments Note 8 (also Note 6 (A), (B)) 94 107
(1) Liabilities of EUR 37 million arising from derivative financial instruments are disclosed in the liability section of the consolidated balance sheet (2012: EUR 39 million).
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 a stock exchange, dealer or broker. Such instruments comprise listed equities, mostly government, covered and agency bonds, as well as short term investments.
Level 2: Investments at fair value determined using valuation techniques based on models prepared by internal and external third parties using observable market data
The Group has certain investments which are valued based on models prepared by independent external third parties using market inputs. These instruments are primarily comprised of structured products, other than agencies for which the market is considered active, private placements, inflation linked government assimilated bonds and specific alternative investments.
Investments at fair value through income 216 54 162 - -
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 2013, the main asset class within the Level 3 fair value measurement category consists of derivative instruments primarily relating to the Atlas catastrophe bonds. Further detail on the valuation of these derivative instruments is included within Note 8 - Derivative Instruments.
In 2013 and 2012 respectively, there were no material gains or losses realized on the disposal of available for sale investments which were previously carried at cost.
(B) MOVEMENTS IN LEVEL 3 FINANCIAL INSTRUMENTS MEASURED AT FAIR VALUE
(1) Movements in derivative instruments mainly due to the change in fair value of ATLAS V, VI and IX derivatives recorded in other operating expenses (2) Acquisition of Atlas IX Mortality Risk Transfer Contract
recognized in statement of income Change in fair value Purchases Sales
The properties held by the Group and considered as investment property are owned either by wholly-owned subsidiaries of
SCOR, or by MRM S.A., a real estate investment trust, owned at 59.9% by SCOR SE. They consist of office buildings
(wholly-owned subsidiaries and MRM S.A.), and retail buildings (MRM S.A.). The movements in the real estate investments and finance leases are analyzed as follows: In EUR million Real estate investments Finance Leases Total
Cumulative depreciation and impairment at 31 December 2011 (59) (31) (90)
In 2013, SCOR acquired a building located in Gentilly for EUR 38 million.
In 2012, SCOR acquired one building in Saint Quentin en Yvelines in state of future completion. The asset was delivered in
In 2013, SCOR sold one building and parking space in Paris for a total sale price of EUR 50 million providing a capital gain of EUR 30 million and MRM S.A. sold one of its buildings for a total sale price of EUR 10 million providing a capital gain of
EUR 3 million. The Group exercised its option to purchase an investment property in Paris previously held under a finance lease at the end of the lease term on 25 June 2013. Net book value was EUR 57 million. As at 31 December 2013, the
Group does not hold any investment property under a finance lease.
The Group is planning to sell three of the investment properties held by MRM S.A. in the course of 2014.
The rental income related to investment property was EUR 50 million in 2013 (2012: EUR 38 million) and the direct operating expenses EUR 10 million (2012: EUR 2 million).
Fair Value 31/12/2013 (Excluding transfer taxes In EUR million) Valuation Method
In EUR million Net book value Net unrealized gains / (losses) Net book value Net unrealized gains / (losses)
(1) As at 31 December 2013, SCOR has no investment exposure related to sovereign risk of Portugal, Ireland, Italy, Greece or Spain (2) The balance includes EUR 47 million fixed income securities which are classified as fair value through income (as at 31 December 2012: EUR 56 million)
Unrealized gains and losses on available-for-sale investments (gross of tax) (1) 200 (140) 60 305 (170) 135
 Unrealized gains and losses relating to fundswhitheld of EUR 13 million
(2012: EUR 81 million) relate to the equity portfolio and EUR 2 million (2012: EUR (9) million) to fixed-income securities.
Change in unrealized gains and losses (including investments purchased during the period) (1) (61) 169 (215)
Net unrealized gains (losses) net of tax 31 December 21 66 (178)
SCOR Global Investments (short term investments, infrastructure and real estate loans, and most of loans secured against collateral).
In 2013, the decrease of EUR 654 million results mainly from sales of short term investments and impact of foreign exchange on funds held by ceding companies. It is partially offset by new infrastructure and real estate loans activities, and increased short-term loans in relation to reinsurance activities (loans secured against collateral).
On 19 February 2009, SCOR reopened the market for Cat bonds (an insurance-linked security) with the issue of the three series “Atlas V" catastrophe bonds. These multi-year property catastrophe agreements concluded between SCOR and Atlas
V Capital Limited (“Atlas V") provided the Group with additional protection of USD 200 million for exposures to earthquakes and hurricanes in the US and Puerto Rico. Events were covered for the risk period from 20 February 2009 to 19 February
EUR 75 million of protection against European windstorms and Japanese earthquakes for a risk period extending from 10
On 12 December 2011, SCOR placed a new Cat bond, Atlas VI Capital Limited Series 2011-1 and 2011-2, which provides the Group with USD 270 million of protection against US Hurricanes and Earthquakes and EUR 50 million of protection against European windstorms, for a risk period extending from 13 December 2011 to 31 December 2014 for the US series and 31 March 2015 for the European series. This transaction succeeded Atlas V Capital Limited, which matured on 24
February 2012 and provides similar geographical cover as Series 2011-1 for an amount of USD 200 million.
Atlas V & VI are special-purpose vehicles incorporated under the laws of Ireland and their notes are placed with various institutional investors. In accordance with IAS 39 - Financial Instruments Recognition and Measurement, due to the absence of an ultimate net loss clause, contracts concluded between SCOR and these vehicles have been recognized as derivative instruments. They are considered as balance sheet protection.
These transactions are recorded as derivative assets recognized at fair value through P&L and other liabilities represent the value of interest payments. Atlas VI catastrophe bond of EUR 125 million (EUR 75 million for Atlas VI 2010 and EUR 50 million for Atlas VI 2011) and Atlas VI 2011 catastrophe bond of USD 270 million are valued using a cumulated expected loss model that is based on a combination of market inputs to the extent that trades in these instruments are active and catastrophe modeling tools developed by third party companies (AIR/RMS/EQECAT). These assets are disclosed as level 3 investments within insurance business investments (see Note 6 – Insurance Business Investments).
The significant unobservable inputs used in the valuation model are: Unobservable inputs
(EUR 50 million) Expected loss related to US hurricane based on AIR model: - 2.60% 1.90% -
Expected loss related to US earthquake based on AIR model: - 0.70% 0.50% -
Amounts recorded in the statement of income include transaction costs that are expensed at inception as financing expense.
Premiums related to the underlying business are accounted for in accordance with IFRS 4 - Insurance Contracts.
On 11 September 2013 SCOR entered into a Risk Transfer Contract (“RTC”) with Atlas IX Capital Limited (“Atlas IX”), providing the Group with protection against extreme mortality events in the US, such as pandemics, natural catastrophes and terrorist attacks. The RTC will provide USD 180 million of extreme mortality protection, for a risk period extending from 1
The mortality RTC is based on a US population mortality index that has been weighted by age and gender in order to reflect
The average indicative secondary market interest spread is calculated based on third-party sources, which provide regular overviews on the current indicative secondary market. The average indicative secondary market interest spread used as at
Extreme mortality events in the US (such as pandemics, natural catastrophes and terrorist attacks) covered by the Atlas extreme mortality bond (Atlas IX, Series 2013-1) and occurring during the coverage period of this bond, would increase the fair value of the derivative instrument.
The changes in fair value through income as presented above are recognized as other operating expenses or other operating income.
As part of the usual analysis of accounts processes these third party valuations are checked for reasonableness against internal models. The total notional amount relating to these swaps is EUR 294 million as at 31 December 2013 (2012: EUR 302 million). Net interest paid under these swaps amounted to EUR 11 million in 2013 (2012: EUR 17 million).
SCOR purchases and sales forward currency contracts to reduce its overall exposure to balances held in currencies other than the functional currencies of its subsidiaries. The contracts are recorded at their net fair value from valuations provided by banking counterparties using market inputs. The outstanding contracts at 31 December 2013 and 2012, converted into
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 and the total fees payable were reduced for the same amount.
The Group holds investments in associated companies. The following table provides a summary of the financial information for these companies.
Estimated premiums receivable from cedants, net of commission 2,008 1,774 3,782 1,865 1,777 3,642
Liabilities for cash deposits from retrocessionaires (388) (248) (636) (359) (210) (569)
Estimated premiums payable to retrocessionaires, net of commission (137) (143) (280) (114) (133) (247)
Liquidity is defined as cash and cash equivalents (as presented above) and short term investments comprised primarily of government bonds maturing between 3 and 12 months from date of purchase (as presented within Note 7 – Loans and receivables). Total liquidity as at 31 December 2013 is EUR 2,120 million (2012: EUR 2,735 million).
The following table reconciles consolidated net income to net cash flow provided by (used in) operations as presented on the statement of cash flows: For the year ended 31 December
Change in fair value of financial instruments recognized at fair value through income 7 57 43
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 27 million (2012: EUR 34 million and 2011: EUR 50 million) and EUR 309 million (2012: EUR 354 million and 2011: EUR 360 million). Tax cash outflows/inflows during the year were EUR 21 million (2012: outflow of EUR 89 million and 2011: inflow of EUR 15 million).
In 2011, Life cash flow did not include AEGON operating settlements of EUR 108 million which were not received until
Capitalization of new contracts for the period / Change of the period 169 390 559 224 360 584 98 313 411
EUR 7.8769723 at the end of 2012 and with authorized share capital of 192,021,303 shares with a nominal value of
Share capital decrease – decision of the Board of Directors – 7 March 2011 - - (146,663)
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
Share capital increase – exercise of stock options – 29 February 2012 - 20,112 -
Share capital increase – exercise of stock options – 30 April 2012 - 6,359 -
Share capital increase – exercise of stock options – 30 June 2012 - 1,568 -
Share capital increase – exercise of stock options – 31 August 2012 - 38,559 -
Share capital increase – exercise of stock options – 30 September 2012 - 186,490 -
Share capital increase – exercise of stock options – 31 October 2012 - 113,322 -
Share capital increase – exercise of stock options – 28 February 2013 54,500 - -
Share capital decrease – decision of the Board of Directors - 25 April 2013 (880,470)
Share capital increase – exercise of stock options – 30 April 2013 276,408 - -
Share capital increase – exercise of stock options – 30 June 2013 85,458 - -
Share capital increase – exercise of stock options – 30 September 2013 77,762
EUR 20 million (EUR 10 million in share capital and EUR 10 million in additional paid-in capital). This resulted in the creation of 1,254,162 new shares throughout the year.
The number of shares held as treasury shares by the Company or its subsidiaries at 31 December 2013 amounted to 7,343,237 shares compared to 8,930,686 shares at the end of 2012. These treasury shares are not entitled to dividends.
The tranche not triggered had no impact on the dilutive earning per share, as the related increase in capital did not take place.
On 16 May 2012, SCOR signed a new natural catastrophe financial coverage facility in the form of a contingent capital facility with UBS. This new facility is an extension of its existing 2010 contingent capital facility. Under this new equity line,
UBS is committed to subscribing to the new shares but does not intend to become a long-term shareholder of SCOR and will resell the shares by way of private placements and/or sales on the open market. In this respect SCOR and UBS have entered into a profit sharing arrangement whereby 50% of the gain, if any, will be retroceded to SCOR. If the resale of the new shares occurs immediately upon exercise through an off-market transaction, the profit share ratio owed to SCOR will be paid in the form of SCOR shares in order to limit the dilutive impact of the transaction for SCOR’s shareholders.
The objective of the Group’s overall capital management process is the setting of target risk adjusted rates of return for divisions, which are aligned to performance objectives and to promote the creation of value to shareholders.
In this regard, and in line with the Group’s new strategic plan “Optimal Dynamics” which is in effect from mid-2013 to mid2016, the Group aims to achieve the following two specific targets:  A ROE of 1000 basis point above the three-month risk-free rate over the cycle;  A solvency ratio(1) in the 185-220% range (percentage of SCR, according to the Group Internal Model).
The Group also holds buffer capital in addition to the solvency capital required to support the retained (after retrocession)
Group’s risk profile to ensure that the its 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.
standards effective during the period and IFRS standards not yet effective
It should be noted that regulatory filings in the majority of countries in which the Group operates are not prepared on an
Group in 2008 and subsequently an update was performed at the end of 2010, 2011 and 2012 . The results of these assessments confirm that the Group meets the requirements of the “Solvency I” directive. The results for the 2013 assessment are not currently available since the Group performs such assessments to coincide with statutory filing requirements which fall due after the publication of this document.
The translation adjustment records the differences in exchange rates resulting from the conversion of the financial statements of foreign subsidiaries and branches.
UK branches of SCOR Global P&C SE, SCOR Global Life SE and SCOR SE were changed with prospective application from GBP to EUR. As at 1 January 2012, the functional currencies of two of the Group’s subsidiaries, Finimo Realty Pte
Ltd and SCOR Reinsurance Asia Pacific Pte Ltd, were changed with prospective application from USD to SGD and from
SCOR’s Combined General Meeting of 3 May 2012 resolved to distribute, for the 2011 fiscal year, a dividend of one Euro and ten cents (EUR 1.10) per share, being an aggregate amount of dividend paid of EUR 203 million, calculated on the basis of the number of shares eligible for dividend as at the payment date. The ex-dividend date was 9 May 2012 and the dividend was paid on 14 May 2012.
SCOR’s Combined General Meeting of 25 April 2013 resolved to distribute, for the 2012 fiscal year, a dividend of one euro and twenty cents (EUR 1.20) per share, being an aggregate amount of dividend paid of EUR 223 million, calculated on the basis of the number of shares eligible for dividend as at the payment date. The ex-dividend date was 29 April 2013 and the dividend was paid on 3 May 2013.
(1) Amounts are not publicly traded. Therefore the Net book values are reflective of the fair value (2) The balance includes EUR 28 million accrued interests (as at 31 December 2012: EUR 22 million) (3) The balance includes the short term financing agreement with a principal amount of USD 228 million to partly finance the acquisition of Generali U.S.
 A change in the accounting of the instrument on the basis of accounting principles in France or the US, or changes in methods used by rating agencies which become unfavorable for SCOR.
SCOR has entered into a cross-currency swap which exchanges the principal into EUR and exchanges the CHF coupon on the notes to EUR 6.925% and matures on 2 August 2016. Refer to Note 8 – Derivative Instruments.
October 2012. The coupon has been set to 5.25% (until 2 June 2018) and 3-month CHF LIBOR plus a margin of 4.8167%
EUR 6.2350% and matures on 8 June 2018. Refer to Note 8 – Derivative Instruments.
SCOR has entered into a cross-currency swap which exchanges CHF 250 million of the principal into EUR and exchanges the CHF coupon on the notes to EUR 5.8975% and matures on 30 November 2018. Refer to Note 8 – Derivative
Certain real estate financing contracts contain accelerated repayment clauses and other debt covenants. Such covenants define certain ratios to comply with, among which loan to value ratios (LTV), defined as the relation between the carrying amount of the financing and the market value of the real estate being financed, interest coverage rates (ICR), representing the percentage at which interest charges are covered by rental income, and debt service coverage ratios (DSCR), representing the percentage at which debt amortization and interest expense are covered by rental income. Under existing financing contracts LTV ratios vary between 60% and 90% and ICR/DSCR between 120% and 200%. At the end of the reporting period, the Group is in compliance with these debt covenants.
On 29 May 2013, SCOR acquired a 59.9% stake in the capital of MRM S.A., a listed real estate company. This resulted in a
EUR 181 million increase in real estate financing. EUR 33 million of these debts were redeemed over the period (including
A further reduction of real estate financing in the amount of EUR 44 million relates to a property in Paris previously held under a finance lease.
On 1 October 2013 SCOR entered into a short term financing agreement with a principal amount of USD 228 million maturing 14 July 2014 to partly finance the acquisition of Generali U.S. The loan bears interest indexed to the USD 1-month
(1) The amounts presented in other financial costs include certain other Letter Of Credit charges, custodian and overdraft fees, amortization of issuance fees and other bank charges (commissions, etc), and a gain on debt repurchase in 2013 for EUR 4 million (EUR 10 million in 2012 on a EUR 50 million debt entirely repurchased in 2012)
IFRS standards effective during the period and IFRS standards not yet effective
These benefits amount to EUR 118 million and EUR 113 million at 31 December 2013 and 2012 respectively, and include post-employment benefits such as pension plans of EUR 111 million (2012: EUR 107 million) and long service awards provisions of EUR 7 million (2012: EUR 6 million).
An aging analysis of reinsurance assets is also included in Note 26 – Insurance and financial risk.
Ceded cumulative inception to date incurred losses as at 31 December 2013 (2) 873 775 693 422 687 567 453 446 897 806 -
Net cumulative inception to date incurred losses as at 31 December 2013 (2) 6,905 5,783 5,683 5,021 8,762 8,801 8,828 10,132 10,647 11,094 -
Gross UPR – end of year 1,124 978 637 575 1,108 1,099 1,135 1,384 1,516 1,683 1,663
Gross DAC – end of year 129 132 137 108 230 227 238 278 325 359 379
Net DAC – end of year 124 129 135 108 228 226 238 277 320 352 371
Global P&C for the years ended 31 December 2013 and 2012.
Gross claims reserves and claims estimates as at 1 January 10,857 10,602
Net claim reserves and claims estimates as at 31 December 10,062 10,167
Net % of Group Non-Life claims paid 0.2% 0.1% 0.0% 0.0%
Actual Number of claims notified under non-proportional and facultative treaties (in EUR million) 10,315 10,165 8,387 8,355
Changes in reserves from portfolio movements and actuarial calculation 172 (5)
Global Life must pay, in the event of death, the excess of the GMDB over the account balance or the excess of the GMDB
over the cash surrender value, depending on the definition of the underlying reinsurance agreements. A decline in the value of the variable annuity policies’ funds therefore leads to higher expected claims amounts. The variable annuity policyholders invest their funds in a wide variety of US equity, other equity, fixed interest, money market, balanced and other funds. Hence
Business of this type is not within the usual scope of the SCOR Global Life underwriting policy. These treaties are all in runoff and, as at 31 December 2013, cover in total approximately 0.5 million policies written by two cedants. These treaties were issued mainly in the late 1990’s and incorporate various benefit types.
Guarantees that increase over time are, for a majority of the assumed business, only applied up to a certain age. This implies that SCOR Global Life will be released from the risk when the beneficiary reaches this age limit.
Total as at 31 December 2013 Share of retrocessionaires contract liabilities - 399 607 33 1 100 1,140
Share of retrocessionaires contract liabilities net of collateral (2) - 193 76 (7) 1 (435) (172)
In EUR million AAA AA A BBB < BBB Not rated
Total collateral from retrocessionaires in favor of SCOR - 309 424 187 - 349 1,269
The post-employment benefits granted by the Group vary based on legal obligations and local requirements. Group employees are entitled to short term benefits (paid leave, sick leave and profit sharing) and long-term benefits (service awards, loyalty bonus and seniority bonus) and post-employment benefits classified as defined benefit or defined contribution plans (pension).
Modifications to actuarial assumptions or differences between these assumptions and actual amounts give rise to actuarial differences which are recorded in other comprehensive income during the period in which they occur, in accordance with
Discount rate SCOR plans: 5.07% Generali: 5.42% 4.55% 2.36% 4.90% 3.24%
An increase in the discount rate of 0.25% would result in a decrease in the estimated pension liability of EUR 9 million (2012: EUR 9 million) with the offsetting impact recorded in other comprehensive income.
(2012: EUR 10 million) with the offsetting impact recorded in other comprehensive income.
Amortization of actuarial gains and losses through profit and loss for other long term benefits 1 1 - - 2 2 - - - - - -
The following schedule reconciles the movements in the balance sheet amounts for the year ended 31 December 2013, 2012 and 2011: In EUR million Total 2013 Europe
Fair value of assets as at 1 January 145 23 89 33 125 16 78 31 114 15 68 31
Interest income on plan assets 4 - 2 2 4 1 2 1 4 1 2 1
Asset gains/(losses) due to experience 6 1 2 3 7 1 5 1 (1) (1) - -
Funded or partially funded obligation as at 31 December 247 62 111 74 209 53 108 48 169 31 98 40
Funded status as at 31 December - deficit 68 37 14 17 64 30 19 15 44 15 20 9
Unfunded obligation as at 31 December 49 40 4 5 45 39 3 3 47 42 3 2
Total funded status as at 31 December – deficit 117 77 18 22 109 69 22 18 91 57 23 11
(1) Actuarial (gains)/losses due to change in assumptions include for 2013 actuarial (gains)/losses due to change in financial assumptions for EUR (4) million and actuarial (gains)/losses due to change in demographic assumptions for EUR 1 million. (2) In 2013, acquisition/divestiture includes two pension plans from the acquisition of Generali U.S.
The following table summarizes the movements in accrued (prepaid) balances recorded in the consolidated balance sheets as at 31 December 2013, 2012 and 2011: In EUR million Total 2013 Europe
Accrued/ (Prepaid) as at 1 January 113 73 22 18 93 59 23 11 85 58 17 10
Actuarial (gains)/losses immediately recognized in other comprehensive income (OCI) (9) 2 (5) (6) 16 11 (2) 7 3 (2) 5 -
Government Bonds 11 2 - 9 Corporate Bonds 57 - 50 7 Property 15 - 15 - Insurance Contracts 13 13 - -
The total expense for the year relating to share based payment is EUR 35 million (2012: EUR 32 million), with EUR 3 million
(2012: EUR 4 million) relating to share options granted from 2009 to 2013 plans (2012: 2008 to 2012) and EUR 32 million
(2012: EUR 28 million) relating to free shares granted from 2009 to 2013 plans (2012: 2008 to 2012).
The terms and conditions of the stock options plans of 21 March 2013, 2 October 2013 and 21 November 2013, which are similar to those previously granted by SCOR (notably with regards to the presence condition), provide that the options allocated to Partners can be exercised at the earliest four years after the grant date, if the presence condition is met in addition to the satisfaction of certain performance conditions.
SCOR Global Life’s technical margin and the SCOR group’s ROE in 2013 and 2014.
The fair value of options is estimated by using the Black & Scholes method which takes into account the terms and conditions under which the options were granted. The following table lists the characteristics used at the end of 2013, 2012 and 2011: November 2013 Plan
The terms and conditions of the performance share plans of 5 March 2013 (except LTIP), 2 October 2013 and 5 November 2013, similar to those usually granted by SCOR (notably with regards to the presence conditions for the first two years)
provide that after the vesting period of two years for beneficiaries tax resident in France (and an obligation to retain shares for a period of two years after the end of the vesting period) and of four years for beneficiaries not tax resident in France, the final acquisition of these shares will be subject to the condition of presence of two years and to the satisfaction of performance conditions.
The terms and conditions of the performance share LTIP plan of 5 March 2013, provide that after the vesting period of six years for beneficiaries tax resident in France (and an obligation to retain shares for a period of two years after the end of the vesting period) and of six years for beneficiaries not tax resident in France, the final acquisition of these shares will be subject to the condition of presence of six years for each beneficiary and to the satisfaction of performance conditions.
All grants of the performance share plan of 5 March 2013 (except LTIP), 2 October 2013, 5 November 2013 and 18
Partners), are subject to performance conditions which are based on the strict observance of the principles set forth in the
SCOR Code of Professional Conduct and on the financial strength ratings from S&P, SCOR Global P&C’s combined ratio,
All the LTIP plan of 5 March 2013 shares are subject to the same performance conditions as described above, and to a market condition based on the comparison of the Total Shareholder Return (TSR) of SCOR with the ones of its main competitors over two periods of three and six years (respectively between 2013 and 2016 and between 2013 and 2019).
A reconciliation of the income tax expense, obtained by applying the French tax rate of 38.00% for 2013 and 36.10% for 2012 and 2011 to income before income taxes to the actual income tax expense recorded in the statement of income is presented in the table below. The effective tax rate in 2013 is 14.2% (2012: 20.4% and 2011: 0.0%).
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.
again from fiscal year 2015 onwards. This temporary tax rate change is not expected to have a material impact on the net 1 September 2011 Plan (LTIP)
deferred tax assets of the French tax group and, consequently, it has not been taken into account for the measurement of deferred taxes.
The increase in differences between French and local tax rates in 2013 as compared to 2012 reflects the change in tax rate mix for the Group and the increase in pre-tax results.
2013 included the recognition of tax-exempt gains from bargain purchase for the acquisitions of Generali U.S. and MRM S.A.
Due to the finalization of income tax returns and refinement of prior periods income tax positions in 2012 and 2013, particularly in Germany and France, prior year tax expenses were recognized in 2013 and tax benefits in 2012.
Revaluation of assets available for sale (89) 24 (65) 331 (98) 233 (307) 82 (225)
Items that will be reclassified subsequently to profit or loss (234) 12 (222) 296 (81) 215 (214) 76 (138)
Deferred tax assets and liabilities and the related expense or benefit as at and for the years ended 31 December 2013, 2012 and 2011 were generated by the following items: Balance sheet as at 31 December Deferred taxes benefit (expense) for the period
Unrealized revaluations and temporary differences on investments (127) (117) (63) (44) (5) (45)
Unrealized revaluations and temporary differences on investments 36 44 84 (34) 4 20
Net operating losses for carry forward 651 639 654 12 (7) 50
Elimination of internal capital gains - 8 8 - - 4
Recognition of deferred tax assets on tax losses carried forward is assessed on the availability of sufficient future taxable income and local tax rules - i.e. unlimited carry forward in France, 20 years carry forward period in the United States and 7 years carry forward period in Switzerland. In 2011, a change in the French Tax Law on tax loss carry forward resulted in the utilization of tax losses being capped to EUR 1 million plus 60% of the remaining current year taxable result. The limitation of the tax loss utilization has been tightened by the French Finance Bill 2013 and only 50% of the remaining current year taxable result above the EUR 1 million cap can be offset against tax losses carry forward. The forecast of taxable income
are based on the main assumptions described in Note 1 - Accounting principles and methods. SCOR expects to utilize all recognized tax loss carry forwards before expiry.
Other (including cash and cash equivalents), net of other investment expenses 38 (88) 28 20.1.6.21 NOTE 21 – NET RESULTS OF RETROCESSION
Change in ceded unearned premiums - 11 11 - 8 8 (1) 32 31
(1) Total of 2011 includes inter-segment recharges of expenses of EUR 1 million which are eliminated in consolidation (refer to Note 2 – Segment Information)
Interest expense on funds withheld and contract deposit (15) (11) (15)
These expenses are further allocated into categories by function as follows: Acquisition and administrative expenses 373 349 293
Group audit fees for services rendered during the year are detailed below: Ernst&Young Mazars Total
SCOR SE 986 868 22% 16% 991 815 28% 20% 1,977 1,683 25% 18% Fully consolidated subsidiaries 3,207 4,002 71% 75% 2,323 3,106 67% 77% 5,530 7,108 69% 76%
SCOR SE 138 55 3% 1% 80 74 2% 2% 218 129 3% 1% Fully consolidated subsidiaries 130 20 3% 1% 99 21 3% 1% 229 41 2% 1%
(1) Statutory audit and certification of local and consolidated financial statements (2) Other specific audit assignment related to statutory audit (3) Other services, rendered by the Auditors to the fully-consolidated compaies and due diligence
Basic and diluted earnings per share are calculated as follows for the years ended 31 December 2013, 2012 and 2011 respectively: At 31 December 2013 At 31 December 2012 At 31 December 2011
Net income attributable to ordinary shareholders 549 185,041 2.96 418 183,841 2.28 329 183,379 1.79
Parties are considered to be related if one party has the ability to directly or indirectly control the other party or exercise significant influence over the other party in making financial or operational decisions.
The Group’s related parties include:  Key management personnel, close family members of key management personnel, and entities which are controlled, significantly influenced by, or for which significant voting power is held by key management personnel or their close family members;  Subsidiaries, joint ventures and associates; and
Group’s financial statements. A list of the Group’s subsidiaries, associates and joint venture is shown below.
The total commitment of the Group for defined benefit retirement plans for the eligible members of the Executive Committee in France, Germany and Switzerland amounts to EUR 38 million as at 31 December 2013 (EUR 33 million as at 31 December 2012 and EUR 25 million as at 31 December 2011).
Certain members of the Executive Committee receive a housing allowance because of their dual duties in two geographically separated units.
Company’s financial statements for prior year are settled by the Board of Directors;  in addition, in the case of dismissal, the amount of the variable part of his compensation for current year will be (i)
In the event of termination of the Chairman and Chief Executive Officer, the benefits he may be allocated would be determined according to the following situations:  In the event that the Chairman and Chief Executive Officer is dismissed for misconduct or following a notoriously negative performance of the Company (non-achievement of the performance condition (C_n) as described below, and for at least two years during the three previous) no compensation will be due;  In case of his departure is imposed or a dismissal ad nutum mainly for typical difference of opinion regarding the
 In case of his departure is imposed or a dismissal resulting from the event of a hostile takeover bid leading to a change in control situation of the SCOR group, the Chairman and Chief Executive Officer will benefit from a cash payment equal to the amount of fixed and variable compensations paid to him by the Group for the two financial years prior to his departure. This payment is subject to the satisfaction of the performance condition (C_n) as defined below for at least two out of the three years preceding the date of his departure. Furthermore, the performance shares and stock-options which have been granted prior to his departure will be subject, in their entirety, only to performance conditions of each plan as approved by the Board of Directors at the time of the grant.
(previously Irish Reinsurance Partners Ltd); SCOR Channel Ltd; SCOR Financial Services Ltd; SCOR Global Life
 In the United States and Canada: SCOR Reinsurance Company (US); General Security Indemnity Company of
Arizona; General Security National Insurance Company; SCOR Canada Reinsurance Company; SCOR Global Life
 In Asia: SCOR Reinsurance Asia/Pacific Pte Ltd; SCOR Reinsurance Company (Asia) Ltd.
SCOR Global Life Americas Holding Inc United States 100.00 100.00 100.00 100.00 Full
SCOR Global Life Americas Reinsurance Company - Escritorio de representaçâo no Brasil Ltda. Brazil 100.00 100.00 100.00 100.00 Full
SCOR (UK) Group Ltd United Kingdom 100.00 100.00 100.00 100.00 Full
Blue Star Management Ltd United Kingdom 100.00 100.00 100.00 100.00 Full
FCP Scor Credit Special situation France 100.00 100.00 100.00 100.00 Full
FCP Scor Euro Loans 2 France 100.00 100.00 - - Full
(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 889 million, composed of several syndicated and bilateral lines with international banks.
(2) Includes letters of credits received from external retrocessionaires. (3) Represents the total amount of letter of credits granted by the Group in favor of its cedants, including those issued by banks on behalf of the Group. (4) This is the total carrying amount of financial assets pledged as collateral for liabilities or contingent liabilities, including Securities pledged, deposits received and letters of credit from retrocessionaires detailed in Note 16 – Net contract liabilities.
SCOR’s property business underwritten by its Non-Life division is exposed to multiple insured losses arising from a single or multiple events, which can be catastrophic, being either caused by nature (e.g. hurricane, typhoon, windstorm, flood, hail, severe winter storm, earthquake, etc.) or by the intervention of a man-made cause (e.g. explosion, fire at a major industrial
facility, act of terrorism, etc.). Any such catastrophic event can generate insured losses in one or several of SCOR’s lines of business.
They are reviewed and updated annually by the Underwriting Management function and approved by the Chief Executive
Underwriting Management function, and where applicable, to the Legal Department and/or Financial Department. At the second level, for exposures exceeding certain thresholds or with specified characteristics, the request is submitted by the
Underwriting cross-reviews are initiated by SCOR Global P&C Risk Management to evaluate the quality of underwriting, pricing and claims handling of particular business units or certain lines of business, to identify and assess risks, to evaluate the appropriateness and effectiveness of controls and to propose risk-management measures, including mitigating actions.
Catastrophe management is split into three sections under SCOR Global P&C: portfolio accumulation, optimization and procedures; research and development; and modeling in support of underwriting. Descriptive guidelines for each of the main business processes are available: ‘catastrophe methodologies’, ‘data quality & modeling’, ‘accumulation control’, ‘Cat pricing’
and ‘system & processes’. For Cat pricing, a matrix organization described in the guidelines has been implemented in each
Pursuant to the rules and procedures, Regional Managers from SCOR’s natural catastrophes risks modeling team monitors the structure of the portfolio for each region or country and the data is consolidated under the supervision of the Head of natural catastrophes risks modeling.
commitment, taking into account policy limits, as the potential maximum loss caused by a catastrophe affecting a geographic area, such as a storm, hurricane or earthquake, and occurring within a given return period. SCOR estimates that its potential maximum losses for catastrophes, before retrocession, come from windstorms in Europe, hurricanes in the US, typhoons in Japan or earthquakes in Japan or the US.
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
Life gross premiums (in 2012: 34%). The risk for SCOR is mainly the significant concentration of premiums written thanks to a limited number of brokers. A significant reduction in the business generated through these brokers could potentially reduce premium volume and net income.
The frequency and severity of such catastrophic events, particularly natural hazards, are by their nature unpredictable. The inherent unpredictability of these events results in forecasts and risk evaluations being uncertain for any given year. As a result, SCOR’s claims experience may vary significantly from one year to the next, which can have a significant impact on its profitability and financial position. In addition, depending on the frequency and nature of losses, the speed with which claims are made and the terms of the policies affected, it may be required to make large claim payments within a short period.
SCOR may be forced to fund those obligations by liquidating investments in distressed market conditions, or by raising funds under unfavorable conditions. In particular, its most significant exposure to natural catastrophes in Non-Life relates to earthquakes, storms, typhoons, hurricanes, floods and other weather-related phenomena like hail or tornados. The Group evaluates its natural catastrophe exposure by means of catastrophe modeling software.
Products such as critical illness, short-term and long-term disability and long term care, which all contain morbidity risk, are subject to the risk of negative trends in health, as well as to the consequences of improved medical diagnoses capabilities which increase the number of claims that otherwise would possibly have remained undetected. Medical progress may enable better treatment resulting in higher claims since certain diseases would have otherwise led to immediate death of the insured. Products providing cover for medical expenses are in particular subject to the risk of higher than expected incidence and inflation of medical costs.
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.
In general, for most individual life covers, the policyholder (which may be the owner of a trust) and the insured person are identical or at least are part of the same household or business. The pricing of these policies is based on this assumption.
The availability and cost of collateral, including letters of credit, asset trusts and other credit facilities, could adversely affect
Regulatory reserve and related collateral requirements in various jurisdictions in which SCOR operates may be significantly higher than the reserves required under IFRS. A regulation in the US (NAIC Model Regulation XXX or Valuation of Life
SCOR might over time retrocede certain XXX-related cash flows and reserves to such affiliated or unaffiliated reinsurers that are authorized in the ceding company‘s domicile or provide collateral of an amount equal to the reinsured reserves. Such collateral must be provided in the form of funds withheld, approved commercial bank letters of credit meeting the requirements of the ceding company’s domiciliary state, the placement of assets in qualifying trusts for the ceding company’s benefit, or by other means pre-approved by the ceding company’s regulator.
In connection with these reserve requirements, SCOR faces the following risks:  The availability of collateral and the related cost of such collateral in the future could affect the type and volume of business it reinsures and could increase costs.
 Because term life insurance is a particularly price-sensitive product, any increase in insurance premiums charged on these products by life insurance companies, in order to compensate them for the increased statutory reserve or collateral requirements or higher costs of reinsurance they face, may result in a significant loss of volume in their life insurance operations, which could, in turn, adversely affect life reinsurance operations.
(g) SCOR is exposed to Guaranteed Minimum Death Benefit (GMDB) products
In connection with its October 2007 acquisition of Converium Holdings AG (“Converium”), SCOR Global Life assumed certain retrocession liabilities with regard to Guaranteed Minimum Death Benefit (“GMDB”) rider options attached to variable annuity policies written in the US. Its GMDB business indirectly exposes SCOR Global Life to asset risk on the variable annuity policyholders’ funds. SCOR Global Life must pay, in the event of death, the excess of the GMDB over the account
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. As a retrocessionaire, SCOR Global Life is exposed to uncertainties concerning data received from its retrocedants and the original ceding companies and also due to the inherent reporting lag. SCOR Global Life is also exposed to risks inherent to the model used for the assessment of the liability under its portfolio. More information about GMDB appears in Note 16 – Net Contract Liabilities.
Underwriting and pricing guidelines defined by SCOR Global Life specify the underwriting rules and principles to be complied with, underwriting capacities delegated to the underwriters and pricing actuaries in each of the markets in which the Group operates, as well as maximum acceptable commitments per risk and per event. In particular, these guidelines specify the type and the terms and conditions under which business is considered as acceptable. 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, the head of the Central Actuarial and Underwriting Department, the Chief Risk Officer and the Chief Financial Officer of
Non-Life and Life reinsurance activities take place in two different market environments. They are subject to heterogeneous external constraints, which generally have only very limited correlation with each other. This diversif ication and the overall balance between the two business areas provide stability. However, in some cases, evolutions of the Non-Life and Life activities are linked together as well as to those of the financial market risks. This exposes SCOR to accumulation and/or correlation risks which are difficult to quantify.
This risk applies also to loans transactions performed by the Group. Indeed, the borrowers’ solvency deterioration may lead to a diminution of the value of the loans, and possibly a partial or total loss of the coupons and the nominal invested by
SCOR mitigates these risks by implementing a policy of geographic and sector diversification. Limits by counterparty exposure and by rating are also defined. An expose analysis is performed at a minimum, on a quarterly basis (sector, geographical area, counterparty, rating) and enables critical risks to be identified and evaluated in order to take appropriate actions.
Officer and is composed of the Group Chief Financial Officer, the Group Chief Risk Officer, the Chief Economist, the Chief
SCOR Global Investments SE and other representatives of SCOR Global Investments.
Moreover, the Group is exposed to a credit risk in the event of a payment default by the retrocessionaires of the balance of the profit and loss retrocession account due in respect of its cession. The risk of non-execution of their commitments by retrocessionaires is presented in Section 4.1.6 – SCOR may be adversely affected if its cedants, retrocessionaires, insurers or members of pools in which it participates do not respect their obligations.
The retrocessionaires’ part in the reserves split by retrocessionaires’ financial rating is included in Note 16 – Net Contract
Firstly, SCOR may be exposed to credit risk in relation to amounts deposited with ceding companies in respect of reserves which cover its current and future liabilities. Depositing these amounts does not a priori discharge the Group of its liabili ty towards cedants in case it is not able to recover these amounts in the event of default of cedants.
Thirdly, SCOR is exposed to a credit risk in the event of a payment default by the cedants of the premiums due under its acceptance of a portion of their risks. In cases where such an event does not lead to termination of the reinsurance contract, any offset between contractual obligations between the two parties is dependent on court decisions, and it is possible that the Group will remain liable for paying claims without being able to offset the unpaid premiums.
The risk of losing all or part of receivables the Group owns could have a material adverse impact on its business, present and future revenues, net income, cash flows, financial position, and potentially, on the price of its securities.
SCOR is exposed to the risk of losing all or part of any cash deposited with a retail bank in the event such a bank is no longer able to honor its commitments (e.g., following liquidation).
The current main risk for the Group is the significant concentration of deposits in a small number of banks. This risk is a direct result of the selection of the most stable banks.
First, 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 deterioration in the financial strength of the cedant. In such a case, it is possible that the VOBA and deferred acquisition costs (“DAC”) may as a consequence need to be written down and as a consequence, shareholders’ equity would be reduced accordingly.
Risk Insurance Act passed in November 2002 for a period of three years, which was extended to 31 December 2007 by the
Insurance Program Reauthorization Act (“TRIPRA”). It established a federal assistance program to help insurance companies cover claims related to terrorist acts. TRIPRA requires that terrorist acts be covered by insurers. Despite TRIPRA, and the federal aid that it provides, the US insurance market is still exposed to some significant risks in this area. Therefore,
In addition to the commitments described above, SCOR does reinsure, from time to time, terrorist risks, usually limiting by event and by year of insurance the coverage that ceding companies receive for damage caused by terrorist acts.
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, Italy or Spain.
The following table provides an overall analysis of the aging of financial assets as at 31 December 2012: In EUR million Current 1-12 months Total
Financial assets have been aged within the above aging analysis according to their original due date. The due date for each of these instruments may vary depending on the nature of the asset. Reinsurance assets and insurance receivables business credit terms are typically based on normal terms of trade, as specified within contracts. Insurance receivables include estimates, which are presented as current. The available-for-sale investments and fair value through income categories presented above include fixed income securities and equity securities. For fixed income securities, amounts are only presented as non-current if the security has not been redeemed on the date of maturity and therefore the amount receivable is past due. For equity securities, due to the absence of a contractual date of redemption, these instruments are presented as current. Other assets presented in the above aging analysis, including derivative instruments, loans and receivables, cash and cash equivalents and other accounts receivable, are presented in a similar manner as those instruments described above, dependent on the existence of a redemption date.
Impairment information relating to financial assets is included in Note 6 – Insurance Business Investments, Note 7 - Loans and receivables, and Note 10 – Assumed and ceded insurance and reinsurance receivables and payables and Note 20 -
In EUR million Interest rate ranges Less than 1 year Between 1 to 5 years Greater than
(1) This amount excludes debt which has been swapped from variable interest rate to fixed interest rate
Maturity analyses of financial assets that are held for managing liquidity risk are presented within Note 6 - Insurance
As a result, changes in the exchange rates used to convert foreign currencies into Euros, particularly the fluctuation of the
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 its portfolio.
The return on the securities held also depends on changes in interest rates. Floating rate instruments expose the Group to cash flow interest risk, whereas fixed interest rate instruments expose the Group to fair value interest risk.
The Group’s objective is to maintain an appropriate mix of fixed and variable rate instruments. It also manages the maturities of interest bearing financial assets.
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.
There is no requirement for a material change in reserves for life products with guaranteed minimum death benefit (GMDB)
The interests on these deposits are often linked to the assets of the ceding companies and minimum interest rates on deposits are at least the valuation rate. Ceding companies are usually doing a proper matching of assets and liabilities.
Hence a 100 basis point decrease in interest rates would have an insignificant impact.
SCOR is, therefore, exposed to a risk of capital losses on its equity exposures - if it were to occur - which could adversely impact its business, present and future revenues, net income, cash flows, financial position, and potentially, the price of i ts securities.
In general, equity movements have no impact on the reported liabilities of the Life business as the underlying policies and reinsurance contracts are typically unrelated to equity prices. For some risk premium treaties (where the underlying insurance policies are unit-linked or universal life) the sums at risk and thus the expected claims, vary with the movement of the underlying assets. However, under almost all reinsurance programs, premiums are also linked to the sums at risk such that the liability would not materially change.
The premiums on the Guaranteed Minimum Death Benefit (GMDB) business underwritten by the SCOR Group in the US
Nevertheless, there is no requirement for a material change in reserves in the event of a 10% change in equity values.
The following table summarizes the accounting sensitivity of the Group’s consolidated income and consolidated equity to market risks based on reasonably possible movements in key variables with all other variables held constant. The assumptions included are: (iii) Interest rate risk
business. The annuity business of the Life operation in the US was sold in 2011 and had no effect on the sensitivities as at
(2) The reduction in equity represents the estimated net asset impact including the additional impairment recognized in the profit and loss account. (3) Net of tax at an estimated average rate of 26% in 2013 (30% in 2012 and 27% in 2011).
Converium Class Action Settlement: Following the approval of the settlement agreements by the competent jurisdictions in the United States and Europe (see
On 21 December 2009 SCOR filed an appeal to the sanctioning decision before the Administrative Chamber of the National
None 20.2 Auditing of historical consolidated financial information In application of the EC Commission Regulation No. 809/2004, the following information is included by reference in this
Registration Document: (i) The report from the Statutory Auditors on the consolidated financial statements for the financial year ending 31 December 2012 published from pages 300 to 302 of the Registration Document filed with the Autorité des marchés financiers on 6 March 2013 under Number D.13-0106 (and from pages 288 to 289 of the free translation into English of such Registration Document, such translation being available on SCOR’s website www.scor.com).
(ii) The report from the Statutory Auditors on the consolidated financial statements for the financial year ending 31 December 2011 published from pages 304 to 306 of the Registration Document filed with the Autorité des marchés financiers on 8 March 2012 under Number D.12-0140 (and from pages 285 to 286 of the free translation into English of such Registration Document, such translation being available on SCOR’s website www.scor.com).
The report from the Statutory Auditors on the consolidated financial statements for the financial year ended 31 December 2013 is reproduced below.
This is a free translation into English of the statutory auditors’ report on the consolidated financial statements issued in
In compliance with the assignment entrusted to us by your annual general meeting, we hereby report to you, for the year ended 31 December 2013, on:  the audit of the accompanying consolidated financial statements of SCOR SE,
The Report of the Chairman of the Board of Directors featured in Appendix B, has been the subject of a report by the SCOR
des marchés financiers on 6 March 2013 under the number D.13-0106 and in appendix A of the Registration Document filed with the Autorité des marchés financiers on 8 March 2012 under the number D.12-0140 with the Autorité des marchés financiers, have been the subject of reports by the statutory auditors, featured respectively in Appendix A of this Registration
The resolution to be presented to the Annual General Meeting to approve, during the first half of 2014, the accounts for the financial year 2013, sets out the distribution of a dividend of EUR 1.30 per share for the financial year 2013.
Date Amount of capital subscribed (In EUR) Number of shares outstanding
Pursuant to the decision of the Extraordinary Shareholders General Meeting of the Company on 28 April 2010, in its eighteenth resolution to authorize the Board to reduce the share capital by cancellation of treasury shares, the Board of
According to the decisions of the Extraordinary Shareholders General Meetings of the Company dated (i) 18 May 2004, in its fourth resolution, (ii) 31 May 2005 in its sixth resolution and (iii) 16 May 2006 in its fifth resolution to authorize the Board to grant to officers and employees options to subscribe for or of purchase of shares and to acknowledge, if necessary, at its first meeting following the end of the financial year 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 acknowledged, on 7 March 2012, the capital increase of EUR 617,901.21 by creation of 78,444 shares with a nominal value of EUR 7.8769723 each.
EUR 1,085,494.04 by creation of 137,806 shares with a nominal value of EUR 7.8769723 each.
According to the decisions of the Extraordinary Shareholders General Meetings of the Company dated (i) 15 May 2003 in its second resolution, (ii) 18 May 2004, in its fourth resolution, (iii) 31 May 2005 in its sixth resolution, (iv) 16 May 2006 in its fifth resolution, (v) 24 May 2007 in its twenty first resolution, (vi) 7 May 2008 in its nineteen resolution and (vii) 15 April 2009 in its twenty second 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
According to the decision of the Shareholders General Meeting of the Company dated 25 April 2013, the Board of Directors of the Company decided on 25 April 2013 the share capital reduction of EUR 6,935,437.80 by cancellation of 880,470 treasury shares to reduce the share capital from EUR 1,519,160,179.73 to EUR 1,512,224,741.93, dived by 191,980,457 ordinary shares. The reason for such decision of capital reduction is to avoid any dilutive effect of the exercise of stockoptions upon the share capital.
According to the decisions of the Extraordinary Shareholders General Meetings of the Company dated (i) 18 May 2004, in its fourth resolution, (ii) 31 May 2005 in its sixth resolution, (iii) 16 May 2006 in its fifth resolution, (iv) 24 May 2007 in its twenty first resolution, (v) 7 May 2008 in its nineteen resolution and (vi) 15 April 2009 in its twenty second 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 acknowledged, on 4 March 2014, the capital increase of EUR 6,123,983.62 by creation of 777,454 shares with a nominal value of EUR 7.8769723 each.
EUR 6,123,983.62 by cancellation of 777,454 treasury shares to reduce the share capital from EUR 1,518,348,725,55 to
As a result, on the date of the Registration Document, the registered share capital of SCOR SE is EUR 1,512,224,741.93 divided into 191,980,457 shares with a par value of EUR 7.8769723 each.
Document Date of availability of options Expiration date 25 Aug 2004 125,604 53,445 51,877 26 Aug 2008 26 Aug 2014 16 Sept 2005 724,913 207,850 203,674 16 Sept 2009 16 Sept 2015 14 Sept 2006 032,175 421,223 415,064 15 Sept 2010 15 Sept 2016 14 Dec 2006 290,555 115,500 115,500 15 Dec 2010 15 Dec 2016 13 Sept 2007 2,521,055 772,000 760,000 13 Sept 2011 13 Sept 2017 22 May 2008 134,555 219,000 219,000 22 May 2012 22 May 2018 10 Sept 2008 251,405 588,000 566,500 10 Sept 2012 10 Sept 2018 23 March 2009 2,715,055 999,650 928,308 23 March 2013 23 March 2019 25 Nov. 2009 71,555 21,000 20,100 25 Nov. 2013 25 Nov. 2019 18 March 2010 2,105,055 1,237,000 1,232,500 19 March 2014 19 March 2020 12 Oct. 2010 35,500 28,000 28,000 13 Oct. 2014 13 Oct. 2020 22 March 2011 505,055 645,000 645,000 23 March 2015 23 March 2021 1 Sept 2011 752,055 240,000 240,500 2 Sept 2015 2 Sept 2021 23 March 2012 472,555 865,000 865,000 24 March 2016 24 March 2022 21 March 2013 - 716,000 716,000 22 March 2017 22 March 2023 2 October 2013 - 170,000 170,000 3 October 2017 3 October 2023 21 November 2013 - 25,000 25,000 22 November 2017
15th resolution (Delegation of authority granted to the Board of Directors for the purpose of deciding on the issuance, in the context of a public offering, of shares and/or of securities granting access to capital or giving entitlement to a debt instrument, with cancellation of preferential subscription rights)
17th 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)
18th resolution (Delegation of authority 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 contributions in kind within a limit of 10% of the share capital)
20th resolution (Delegation of authority granted to the Board of Directors for the purpose of issuing securities granting access to the Company’s share capital, with cancellation of preferential subscription rights, reserved for one category of entities, ensuring the underwriting of the Company’s equity securities)
23rd resolution (Authority to issue shares under free share allotment plans)
Except for the delegations granted pursuant to the 20th and 24th resolutions, which are granted for 18-month duration, the delegations of powers granted by the Shareholders' Meeting of 25 April 2013 are each granted for a 26-month duration as from the date of the Shareholders’ Meeting, i.e. until 25 June 2015, date on which it will be deemed expired if the Board of
Except for the authorization granted pursuant to the 19th resolution, which is granted for a 26-month duration, the authorizations granted by the Shareholders’ Meeting of 25 April 2013 are each granted for 24-month duration as from the date of the Shareholders’ Meeting, i.e. until 25 April 2015, date on which it will be deemed expired if the Board of Directors did not use it.
The total amount of shares authorized at the date of the Registration Document, including the shares that could be issued in connection with the implementation (i) of stock option plans and allotment of free shares plans, (ii) equity securities and (iii)
21.1.3 NUMBER AND VALUE OF DIRECTLY OR INDIRECTLY HELD TREASURY SHARES
Refer to:  Section 15.1.3 – Remuneration in the form of options and share allocation;  Section 17.2 – Information on shareholding and stock options or Company stock purchases by members of the administrative and management bodies;  Section 17.3 – Plans providing employee participation in Company;  Appendix A – 1.5 – Notes to the corporate Financial Statements, Note 12 – Stock Options;  Appendix A – 1.5 – Notes to the corporate Financial Statements, Note 5 – Shareholders’ Equity;  Section 20.1.6 – Notes to the Consolidated Financial Statements, Note 13 - Information on share capital, capital management, regulatory framework and shareholders' equity;  Section 20.1.6 – Notes to the Consolidated Financial Statements, Note 17 – Provisions for employee benefits;  Section 20.1.6 – Notes to the Consolidated Financial Statements, Note 18 – Stock options and share awards;  Section 21.1.1 – Amount of issued capital and additional information, and;  Section 21.1.4 – Amount of convertible securities, exchangeable securities or securities with subscription warrants.
The shares of Group’s companies other than SCOR SE are neither under option nor agreed to be put under option.
21.1.7 HISTORY OF THE COMPANY’S SHARE CAPITAL FOR THE PERIOD COVERED BY THE HISTORIC FINANCIAL INFORMATION
As set forth in Article 3 of the bylaws (statuts), our corporate purpose includes the following:  insurance, reinsurance, cession or retrocession of business of any nature in all classes and in all countries, the assumption in any form of reinsurance contracts or liabilities of any French or foreign company, organization, entity or association, and creation, acquisition, rental, lease, installation and operation of any undertaking related to these activities;  the construction, lease, operation or purchase of any and all properties;  the acquisition and management of all securities and other equity rights by any means including but not limited to subscription, transfer or acquisition of shares, bonds, corporate rights, partnerships and other equity rights;  acquisition of equity investments or interests in any industrial, commercial, agricultural, financial, securities or real estate companies, the formation of any company, participation in any capital increases, mergers, demergers and spin-offs;  administration, management and control of any company or other undertaking, direct or indirect participation in all transactions carried out by such companies or undertakings by any means including, but not limited, to participation in any company or equity investment;  implementation and management of centralized cash resource management within the Group and the provision of services, to any Group company concerned, relating to the management and operations of centralized cash resources, and;  generally all such industrial, commercial and financial transactions, or transactions involving moveable property and real estate, as may pertain directly or indirectly to the above stated corporate purpose or as may be related to or facilitate the implementation or pursuit thereof.
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’ Meeting.
Company, pursuant to the seventeenth resolution of the Ordinary and Extraordinary Shareholders’ Meeting of 16
May 2006, shares which have been subject to the reverse split shall be entitled to an amount ten times greater than the amount to which shares which have not been subject to the reverse split shall be entitled.
The payment of dividends is decided by the Shareholders’ Meeting at which the annual accounts are approved following recommendation of the Board of Directors. If there is distributable profits (as shown on the interim balance sheet audited by the statutory auditors), the Board of Directors has the authority, subject to French law and regulations, without shareholder approval, to distribute interim dividends.
Dividends are distributable to shareholders pro rata their respective holdings of Ordinary Shares. Dividends are payable to holders of Ordinary Shares outstanding on the date of the 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’
Under French law, the Board of Directors is entitled to redeem a set number of shares as authorized by the extraordinary shareholders’ meeting to the aim of a capital reduction not motivated by losses. In the case of such an authorization, the shares redeemed must be cancelled within one month after the end of the offer to purchase such shares from shareholders.
Ordinary Shares, may be held in either bearer or registered form, and a holder of equity securities may change from one form of holding to the other.
Share Account”), which, in France, is administered by BNP Paribas (“BNP”) acting on our behalf as our agent. Ordinary
Shares held in registered form are inscribed in the name of each shareholder (either directly, or, at the shareholder’s request, through such shareholder’s accredited intermediary) in separate accounts (the “Shareholder Accounts”) maintained by
A French law dated 14 February 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.
Under current French foreign direct investment regulations, a notice (“déclaration administrative”) must be filed, however, with the French Ministry of the Economy in connection with (i) the acquisition by any person not residing in France or any group of non-French residents acting in concert if such acquisition results in the ownership by the acquirer(s) of more 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
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 paragraph 1 of the French
Commercial Code, amendments to the bylaws must be approved by the Extraordinary Shareholders’ Meeting, by a majority vote of two-thirds of the shareholders present or represented.
Extraordinary general meetings of shareholders are required for approval of matters such as amendments to the Company’s bylaws (statuts), modification of shareholders’ rights, approval of mergers, increases or decreases in share capital, the creation of a new class of shares and the authorization of the issuance of securities giving access, by conversion, exchange or otherwise, to our capital. In particular, shareholder approval will be required for any and all mergers in which we are not the surviving entity or in which we are the surviving entity but in connection with which we are issuing a portion of our share capital to the shareholders of the acquired entity.
are required for any modification of the rights associated with such class of shares. The resolution of the shareholders’
general meeting affecting these rights is effective only after approval by the relevant special meeting.
The court may be requested to appoint an agent either by shareholder(s) holding at least 5% of our share capital, 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 our voting power (computed on the basis of a formula related to capitalization which on the basis of the Company’s outstanding share capital as at 30 June 2013, would represent approximately 1% of our voting power) or by any interested party, including the Workers’ Council (“Comité d’entreprise”) in cases of urgency.
The notice calling such meeting must state the agenda for such meeting.
Ordinary Shares in registered form for at least two years and holding together a certain percentage of the voting rights
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 favor of all resolutions proposed or approved by the Board of Directors and against all others.
Shareholders’ Meetings shall be called and conducted in accordance with French law. They shall consist of all shareholders, regardless of the number of shares held. Pursuant to Article 8 ("Rights attached to each share") of the bylaws (statuts), in the two year period from the Group’s reverse stock split on 3 January 2007, each Old Share was entitled to one vote and any New Share to ten votes, so that the number of votes attached to each share was proportionate to the share capital they represented.
Meetings are held at corporate head offices, or elsewhere as indicated in the notice of meeting.
Shareholders’ Meeting by videoconference or by any other mode of telecommunication permitting the identification and effective participation of the shareholders, under the conditions set forth by the legal and regulatory provisions in force.
When a decrease or sale of an equity stake, whether directly or indirectly, has been notified, the ACPR verifies whether such transaction is likely to negatively affect the company's reinsured clients as well as the sound and prudent management
In case of failure of these rules, and without prejudice of the provisions of Article L. 233-14 of the French commercial code, upon request from the ACPR, the District Attorney (procureur de la République) or any shareholder, the judge shall adjourn the exercise of the voting rights of the failing persons, until regularization of the situation.
Pursuant to Article L. 322-4-1 of the French Code of Insurance, the ACPR shall also inform the European Commission of any acquisition of a stake that may grant control of a reinsurance company to a company whose registered office is located in a State not party to the European Economic Area agreement.
within four trading days of crossing such threshold. Any shareholder who fails to comply with these requirements will have its voting rights in excess of such thresholds suspended for a period of two years from the date such shareholder complies with the notification requirements and may have all or part of its voting rights suspended for up to five years by the commercial court at the request of our Chairman, any of our shareholders or the AMF. In addition, every shareholder who, directly or indirectly, acting alone or in concert with others, acquires ownership of shares representing 10%, 15%, 20% or 25% of our share capital must notify us and the AMF of its intentions for the six months following such acquisition. Failure to comply with this requirement will result in the suspension of the voting rights attached to the shares exceeding the applicable threshold held by the shareholder for a period of two years from the date on which the shareholder has cured
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
Shares and all securities convertible into or exchangeable for or otherwise giving access to equity securities).
As at the present Reference Document, there are not any other material contract (not being a contract entered into in the ordinary course of business) entered into by any member of the Group which contains any provision under which any member of the Group has any obligation or entitlement which is material to the Group as at the date of the Reference Document.
SCOR ‘s competitive position;  Data issued from the Standard & Poor's Global Reinsurance Highlights (2010 Edition) and relating to ranking on reinsurance market participants quoted in Sections 5.1.5 - Important events in the development of the issuer's business;  Ratings issued by the Standard & Poor’s, Fitch Ratings, AM Best and Moody’s rating agencies quoted in Section 3.1 - Group key figures; Section 6.1.4 - Capital shield policy; Section 6.3 - Extraordinary events influencing the principal business and markets; 9.2.4 - Capital shield policy; Appendix B - Report of the Chairman of the Board of
The information published by SCOR within the last 12 months (from 7 March 2013 to 4 March 2014) is available for downloading from the following sites:  Autorité des marchés financiers (AMF):  Bulletin des Annonces Légales Obligatoires (BALO):  SCOR:  L’info financière:
As concerns the holdings held directly by SCOR, refer to:  Section 7 – Organizational Structure;  Appendix A – 1.5 - Notes to the Corporate Financial Statement, Note 2.3 – Subsidiaries and affiliates;  Section 20.1.6 – Notes to the Consolidated Financial Statements, Note 24 – Related party transactions.
The bylaws of the Company are described in this Registration document and can be looked at on the Internet website of the
Pursuant to Article 28 of Regulation (EC) No. 809/2004 of the European Commission, the following information is included by reference in this Registration Document: (i) The corporate financial statements for the year ended 31 December 2012 and the Auditors’ Report pertaining thereto published on pages 344 to 372 and 373 to 374, respectively, of the registration document filed with the (Autorité des marchés financiers) on 6 March 2013 under number D. 13-0106 and from pages 331 to 358 and from pages 359 to 360, respectively, of the free translation into English of the Registration Document filed with the Autorités des marchés financiers with such translation being available on SCOR's website www.scor.com.
(ii) The corporate financial statements for the year ended 31 December 2011 and the Auditors’ Report pertaining thereto published on pages 349 to 379 and 380 to 381, respectively, of the registration document filed with the (Autorité des marchés financiers) on 8 March 2012 under number D.12-0140 and from pages 329 to 358 and from pages 359 to 360, respectively, of the free translation into English of the Registration Document filed with the Autorités des marchés financiers with such translation being available on SCOR's website www.scor.com.
SCOR’s unconsolidated corporate financial statements for the financial year ended 31 December 2013 are shown below: 1.1 Significant events of the year
SCOR SE earned EUR 322 million in dividends from its affiliates: EUR 208 million from SCOR Holding Switzerland, EUR 94 million from SCOR Global P&C SE and USD 25 million from SCOR US.
SCOR SE increased the capital of SCOR Global P&C SE by EUR 150 million as part of the capital reorganization of Asian affiliates of SCOR Global P&C SE.
On 10 September 2013, SCOR SE issued CHF 250 million perpetual subordinated notes, redeemable by SCOR from 30
November 2018 on a quarterly basis on the payment of interest dates. The coupon has been set to 5% until 30 November 2018 and to 3-month CHF LIBOR plus a margin of 4.10% thereafter.
On 20 December 2013, SCOR agreed a new EUR 200 million contingent capital equity line with UBS and issued 12,695,233 warrants in favor of UBS. This contingent capital facility which is effective on 1 January 2014, replaces the previous contingent capital facility which matured on 31 December 2013. Under the new facility, the protection would be triggered in case of extreme life events, as well as natural catastrophe events included within the last facilities.
Share of retrocessionaires in underwriting reserves Note 4 28 - 28 5
Accrued income and deferred charges Note 4 2,020 - 2,020 1,949
Rate swaps - - - - Rate and currency swaps (cross-currency swaps) - 973 973 771
Reinsurance and forecasts of future profits for Non-Life Reinsurance, net of tax. It does not include the value of future business for Life Reinsurance.
Based on the calculations performed, no such reserve was required or recorded in the financial statements for 2013 and 1.3 CURRENT PROPERTY, PLANT AND EQUIPMENT
 End retirement indemnities: employees benefit from additional retirement benefits paid in full upon retirement. The evaluation of these indemnities depends on several factors such as age, number of years’ service and salary.
 Senior management pension obligations (Article 39): The valuation of the reserve for senior management pension obligations is based on the following actuarial assumptions: - Discount rate: 3.24%, defined with respect to high quality long term corporate bonds with duration in line with the duration of the obligations evaluated.
Pursuant to the provisions of article R.332-18 of the French Insurance Code, accounts not yet received from ceding companies at the end of the financial year are estimated, in order to better reflect SCOR’s reinsurance commitments in the financial statements. This method applies to most contracts underwritten during the current financial year and to prior-year contracts where relevant.
Loss reserves, including estimated claims paid, are calculated based on expected results and supplement the information communicated by ceding companies.
As at 1 January 2008, SCOR applies the new rules relating to the accounting of transactions in foreign currencies by entities subject to the rules of the Insurance Code as required by the CNC in its opinion n° 2007-02 dated 4 May 2007.
The use of and accounting for financial instruments comply with European Directive 2005/68/CE (also known as the
The loan granted by SCOR SE to SCOR Global Life for the financing of the Transamerica International Reinsurance Ireland acquisition is EUR 584 million at 31 December 2013 compared to EUR 587 million in 2012.
In 2013, SCOR SE granted a EUR 202 million hybrid loan and a USD 228 million bridge loan to SCOR Global Life SE to fund the acquisition of Generali U.S. by SCOR Global Life Americas Holding, an affiliate of SCOR Global Life SE.
At 31 December 2013, provisions against equity investments can be analysed as follows:  SCOR US Corporation: EUR 238 million compared to EUR 260 million in 2012.
Discounted Cash Flow (DCF) method. Projected income was used for the DCF method.
Unrealized gains and losses 1 – Real estate investments and real estate investments in process 207 206 331 125 2 - Shares and other variable-income securities (other than mutual fund shares) 4,263 4,022 6,027 2,005 3 - Mutual fund shares (other than those in 4) 13 10 13 3 4 - Mutual fund shares exclusively invested in fixed-income securities 127 125 128 3 5 - Bonds and other fixed-income securities 31 31 31 7 - Other loans and similar bills 1,122 1,122 1,122 9 - Cash deposits (other than those in 8) and security deposits - - - a ) including: - investments valued according to article R.332-19 31 31 31 - - investments valued according to article R.332-20 5,761 5,514 7,650 2,136 - investments valued according to article R.332-5 - - - b ) including: - investments and forward instruments issued in OECD countries 5,659 5,412 7,501 2,101 - investments and forward instruments issued in non-OECD countries 143 143 190 35 2.3 SUBSIDIARIES AND AFFILIATES
Investment Trust holding a mixed portfolio of retail properties and offices. The consideration paid by SCOR SE amounted to
Loans granted to SCOR SE by its subsidiaries totaled EUR 328 million (including EUR 47 million from SCOR Global Life SE,
185 million as at 31 December 2012 (including EUR 47 million from SCOR Global Life SE and EUR 123 million from SCOR
For 2013, SCOR SE recognized EUR 44 million in financial income from loans with related companies and EUR 9 million in interest expense on borrowings with related companies.
(Amounts in EUR million) (OC) * (OC) * (OC) * (EUR) (EUR) (EUR) (EUR) (EUR) (OC) * (OC) * (EUR)
5 avenue Kléber, 75116 PARIS, France 5 avenue Kléber, 75116 PARIS, France - SCOR Holding Switzerland AG EUR 382 1,237 40.68% 788 788 - - - - 182 208
Avda Manoteras 32 Edificio A 28050 Madrid, Spain 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 10 100.00% 3 3 - - - - 23 5 avenue Kléber, 75116 PARIS, France
TOTAL 4,470 4,228 1,120 36 320 (1) Data based on IFRS accounts 2013 (2) SCOR guarantees in full, without limits as to amounts, the underwriting liabilities of its subsidiaries pertaining in particular to their obligations relative to the payment of claims. In return, SCOR GLOBAL P&C SE and SCOR GLOBAL LIFE SE guarantee, on behalf and for the benefit of SCOR SE, the full and prompt performance of all of SCOR SE's payment obligations under all insurance, reinsurance and financial contracts entered into by SCOR SE (*) OC: Original Currency
Increase of equipment and furniture by EUR 9 million mainly related to the head office building located in Paris.
Change of deposits and security bonds is mainly due to increase in term deposits of EUR 93 million in Beijing branch and reimbursement of deposit received on “Tour La Défense” by EUR 14 million.
As at 31 December 2013, the number of shares held as treasury shares amounted to 7,343,237 shares (3.81% of capital)
Liabilities arising from reinsurance operations - - - - - - 1 1
The balance includes EUR 28 million accrued interests (as at 31 December 2012: EUR 15 million)
 CHF 650 million fixed rate perpetual subordinated notes issued in two pari-passu ranking placements on 2 February and 3 June 2011. The notes are redeemable by SCOR each quarter as at payment of interests 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 to 3-month CHF LIBOR plus a margin of 3.7359% thereafter. The notes are hedged with a cross-currency swap detailed in Note 15.1.1 - Financial instruments received and given, in the analysis of commitments given and received.
 CHF 315 million fixed rate perpetual subordinated notes issued in two pari-passu ranking placements on 10
 Initial EUR 100 million (EUR 93 million after repurchase of EUR 7 million during 2009) 20-year subordinated bonds, issued on 6 July 2000 callable by SCOR quarterly as from the tenth year following their issuance.
93 million. This repurchase resulted in the cancellation of the debt (EUR 93 million) on 27 July 2009. In SCOR
SCOR Global Life SE, a third with SCOR South Africa and a fourth with SCOR Perestrakhovaniye; non-proportional retrocession from the Argentinian branch of SCOR Global P&C SE; and the business underwritten by the Beijing branch.
(1) Mainly related to loan of subsidiaries described in Note 2.3
 In the context of a contingent capital arrangement program, SCOR issued 9,521,424 warrants on 17 December 2010 to UBS, each warrant committing UBS to subscribe for two new SCOR shares (maximum amount of EUR 150 million in two tranches 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 Group (in its capacity as an insurer/reinsurer) reaches certain contractual thresholds in any given calendar year between 1 January 2011 and 31 December 2013 or if no drawdown already took place in the context of the agreement and SCOR’s share price drops below EUR 10.
 The EUR 3 million effect of past service costs relative to post-employment benefits that were unrecognized as at 1 January 2013 was recorded through retained earnings in application of Statement 2013-02 of the French standard-setter dated 7 November 2013 and in accordance with article 314-1 of the French General Statement of Accounting Principles.
 From 1 January 2013, SCOR SE applies split accounting to its cross-currency swap portfolio. The currency swap portion is accounted for in accordance with Note 1.10 Transactions conducted in foreign currencies of the accounting policies. The interest rate swap portion is accounted for in accordance with Note 1.12 Financial instruments received and given of the accounting policies. The change in accounting policy increases retained earnings by EUR 12 million in application of article 314-1 of the French General Statement of Accounting
 EUR 53 million in reserves for post-employment benefits: retirement provisions (EUR 21 million), supplementary retirement (EUR 30 million), long-term service awards (EUR 2 million).
SCOR SE premiums are the result of the implementation of four internal retrocession treaties entered into jointly with
In EUR million Prior years 2013 Total Prior years 2012 Total 8.3 CHANGE IN COMMISSIONS
NOTE 9 - ANALYSIS OF INVESTMENT INCOME AND EXPENSES BY KIND
The non-recurring loss amounts to EUR (1.9) million and is mainly due to the following items:  Loss of EUR 0.5 million on the write off of Group current accounts;  French legal provision on MRM S.A. and Prevoyance Re acquisition costs by 0.5 million.
SCOR SE, as a stand-alone company, has a tax loss carry-forward. The corporate tax gain of EUR 1 million relates to:  the contribution of subsidiaries that are consolidated for tax purposes by EUR 12 million;  tax credits by EUR 1 million;  taxes from branches of EUR 12 million;  no tax expense for the tax group.
September 2011 and 193,550 options exercised under the stock option plan of 10 September 2008, vested on
Under these agreements, employees of SCOR SE and certain subsidiaries are entitled to invest the amounts due to them under the profit-sharing in a closed-end investment fund entirely invested in SCOR SE stock.
The amount of 2013 profit-sharing payouts have been estimated in the accounts and set aside for EUR 1.272 million.
The number of hours accrued by the employees of SCOR SE was 16,072 on 31 December 2013.
The following table presents the gross cash compensation paid in 2012 and 2013 to the Group Chairman & CEO: Chairman and CEO
The CEO benefits from a company car and a shared driver.
Total pension benefits commitments relating to the corporate officer (“mandataire social”) amount to EUR 21 million.
Other commitments given and received (Note 15.1.3) - 8 17 23
Currency forward purchases and sales generated an unrealized loss of EUR 4 million.
The commitments received in terms of capacity to issue letters of credit amounted to EUR 580 million, corresponding mainly to contracts signed with the banks:  BNP Paribas: USD 140 million (EUR 102 million),
Following the approval of the settlement agreements by the competent jurisdictions in the United States and Europe
EUR 18.6 million. Other insurers and reinsurers were also fined in relation to the same matter.
On 21 December 2009, SCOR filed an appeal to the sanctioning decision before the Administrative Chamber of the
(Tribunal Supremo) on January 2013. The Supreme Court has accepted the State attorney’s appeal on 10 October 2013.
Capital I LP and Highfields Capital II LP litigation covered by the directors and officers insurance policy. The proceedings were dismissed on 24 October 2012. On 23 November 2012, SCOR filed an appeal before the Court of Appeal of
Versailles. In this appeal procedure appeal summons were filed on 15 February 2013. On the basis of the two directors and officers insurance policies in excess coverage, SCOR also commenced two distinct procedures on 10 January 2012 and 22 June 2012 before the Commercial Court of Nanterre and the Commercial Court of Paris against two insurance companies with respect to the recovery of the attorneys’ fees and costs and a portion of the settlement amount relating to the litigation with Highfields Capital LTD, Highfields Capital I LP and Highfields Capital II LP covered by its excess policies. In both cases the courts have ordered adjournments of the proceedings until the appeal court of Versailles has rendered its sentence in the first case.
In compliance with the assignment entrusted to us by your annual general meeting, we hereby report to you, for the year ended 31 December 2013 on:  the audit of the accompanying financial statements of SCOR SE;  the justification of our assessments;  the specific verifications and information required by law.
In accordance with the requirements of article L. 823-9 of the French Commercial Code (code de commerce) relating to the justification of our assessments, we bring to your attention the following matters:  As stated in notes 1.7 and 1.9 to the annual financial statements, the technical accounts specific to reinsurance are estimated on the basis of reinsurance commitments or on statistical and actuarial bases, particularly the technical estimates accounted for under receivable from reinsurance transactions, gross and ceded technical reserves, and deferred acquisition costs. The methods used to calculate these estimates are described in the
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.
We have no matters to report as to the fair presentation and the consistency with the financial statements of the information given in the management report of the board of directors and in the documents addressed to shareholders with respect to the financial position and the financial statements.
(1) Prior year comparatives have been adjusted retrospectively due to the adoption of IAS 19 – Employee Benefits (revised) – refer to Section 20.1.6. Note 1 – D - IFRS standards effective during the period and IFRS standards not yet effective
I Terms and conditions for preparing and organizing the work for the Board of Directors 369
III Statutory auditors’ report, prepared in accordance with article L. 225235 of the Commercial code, on the report prepared by the Chairman of the Board of Directors of SCOR SE 396
This report has been approved by the Board of Directors on 4 March 2014.
It has been incorporated in the 2013 Registration Document of SCOR SE (“SCOR” or the “Company”) which is available on the Company’s web site (www.scor.com) and on the AMF web site (www.amf-france.org).
During its meeting on 12 December 2008, the Company’s Board of Directors designated the consolidated corporate governance code listed corporations of the AFEP-MEDEF (Association Française des Entreprises Privées – Mouvement des Entreprises de France) of December 2008 and updated in April 2010 and June 2013 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
The drawing up of the Chairman of the Board’s report implies preparatory work involving: - The Risk department - The Finance department - The COO’s department
As at the date of the Registration Document the Board of Directors is composed of 13 Directors: Denis Kessler,
The experience and competences of the Directors are very varied. In addition to the Chairman of the Board, 6 of the
Directors listed work or have worked at an executive level within the insurance industry and 3 Directors within in the financial and banking industry. Finally, the main activity of 3 of them is to be Company Directors. The Board benefits from international experience with Board Members practicing their functions in Switzerland, United Kingdom, Austria,
- The composition of the Board was deemed balanced and appropriate, especially in term of the number of independent directors, their age and skills.
 A number of improvements were also proposed and adopted: - The organization of a Strategic Seminar to discuss especially strategic topics in depth would be appreciated; - The Non-executive Directors Session should meet more often.
Directors has members representing the world of banking, asset management and industry;  An international perspective, with Directors from Canada, United States, Hong Kong and Switzerland, United
 An Internal Charter amended by the Board of Directors on 2 November 2005, on 4 July 2006, on 4 November 2010, on 4 May 2011, on 19 March 2012 and on 5 November 2013. The main provisions of the
A list of the members of the Company’s Board of Directors in 2013 are shown below: Name Age Citizenship Date of 1st appointment End of duty Renewal dates
G. Chodron de Courcel, Non voting Director (1) 63 French 15/05/2003 2013 04/05/2011
(1) Director whose appointment ended on 25 April 2013 (2) Directors appointed by the Annual Ordinary General Meeting of the Shareholders of 25 April 2013 (3) Guillaume Sarkozy represents Malakoff Médéric Group, member of the Board. (4) Mr Charles Gave lives in Hong Kong
The Board of Directors is composed of 46% foreigners, of 53.8% of Directors having past experience in the insurance or reinsurance industry and of 91.7% Independent Directors.
For historical reasons, the mandates of the entire Directors ended at the Shareholders’ meeting held on 4 May 2011. In these circumstances, the Board of Directors chose a staggered renewal looking forward. Mandates of 6, 4 and 2 years were proposed to the vote of the Shareholders’ meeting of 4 May 2011, in order to comply with the AFEP-MEDEF Code and to enable a system of renewal by third. During the Annual General Meeting held on 25 April 2013, it was decided to change the bylaws of the Company by limiting the mandates of the Board members to 4 years in order to comply with the AFEP-MEDEF recommendations. This limitation will be applied for directors who are appointed or renewed from 25
Directors may ask the Chairman and Chief Executive Officer to invite the principal top executives of the Company to attend Board of Directors meetings.
Pursuant to the provisions of Articles L. 225-37 and R. 225-21 of the French Commercial Code, the Internal Charter allows the Board of Directors to hold its meetings by videoconference or via telecommunications, providing that the identification of the participating Board of Directors members can be determined.
The application of the notion of director independence is assessed on the basis of the following primary criteria, derived from the recommendations of the AFEP/MEDEF report. An independent director: 1. must not currently be, or have been within the last five years, an employee or a corporate officer of SCOR.
7. must not have been one of SCOR’s Directors for a period exceeding twelve years; 8. must not represent a shareholder of the Company owning more than 5% of the share capital or voting rights.
Gérard Andreck Yes Yes Yes Yes Yes Yes Yes Yes Yes
Andreas Brandstetter Yes Yes Yes Yes Yes Yes Yes Yes Yes
Thierry Derez Yes Yes Yes Yes Yes Yes Yes Yes Yes
Peter Eckert Yes Yes Yes Yes Yes Yes Yes Yes Yes
Charles Gave Yes Yes Yes Yes Yes Yes Yes Yes Yes
Kevin J. Knoer No No Yes Yes Yes Yes Yes Yes No
Kory Sorenson Yes Yes Yes Yes Yes Yes Yes Yes Yes
Daniel Valot Yes Yes Yes Yes Yes Yes Yes Yes Yes
"Lead Independent Director"). He is appointed amongst the independent Directors by the Board of Directors upon proposal by the Compensation and Nomination Committee. He assists the Chairman and CEO in his duties, notably for the organization and functioning of the Board and its Committees and the monitoring of the corporate governance and internal control.
During its board meeting of 5 November 2013, and based on the work of the Compensation and Nomination Committee meeting of 31 October 2013, the Board of Directors examined the new recommendation made by the AFEP-MEDEF
In this regard, the Board reiterated the following points: - The director representing employees at SCOR has been involved in Board discussions for a long time (since 2007), - The Compensation and Nomination Committee remains a consultative body, only the Board is a decision-making body, - Topics concerning the Human Resources policy, the remuneration policy and the remuneration of the Corporate Officer are subject to review by the Board. The remuneration of the Corporate Officer is also the subject of an “ in camera” Board meeting.
The post of employee representative has been occupied by Kevin J. Knoer since 3 May 2012. Mr. Knoer succeeded Luc
February 2014. Kevin J. Knoer has been elected to be the employee representative : A new 2-year mandate will be proposed to the vote of shareholders at the Annual General Meeting of 6 May 2014.
The Internal Charter requires that candidates for Director inform the Board of Directors of the position they currently hold as director or officer in other entities in France and other countries, as the Board of Directors has the duty to ensure compliance with the rules regarding the accumulation of position as director. Once appointed, Directors must inform the
Board of Directors of any appointment they hold as a company officer within a period of five days following the appointment. Finally, Directors must inform the Board of Directors of the position they have held as director in other entities during the course of the financial year within a period of one month following the end of this financial year.
Each Director has a loyalty obligation to the Company. He or she shall not act in his or her own interest, against SCOR’s interests, and must avoid any situation with risks of conflict of interests.
risks of conflict of interests, and specifies the alert procedures (“whistleblowing”), which are reported to the
During the course of the financial year 2013, the Company’s Board of Directors held 6 meetings on the following dates :  25 April 2013 (2 meetings, one before the Annual Ordinary General Meeting and the second after it)
The duration of these meetings was approximately 2 to 3 hours in 2013.
During its meeting in 2013, 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 2013: Board members Attendance rate (%)
Its work dealt with the whole strategy of the Group and in particular, the review of acquisition plans.
Kory Sorenson. Each of its members is independent. According to its Internal Charter, the Committee comprises between three and five members appointed by the Board of Directors of the Company and selected among the members of the Board of Directors and, in compliance with the AFEP-MEDEF corporate governance code of listed corporations.
The term of their mandates coincides with their term of office on the Board of Directors.
The Committee is responsible for reviewing the Group’s financial situation, its compliance with internal policies, in addition to audits and reviews carried out by the auditors and by the internal control unit in charge of verifying the group accounts’ quality and transparency.
 Ethical and internal control responsibilities : In this context, the Audit Committee is responsible for ensuring that internal procedures relating to the collection and auditing of data, guarantee the quality and reliability of the 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 2013, the Audit Committee discussions focused primarily on the following matters: review of the quarterly and annual financial statements, review of the internal audit report, management of the Group’s debt, impact of the financial crisis upon the Group’s assets, embedded value, impact of the litigations upon the financial statements, review of the Registration Document, update on group corporate finance, audit tender process for the renewal of the auditors, annual review of the work of the Audit Committees of Group subsidiaries, annual review of the
The average attendance rate of the Committee Members was 88%(1). The following chart states the attendance of the
The Risk Committee members are Peter Eckert (Chairman), Thierry Derez, Charles Gave, Guylaine Saucier, Kory
The Committee is responsible for highlighting the main risks to which the Company is exposed, regarding both assets and liabilities and for ensuring that the means put in place to monitor and manage those risks have been effectively implemented. It examines SCOR’s risks and its Enterprise Risk Management (ERM) policy. It studies the Group's principal underwriting and financial commitments which are: - underwriting risks (life and non-life); - reserving risks (life and non-life); - market risks; - concentration risks (assets and liabilities); - counterparty risks; - asset-liability management risks; - liquidity risks; - operating risks.
Group, the Group risk appetite, the risks issued by the ”Optimal Dynamics” Strategic Plan or those issued by the
Generali U.S. acquisition, the Capital Shield Strategy, the interest rate exposition risks, the US Mortality Experience, the pandemic protection update, the Solvency II project, the internal model of assets and liabilities and capital allocation management, standards and guidelines for assets management, the review of the solvency report and the internal control report.
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 the Board of Directors. The term of their mandate coincides with their term of office within the Board of Directors.
The Internal Charter of the Compensation and Nomination Committee, was approved by the Board of Directors of the
(1) Member of the Compensation and Remuneration Committee until 25 April 2013 5. Non-executive Directors Session
Every year, the conditions of remuneration for corporate executive officers and Directors are made public through the documents released for the Annual General Shareholders’ Meeting. The General Shareholders’ Meeting that took place on 28 April 2010 set the Directors' fees envelope at a maximum of EUR 960,000 per year. This limit has not been changed since this date. Within the limits of this amount and upon the submission of the Compensation and Nomination
A table displaying the fees allocated individually to each Director can be found in Section 15.1.1 of the Registration
Certain Directors of SCOR are also members of the Boards of Directors for the Group’s subsidiary companies and as a result of this, received Directors’ fees in 2013. See Section 15.1.1 of the Registration Document.
In the case of departure of the Chairman and Chief Executive Officer during financial current year:  all the variable part of his compensation for prior year will be payable during current year as soon as the
(i) determined on the basis of the variable compensation for prior year and prorated on the basis of the departure date for the current year, and (ii) paid as soon as the Company’s financial statements for prior year are settled by the Board of Directors.
In the event of termination of the Chairman and Chief Executive Officer, the benefits he may be allocated would be determined according to the following situations:  In the event that the Chairman and Chief Executive Officer is dismissed for misconduct or following a notoriously negative performance of the Company (non-achievement of the performance condition (C_n) as described below, and for at least two years during the three previous) no compensation will be due;  In case of his departure is imposed or a dismissal ad nutum mainly for typical difference of opinion regarding the Group's strategy, the Chairman and Chief Executive Officer will benefit from a cash payment equal to the amount of fixed and variable compensations paid to him by the Group for the two financial years prior to his departure. This payment is subject to the satisfaction of the performance condition (C_n) defined below for at least two out of the three years preceding the date of departure of the Chairman and Chief Executive Officer;  In case of his departure is imposed or a dismissal resulting from the event of a hostile takeover bid leading to a change in control situation of the SCOR group, the Chairman and Chief Executive Officer will benefit from a cash payment equal to the amount of fixed and variable compensations paid to him by the Group for the two financial years prior to his departure. This payment is subject to the satisfaction of the performance condition
(C_n) as defined below for at least two out of the three years preceding the date of his departure. Furthermore, the performance shares and stock-options which have been granted prior to his departure will be subject, in their entirety, only to performance conditions of each plan as approved by the Board of Directors at the time of the grant. The criteria of the conditions of performance are available in the report of the Board of Directors.
The performance condition (C_n), determined by the Board of Directors, upon the recommendation of the
In accordance with the decision taken by the Board of Directors on 21 March 2006, the Chairman and Chief Executive
Officer benefits from specific life insurance to cover the risks inherent in the duties of Chairman and Chief Executive
As the Company representative, the Chairman and Chief Executive Officer is granted with a company car with a shared driver. The insurance, maintenance, fuel and all costs related to the driver are paid by the Company.
(c) A death or permanent disability insurance for an accident, also and especially underwritten for the executives on the Group on 1 January 2006. It is specified that these collective insurances are renewed on an annual basis so that the Chairman and Chief Executive Officer will benefit from any policies that may replace the existing ones.
Like all the Group’s Executive officers based in France and employed by the Group as at 30 June 2008, the Chairman and Chief Executive Officer benefits from pension coverage capped at 50% of the reference salary, provided he has been with the Group for a minimum of five years. The rights to this pension are vested progressively, based on seniority over a period of 5 to 9 years, on the basis of the average compensation received over the last five years with the Group.
Denis Kessler joined the Group on 4 November 2002 with the goal to sort it out as it was facing a very difficult financial situation. The Board of Directors considered that, in order to achieve such mission, it was preferable to entrust the powers of Chairman and of Chief Executive Officer to Denis Kessler.
Remuneration of the corporate officer for the financial year ended 31 December 2013
In accordance with the recommendations stated in the AFEP-MEDEF corporate governance Code of June 2013 (§24.3)
and pursuant to the implementation Guide of the AFEP-MEDEF published in January 2014, the SCOR Group proposes the table below.
All of these information were already included and published by SCOR in its Document de Référence, as stated in the table below: Compensation elements due or attributed for the financial year ended 31
Refer to: Section 15 – Remuneration and benefits 15.1 – Amount of remuneration paid and benefits in-kind 15.1.2 – Remuneration of the members of the Comex and of the Executive Corporate Officer in 2013 15.1.2.1 – Remuneration to the Chairman and Chief Executive Officer
The Group remuneration policy does not provide for multi-year variable compensation.
Director’s fees EUR 48,000 Refer to: Section 15 – Remuneration and benefits 15.1 – Amount of remuneration paid and benefits in-kind 15.1.1 – Directors’ fees
EUR 5,277 In addition to the deferred amount, an amount of EUR 66,927 was paid by the company in 2013 with regard to social security schemes and individual health coverage.
Compensation elements due or attributed for the financial year ended 31
The information referred to in Article L.225-100-3 of the French Commercial Code is made public in the Annual Financial report which is included in this Registration Document (see Appendix E for the cross reference table to Annual Financial
This report was prepared with the contribution of the Group Risk Control Department, the risk management departments of the operating companies, the Group Internal Audit Department, the General Secretary’s Department and the Finance
The four general objectives sought through the application of this framework are: (1) to ensure that strategic objectives are properly implemented in the Group; (2) to ultimately achieve better operating efficiency and use of resources; (3) to ensure compliance with applicable laws and regulations; (4) to ensure reliable accounting and financial information.
The use of this framework requires to cover the eight components set forth by the COSO 2, i.e.: (1) defining the internal environment; (2) ensuring objectives are set; (3) performing a risk identification; (4) performing a risk evaluation; (5) defining a risk response; (6) documenting and formalizing control activities; (7) presenting the information and communication process; (8) ensuring monitoring of the risk management and internal control systems.
On 1st October 2013, SCOR finalized the acquisition of 100% of Generali U.S. Holdings, Inc. (“Generali U.S.”), the holding company of Generali's U.S. life reinsurance operations. The integration of the former holding’s and operating companies’ risk management and internal control system is currently in progress.
These activities include the following business areas: Property and Casualty Treaties, Specialty lines, Business
Solutions (facultative), Joint-ventures and Partnerships. This division hosts functional departments;  Life Reinsurance operating activities are managed by the division SCOR Global Life. This division hosts functional departments;  SCOR Global Investments SE (SGI), regulated by the “Autorité des marchés financiers” (AMF) and fully operational since 2009, is an asset management company owned 100% by SCOR. Since the 1st October 2013,
SGI manages the Atropos fund, active as at 31 August 2011, and previously managed by SCOR Alternative
York, Charlotte and Kansas City. Each subsidiary, branch, and representation office has a functional link to a given Hub.
Each Hub includes the following functions: a Legal and Compliance Officer, a Head of Information Systems, a Head of
Finance, a Head of Human Resources and a Risk Manager. Moreover several Group functions are carried out from different locations in order to fully benefit from the competencies disseminated across the world.
Following the organization of the Group in “Hubs”, the local support functions are gradually assumed by entities especially dedicated and set up in each Hub. This organization enables the execution of centers of expertise and serves to strengthen the coherence and control of our activities. Thus the head of Hub (Hub CEO) is responsible for defining the business continuity plan and implementing it in all locations within his Hub.
SCOR SE. The COMEX defines the procedures for implementing the strategy decided by the Company’s
In addition to the CEO, the COMEX is currently made up of: - The Chief Financial Officer (CFO), representing the Finance Division - The Chief Risk Officer (CRO), representing the Risk Management Division - The Chief Operating Officer (COO), representing the Operations Division - The SCOR Global P&C Chief Executive Officer (CEO) and his deputy, representing the management of SCOR Global P&C (SGP&C)
- The SCOR Global Life Chief Executive Officer (CEO) and his deputy, representing the management of SCOR Global Life (SGL)
- The SCOR Global Investments Chief Executive Officer (CEO), representing the management of SCOR Global Investments (SGI)
Economist. Other assurance functions such as the risk management and control functions of the divisions, the
Group departments and functional or transversal departments of SCOR Global P&C, SCOR Global Life and
SCOR Global Investments invested with a control responsibility have the task of defining and controlling the implementation of rules pertaining to the areas of their responsibility and applicable to all of the Group’s entities.
Global Investments and the Hubs’ support departments must apply the rules defined above. They carry out all of the first-level controls related to business management and ensure compliance with regulatory, accounting and fiscal laws, at both local and Group levels;  the Head of Group Internal Audit Department reports directly to the Chairman and Chief Executive Officer of
SCOR SE and functionally to the Audit Committee of the Board of Directors of the Company. This standing gives it the necessary independence, and allow it the largest possible room for investigation, while at the same time ensuring the effective and timely implementation of its recommendations. The Group Internal Audit eventually checks independently the effectiveness and relevance of the internal control procedures for all the
“International Standards for the Professional Practice of Internal Auditing” set out by the Institute of Internal
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.
SCOR operates an “Internal Control System Competence Center” (ICS-CC) which reports to the Group Risk
Management Department. Core objective of this competence center is to bundle the ICS knowledge in order to foster a consistent group wide ICS approach and application of ICS standards. The ICS-CC consists of experts, who are dedicated to the coordination of the internal control activities formalization within the Group and its divisions and support the relevant business process owners if necessary.
Board Risk Committee of the Company. The policy sets out the reference framework and details the Group principles, the responsibilities of the different participants in internal control and the quality requirements. The principal characteristics of the internal control cycle are as follows:  a risk-based approach, i.e. addressing risks which, if not controlled, could exceed the risk tolerance limits defined by the Group (critical risks). The optimal risk response is obtained through appropriately designed key controls at company level, process level and IT level;  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
Group business standards and practices are governed by Group Policies established in a common format, by the operational divisions (SGP&C, SGL, SGI) and central functions (Finance, Risk Management, Operations). The latter are approved by the Group COMEX and are submitted annually to the Audit Committee and to the Board of Directors of the
The Group standards and references cover a wide range of activities, including the risk management and compliance areas for which the framework has been further strengthened in 2013. The main amendments can be summarized as follows:  A Group Compliance Policy was issued summarizing SCOR’s compliance approach which includes preventive, detective and responsive measures. The Policy consolidates the overarching principles, requirements, tools and processes stated in the Group Compliance Policies and Guidelines and also contribute to SCOR’s efforts towards a more formalized/ documented approach which regulators and others increasingly require. The Policy shall also contributes to the efficient coordination of compliance activities between Group and Hub/locations as it documents current practices on interactions and reporting of Group/Hub and local compliance functions.
Risk Committee of the Company in order to enable them to benefit from an overall overview of the development of these
initiatives. On 4 September 2013, SCOR presented publicly its new strategic 3-years plan “Optimal Dynamics”. It gives two main objectives and initiatives in continuity with the previous plans. The two main objectives are : a profitability of 1000 bases points above 3-months risk free over the cycle, and a solvency ratio of between 185% and 220% in percentage of required capital calculated by SCOR’s Group Internal Model.
The strategic plans set the Group risk appetite framework, from which the Group’s strategy stems.
which describes and assesses the major risks the Group is exposed to. This report assembles various risk assessments from different identification and assessment processes for all risk categories.
 An Emerging Risks process: emerging risks are subject to a specific process of identification and analysis. A
 activities related to reinsurance;  asset management;  accounting management;  central functions.
For SCOR Global P&C:  Most of the business underwritten is renewed on agreed dates. This situation enables SCOR to establish annual underwriting plans, both qualitative (description of the environment) and quantitative (activity budget).
Specialty Lines, Business Solutions (Facultative), joint ventures and partnerships) and region (EMEA (Europe,
 Underwriting and pricing guidelines, defined by SCOR Global P&C, specify the underwriting capacities delegated to each underwriter in 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 the Underwriting Management and Retrocession Department; and if need be by the Group Legal Department, (2) and for cases which may have a significant impact on the balance sheet (thresholds and/or conditions defined in a procedure or specific guidelines) by the Group Risk
 Concerning claims management, the definition of a global claims and commutations management policy for all
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.
 SCOR Global P&C Underwriting Management and Retrocession Department establishes and implements the external retrocession plan for P&C 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.
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 Actuarial Department of the division and of the Group is articulated around three axes: - a quarterly review of reserves projections performed by SCOR Global P&C reserving actuaries 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 Actuary of the division and of the Group annual report; - an external triennial review of SCOR Global P&C division reserves adequacy, in addition to several external reviews already required by local regulators (Canada, Australia, Hong Kong, South Africa,
 A quarterly review of technical results is performed by region (i.e. France, Germany, UK/Ireland, Rest of
 Underwriting and pricing guidelines, defined by SCOR Global Life, specify the underwriting capacities delegated to each entity, as well as the underwriting rules and principles to be complied with. Updates and revisions follow formalized approval processes.
Legal Department, (2) for cases which may have a significant impact on the balance sheet (thresholds and/or conditions defined in a procedure or specific guidelines) by the Group Risk Management Department.
SCOR Global Life in order to define the need for retrocession coverage. The retention and retrocession structure is revised every year and subject to SGL COMEX and Group Chief Risk Officer approval.
 The Group Chief Actuary gives his opinion on the reserves adequacy with regards to products or portfolios whose estimation is particularly difficult to assess. The scope under the review of the Group Actuarial
 SCOR Global Investments SE (SGI) was specially created to manage all of SCOR’s financial assets. SGI
manages the assets directly through mandates provided to SGI by the Group and to the Group’s subsidiaries.
Assets are locally managed by external asset managers when the local regulation imposes it. Since the 15
 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 program which covers all activities relating to financial asset management.
 The Group has harmonized the principles governing the management of its assets: the Statement of Group
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.
 The investment portfolios managed by external service providers are reviewed during quarterly investment committees, attended by the external fund managers, the Senior Managers of the subsidiary in question and representatives of SCOR Global Investments.
The Group’s central functions, different from the finance and communication functions dealt with in parts (D) and (F)
 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 special unit of the Group Information System
 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 Prudential Affairs Department guides the group in its regulatory environment. It ensures the group actively positions itself vis-à-vis the different jurisdictions and requirements to which it is exposed or could be exposed.
It also coordinates the preparation relating to new regulations, especially for the Solvency II project.
 The Group Project Office monitors the project portfolio and defines standard project methodology. On COMEX
 Financial communication: The establishment and centralization of all financial information - particularly press releases, intended for the market, investors, financial analysts, and the press - are the responsibility of the Corporate Communications Department and the
Group Corporate Finance and Financial Communications Department, which respects a formalized process. Financial information intended for rating agencies is the responsibility of the Group Corporate Finance and Financial
Communications Department. All of this information is ultimately controlled by General Management.
 Internal communication: SCOR strives to make all documents deemed important available to all SCOR employees on SCOR’s intranet.
Through its Internal Control Competence Center, the Group Risk Management Department monitors the documentation and formalization status of the processes deemed critical, according to Group standards. Besides the activities depicted in section A of this report, the Group Risk Management Department monitors the main risks to which the Group is exposed. A quarterly dashboard with key risk indicators is reported to the Group Risk Committee and the Board Risk
The Group Internal Audit produces a yearly audit plan in a risk-based manner, taking the organization’s risk management framework and including risk appetite levels set by management for the different activities, or parts of the organization, into account. The input of Senior Management and the Board is considered in this process. Once reviewed and approved by the Audit Committee, it is communicated to COMEX members and put on the SCOR portal.
Furthermore, the Finance Department manages the “management representation letters” process, detailed in part (F) on financial reporting, which also incorporates certain points relative to internal control of accounting and financial reporting.
The processes described below concerning reinsurance accounting and calculation of technical reserves, which are predominantly within the single technical information system (OMEGA), are applied by Group entities. A high level of control already exists in Omega. Its reengineering as a strategic project in July 2010 by the Board of the Group and by the Executive Committee will even reinforce this strong internal control.
Concerning reinsurance accounting, numerous regular controls are conducted directly (automatic and systematic, or for consistency or by testing) by the Technical accounting teams located in the subsidiaries using both Group tools and
and on the adequacy of the majority of reserves of SCOR Global Life.
The implementation of a new information system enabling the booking valuation and monitoring of all assets owned by
operational in this new environment : London, Zurich, Singapore, Cologne and Paris. "One ledger" will be implemented in the remaining entities during 2014.
Control of the quarterly consolidation procedure under IFRS is provided in particular through:  use of a market recognized consolidation software package ("SAP BFC”) common to all Group entities, which ensures the whole consolidation process through automated and formalized controls;  the formalization of the reconciliations between the systems or auxiliary accounting methods with the general and consolidation accounting systems;  at least three levels of control of the consistency and completeness of the consolidation package, one by the entity in question, another by the finance departments of SCOR Global P&C and SCOR Global Life and the third by the Group Finance Department;  systematic analyses of the results, shareholders’ equity, taxation and cash flow;  internal monitoring of changes in legislation and accounting standards, together with the Group’s external consultants and auditors;  daily monitoring of the closing process of each of the Group entities;  an audit performed by external auditors as at 31 December and a limited review as at 30 June.
(code de commerce), on the report prepared by the Chairman of the Board of Directors of SCOR SE
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 2013.
We confirm that the report prepared by the Chairman of the Board of Directors also contains the other information required by article L. 225-37 of the French Commercial Code (code de commerce).
Decennial insurance provides insurance coverage to building owners and construction companies against losses caused by structural defects in new buildings resulting from inherent defects in design, construction or the materials employed.
Defined under IAS 12 as amounts of income tax recoverable in future accounting periods due to temporary difference or
A financial instrument or other contract with the three following characteristics: a) value changes in response to a change in the underlying (e.g. interest rate, price, foreign exchange rate); b) requires no or minimal net investment, and c) is settled at a future date.
Enterprise Risk Management is a process, effected by an entity's Board of Directors, management and other personnel, applied in strategy setting and across the enterprise, designed to identify potential events that may affect the entity, and manage risks to be within its risk appetite, to provide reasonable assurance regarding the achievement of entity objectives.
Reinsurance on an item-by-item or risk-by risk basis. Facultative reinsurance is usually written for very large-line risks. It may be either proportional or non-proportional.
Insurance covering damage occasioned during carriage (by sea, river, land, or air) to the means of transport (“hull”), excluding motor-driven land vehicles, and to the goods carried (“cargo”), and third party liability incurred by the carrier.
In September 2013, the Group presented its new three-year plan “Optimal Dynamics” covering the period 2013-2016.
Reinsurer’s share of claims carried by the insurer in proportion to its share of premiums received. Proportional reinsurance is generally written as a quota share of business or as surplus reinsurance.
SCOR Global P&C refers to the operating divisiont and all business transacted by entities in this division . SCOR Global
In September 2010, the Group presented its new three-year plan “Strong Momentum” covering the period 2010-2013. In September 2011, SCOR released the updated version “Strong Momentum V1.1” of this plan.
Amounts that an insurer or reinsurer must place in reserves in order to pay out on claims insured, and on liabilities arising from policies written.
A regulation in the US, commonly referred to as Regulation XXX (or Triple X) which requires a relatively high level of regulatory, or statutory, reserves that US 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.
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 2013, as approved by the Board of Directors on 4 March 2014 (the “Report”), are included and presented in the Registration
Document 2013 which will be submitted as such to the Shareholders’ Meeting convened to approve the financial statements of the financial year ended on 31 December 2013.
Statements and information relating:  to the resolutions submitted to the Shareholders’ Meeting, pursuant to the provisions of Articles R.225-83, 4° of the French Commercial Code;  to the 2013 stock-option plans and stock purchase plans; and
 to the 2013 free shares allocation plans, are presented in separate reports of the Board of Directors.
The total of financial assets of SCOR SE is EUR 5,545,036,308.
The shareholders' equity of SCOR SE is amounting to EUR 2,651,095,112 and other equities are amounting to
For additional information on the operating and financial situation of SCOR SE and its subsidiaries, as well as on their activities’ development in 2013, please refer to Section 9, Section 20 and Appendix A of the Registration Document.
Pursuant to the provisions of Article R.225-102 of the French Commercial Code, the following table presents a summary of SCOR SE operating results during each of the last five financial years: I. - Financial position at the end of the year: c) Number of convertible bonds to shares - - - - 10,765,428
II. - Global Profit and loss of effectives transactions (EUR millions): b) Net Profit before taxes, depreciations and reserves 240 188 56 184 (258)
b) Net Profit after taxes, depreciations and reserves 1.18 1.08 1.22 1.10 1.08
(1) Subject to adjustment according to the 6 May 2014 shareholders' meeting’s decision as per the allocation of 2013 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: 31/12/2012 31/12/2011 31/12/2010
(1) Number of shares of the Company, with a nominal par value of EUR 7.8769723, existing at the moment of distribution of the related dividend, including treasury shares (actions auto-détenues). (2) For natural persons only: the dividend paid in 2011, 2012 and 2013 for the fiscal years 2010, 2011 and 2012 gave entitlement to a 40% deduction (except if the beneficiary has opted for fixed-rate taxation on dividends (prélèvement libératoire forfaitaire).
(1) The headcount is calculated on the basis of employees registered as at 31 December. 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. As temporary workers and external service providers are managed according specific rules in each site, this data is not mentioned in the headcounts this year. For detail of countries per hub, please refer to section 17.1.
(2) SCOR Global Life SE holds 100% of the capital of ReMark. Due to its specific activity, ReMark’s human resources are managed independently of the Group in terms of human resources.
“Grenelle II” Indicator: Distribution of employees by gender 3.2.3 Distribution by status
(1) Definition of the Partner: see “Note 3.2.8 – Total Compensation: Elements relating to the remuneration policy." The Corporate Officer is included in this population.
(1) For 2011, 2012 and 2013, the former Transamerica Re employees are included in the SCOR Global Life division. For 2013, Réhalto (24 employees as at 31
(2) The “Group Functions and Support” division includes the Group’s Finance, Risk and Operations departments as well as the depar tments directly managed by the Chairman and Chief Executive Officer.
SCOR had 78 trainees as at 31 December 2013 (46 in France, 10 in Switzerland, 10 in Germany, 1 in the US, 2 in Canada, 5 in the United Kingdom, 3 in Ireland, 1 in Russia). The trainees’ working contracts differ according to country and training objectives. All trainee programmes aim to introduce the students to the world of work, wether through internships during studies or vocational training courses for learning about specific professions.
2013 2012 Male Female Total Male Female Total Permanents contracts 173 139 312 151 115 266
(1) The group had no particular difficulty in hiring this year
Methodology: employees on fixed-term Contract are considered as definitively leaving SCOR when their contracts expire.
Therefore, the 5 employees who signed a permanent contract in 2013 at the end of their fixed-term contract are not included in this scope.
All employees have access to a full description of the Group’s remuneration policy on the Company intranet. This policy is consistent across all the Hubs and applies to the entire Group. In accordance with the Group’s values , one of the policy’s objectives (beyond retaining employees and rewarding performance) is to discourage excessive risk-taking.
The components include base cash salary, annual cash bonus, shares and options where applicable, pension schemes and any other benefits.
SCOR reviews the base salaries on a yearly basis to reward individual performance as well as when new responsibilities are assumed by the job-holder. An automatic adjustment to inflation is not applied as a general rule and is only granted in the few countries where it is legally required.
Group, applies to approx. 25% of the total number of employees. It is a specific and selective programme in terms of information sharing, career development and compensation schemes.
Executive Global Partners (EGP). With the exception of the EGP level, these levels are then divided into two levels, allowing seniority or special achievement promotions.
Moreover a new compensation scheme has been implemented for the benefit of selected managers and executives of the Group with the goal of retaining key employees while extending the scope of performance measurement during 6 years.
This new compensation scheme, the Long-Term Incentive Plan (LTIP), thus reflects the Group’s desire to implement compensation schemes in accordance with best market practices, thereby enabling us to more deeply involve our key employees in the long-term development of the Group.
(“cadres” and “non-cadres”) that work on a points accrued basis, with different brackets depending on the employee’s status and date of birth.
Compulsory complementary health insurance for all companies in the insurance sector
Germany The pension amount is based on three elements: the sum of points earned based on income, the multiplier, the present value of
benefits pension schemes are still in force: for three of them, the payment of the pension benefits is calculated on the basis of duration of affiliation to the pension scheme. For the three others, the pension schemes serve the purpose of supplying benefits to the employees on their retirement, or in the event of disability or death.
The mandatory retirement plan is managed by the state ("Basic State
Seven defined benefits pension schemes (amount of annual benefit is paid at normal retirement date in monthly instalments for life, percentage of average monthly remuneration multiplied by a fraction, not exceeding 1 and based on seniority upon retirement).
CPF contribution rate for employer and employee is 16% and 20%
France, 205 days for the employees with “non-cadres” status in France, 218 days in Spain, 221 days in Italy, 218 days in Belgium, 201 days in Luxembourg, 221 days in the Netherlands, 247 days in Russia, 224 days in South Africa, 226 days in Ireland, 228 days in the UK, 246 days in
(P&C), 242 days in Canada (Life), 251 days in Mexico, 244 days in Colombia, 249 days in Chili, 231 days in Australia, 230 in China, 224 days in Hong Kong, 214 days in India, 223 days in
As the concept of overtime does not exist in all countries and the calculation of overtime is very different from one country to another according to local law, it is not possible to present this data on a comparable basis this year.
Australia, 389 days in China, 64 days in Hong Kong, 2 days in India, 2 days in Malaysia, 368 days in South Korea, 848 days in Singapore, 162 days in Japan, 3 days in Taiwan.
“Grenelle 2” Indicator 3 European Committee meetings were held in 2013 (in Paris) on February 19th, 2013, on May 17th, 2013 and on September 26th, 2013.
Organization of employee/management dialogue 8 collective agreements were signed within the Group in 2013 (5 agreements were signed in
No collective agreement related to health and safety in the workplace was signed in 2013.
 Benefits for children such as back-to-school vouchers, the “early childhood” bonus, summer camps and recreation centers.
 Financial support for holidays (preferential rates for winter/summer holidays and excursions, discount vouchers for holiday-related spending, etc.).
3 occupational accidents(2) on the working place without sick leave were recorded as at 31 December 2013 (2 in France, 1 in Brazil)(3).
In 2013, a number of measures for health protection/prevention were implemented: - In Germany, measures included sponsored runs, health checks for certain top managers, a “health day” for all the employees, an integration management programme aiming to provide the right conditions to help certain employees return to work after long-term sick leave, first aid training, a variety of medical services in cooperation with the company doctor (e.g.: eye examinations, a give up smoking
- In France, measures include identification of the economical, technical, personal and organizational causes related to the psychosocial risks (PR), the implementation of PR indicators (professional/personal life in the ADI, turnover, analysis of the exit interviews with the resignated employees), implementation of an active team analyzing PR. Moreover, dedicated support is proposed especially in terms of training and information: training is offered to new managers regarding their new human and social responsibilities, the human impact of internal teams reorganizations, support is provided for stress management provided by the sports association (a sports room is located in the Kléber site) and relaxation therapy, mediation conducted by the occupational health department, support is provided to employees experiencing difficulties at work: counselling service (Réhalto).
- In the United Kingdom, Health and Safety briefing and Display Screen Equipment assessments are conducted for all new joiners
(1) Due to the multiplicity of local laws on this subject, the information relating to occupational diseases is not available in 2013 for technical reasons.
(2) Number of occurrences in the course of work which leads to physical or mental harm and absence.
The strategic objectives of this policy are:  To have one consistent SCOR-wide Training approach to ensure career development for all employees;  To maintain and develop employees’ technical and transverse skills, thus contributing to the Group’s performance;  To apply a stringent process for analyzing, controlling and monitoring SCOR’s strategic needs;  To make the training policy a powerful means of developing and retaining staff while adhering to local legal requirements.
Building on this, in 2013 the training policy form part of the "SCOR University" concept, which extend training to the international level and harness the synergies of existing training schemes.
196,342, 670 training participants) were offered in the Köln hub, 5,525 training hours (CHF
(**) For technical reason, this amount excludes taxes. (***) For the SGL division, these figures are disclosed for the US and Chile. Only two training named “On boarding of New Employees” and “New Manager training sessions” which also covers Canada and Latin America are included. (****) Calculated on the basis of employees as at 31 December 2013. This figure does not include Canada (Life) and Latin America (Life division: Mexico, Brazil), hence it covers about 98% of the total headcounts.
 On the occasion of the International Women's Day 2013, SCOR received Accenture in the workshop "Accents sur Elles". The objective was to discuss the respective commitments designed to support the advancement of women.
Paris site: 1 / Develop and maintain diversity in employment and recruitment; 2 / Promote and ensure equal treatment in terms of pay and training between women and men working in equivalent fields, similar functions and having the same skills, experience, responsibilities, performance and education; 3 / Ensure that absences related to maternity do not affect career development and salary; 4 / Promote compatibility between work and family life.
 Non-discriminatory measures for older employees are applied in the hubs, especially in
Paris where an agreement was signed in 2009 (on the non-discrimination and equal treatment, recruitment and job retention, anticipation of changes during a career, skills management for seniors).
Management Committee; part-time or flexible working arrangements are discussed to alleviate the difficulties faced by certain employees face; paternity leave and child/parent care leave are promoted, teleworking is under consideration
(implementation of a pilot), personal coaching and support and assistance for older employee are also in place, along with an adaptable pension scheme according to the employee’s personal circumstances.
 In Austria: adherence to measures specified in the collective agreement of the Austrian
The Group has 19 employees with disabilities: 1 in Germany, 3 in Switzerland, 6 in France, 2 in
In Germany, the whole building has also been adapted to the mobility of disabled people Measures to assist
- Specific monitoring of disabled employees via the Department of Health to work in coordination with the HR Hub Paris (including adapting the organization of work and / or working conditions).
Methodological note: - The report covers a 12-month period from 1st January to 31st December of the year under review.
- 2013 Group staff turnover: number of departures in 2013 (excluding dismissals, deceases and trainees)/headcount as - The average fixed remuneration is calculated on the basis of the annual remuneration of reference paid to employees, prorated to actual hours worked. The average bonus includes profit sharing scheme for France. It takes into account bonuses equal to 0 for unsatisfactory performance.
- A disabled employee is an employee officially affected by a disability recognized by the administration. The disability may be physical or mental or a combination of these. A disability may be present from birth, or occur during a person's lifetime.
- Daily checks are performed by the local HR managers and the Group HR department to ensure the reliability of the information in the Group data base. A complementary detailed check of the data is assured annually (in December) by the Group HR department and the local HR managers.
SCOR’s environmental policy is guided by the international initiative to which it has subscribed. Signatory of the United-
The Group’s environmental policy is decentralized at “hub” level (in Europe, Cologne, London, Paris and Zurich, in
BREEAM (”BRE Environmental Assessment Method”). In Cologne, SCOR’s local teams are hosted since
March 2012 in a building that has been awarded an European environmental label. In Paris, the headquarters, certified “Haute Qualité Environnementale” (HQE) for the design and the construction phase, hosts now most of the Parisian teams. In 2013, the Group has acquired two floors of a building in Singapore that will be certified Green Mark Platinum, an award provided by the Building Construction Authority of Singapore. The building will be delivered in 2016.
Cologne and Paris have decided to implement respectively the following standards: EMAS (“Eco-Management and Audit Scheme”) and HQE operation. Premises in Paris have been certified HQE operation (HQE
exploitation) at the end of year while the audit of certification is still underway in Cologne at the time of writing this report.
This report is established in accordance with regulatory requirements as set out by the article 225 of the law on the national commitment in favor of the environment and takes into account the AMF recommendation n°2013-18 published on the 5 November 2013 and available on the AMF website.
This environmental report covers the parent company (“SCOR SE”) and the main locations of its main subsidiaries in
whose acquisition has been finalized in October 2013, and the Lloyds syndicate (Channel syndicate). In terms of headcounts, these entities account for 12% (296 employees) of the legal entities fully consolidated in the financial statements. These companies were not included in the environmental report released in 2012 too but will be included in the report covering the 2014 data (excluding Remark and its subsidiaries).
Activity data have been collected between the 17 December 2013 and the 29 January 2014 on a target perimeter embracing all the Group’s locations where more than 30 employees were in activity at the end of the year (i.e.
31/12/2013) for the full reporting. The report now covers the site of Milan that was not included during the data collection conducted in 2012. In terms of headcounts, this target perimeter accounts for 78% of the legal entities fully consolidated in the financial statements.
Consolidated data covers a 12 month period, generally from 1 January 2013 to 31 December 2013.
Due to the unavailability of data for the full year on some of the locations included in to the environmental report, extrapolation have been done via on an estimate of the consumption missing data. Moreover, in some locations, only consumption billed directly to Group entities has been taken into account in general. At present consumption included in rental charges couldn’t be isolated, nor estimated in a number of cases. As a consequence, from one site to another, the information collected in each hub may entail different parameters, in particular with regards to the consolidation or not of the energy consumption derived from the use of services located in private areas of the building. Last but not least, two of the locations surveyed include other tenants’ energy and water consumption and to a lesser extent waste production.
“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 (company cars and corporate jet).
With regards to the source of emissions (to be distinguished from the volume of emissions) within each “Scope”, the rate of coverage is estimated to around 100% for the “Scope 1” (refrigerant liquid volumes are not estimated) and to 100% for the “Scope 2”. The rate of coverage for the “Scope 3” is limited to approximately 10% since the Group has adopted a pragmatic approach with a clear focus on business transportation which have an important environmental footprint.
Description and 2013 Data Scope 1- Company organization to manage, assess environmental issues and certification initiatives
Aside from these corporate communication methods, employees are kept informed about environmental protection through environmental certification procedures undertaken in various sites operated by SCOR, for example leaflets and posters promoting the reasonable use of resources and raising the awareness of the
Quantitative information is not itemized in our budget and control monitoring system. However, besides compliance with local standards and regulation as well as the roll-out of a travel policy calling for a moderate use of transportation, SCOR dedicates proportionate means and resources to the prevention of environmental risk and pollution. As described in the chapter with regard to “SCOR’s environmental policy : general organization and main areas”, Group’s affiliate deploy environmental management systems on most of the premises where it is the sole or the main manager.
Description and 2013 Data Scope 5- Description of the measures taken to prevent any air, water and ground pollution
Not material due to the nature of the activity (i.e. financial services).
“Green House Gas emissions” (see item 12) of this table. Due to the nature of its activity, other discharges in air, water or ground are not significant and are covered by an environmental management system in the premises the Group’s affiliate are the main manager
Most of the locations surveyed in 2013 reported on "paper waste"
and to a lesser extent on other waste (IT & electronic, bulbs, toner, batteries, other).
In 2013, sorted and recycled "paper waste" amounted to 128 tons.
Nb: for several entities the production of sorted and recycled “paper waste” has been estimated on the basis of the purchases. These estimation accounts for 5% of the volume reported above.
Nb: as water consumption may be included in rental charge, it is not possible to identify the true consumption for some of the locations included in the scope of reporting. In these situation, the consumption is estimated by application of a standard ratio set out in the environmental reporting protocol (50 litters per employee and contractor on the basis of 220 business days). The share of water consumption estimated accounts for 12.6% of the quantity reported above.
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 centralized 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 organization and main areas” on the “GREEN IT”
Group 10- Energy consumption and The Group consumed 15.7 GWh in 2013 (or 228 kWh/m2 against Group
measures taken to improve energy efficiency 236 kWh/m2 in 2012) to operate the premises occupied by its staff
Another major source of energy consumption is driven by business trips, in particular air travel due to the global nature of SCOR’s activities. In 2013, around 34 million of kilometres (or around 15,652 kilometres per employee) were travelled either by plane
(95%) or by train (5%). Due to the proportion of air travel in its
Greenhouse Gas Emission footprint, SCOR has extended the monitoring of air travel to cover all of its locations since 2012 (i.e.
Protocol, the Group’s emissions fall to 12,968 tons of CO2 equivalent of which air transportation accounts for 68% in this case.
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
Insurance” whose purpose is to contribute to the brainstorming on sustainability through an increase of the resilience of societies to climatic risk and extreme events.
Not material due to the nature of the activity (i.e. financial services); the direct impacts of which on biodiversity is insignificant. N/A
5 INFORMATION RELATED TO SOCIETAL COMMITMENTS IN SUPPORT OF SUSTAINABLE DEVELOPMENT
The information below, which relates to the Group’s societal commitments in favor of sustainable development, are presented in accordance with the regulatory provisions set out in Article 225 of the law on France’s national commitment to the environment. The sections are presented in the same order as Decree n° 2012-557 of 24 April 2012 relating to the transparency obligations of companies in social and environmental terms. Unless otherwise specified, this information covers the Group and its direct impacts.
France and abroad, the direct impacts of which are diluted in terms of the regional job pool and regional development.
Aside from its employees, for whom the conditions for dialogue are set out in Note 3.3.2 - Social relations of this document, SCOR maintains relationships with a diverse range of stakeholders directly concerned by the SCOR group’s activities. These stakeholders notably include:  shareholders and investors;  clients and reinsurance brokers;  financial and non-financial rating agencies;  national supervisory authorities for the insurance and reinsurance industries in countries in which the Group has subsidiaries (e.g. Autorité de Contrôle Prudentiel et de Résolution - France, Financial Services Authority –
Fédérale de Surveillance des Marchés Financiers – Switzerland);  professional associations representing the interests of the insurance and reinsurance industry (e.g. Fédération
Council of Life Insurers, Reinsurance Association of America, South African Insurance Association, Canadian
Actuaires in France, Istituto Italiano degli Attuari - Università Cattolica de Milan in Italy, Heriot Watt and CASS
Universities in the UK), SCOR is making a particular effort to establish relationships with educational establishments.
SCOR has a long tradition of supporting research and teaching. The Group has for many years been developing relationships with different kinds of institutions (foundations, associations, schools and universities, research centers) in various forms (corporate sponsorship, scientific partnerships) in a number fields linked to risk, both in France and abroad.
Germany), AIDS (partnership with the Pierre & Marie Curie University at the Pitié-Salpêtrière hospital), the Group and its
UK and Switzerland) in Asia (Singapore), and financial and economic science (Nanyang Technological
University, the Jean-Jacques Laffont Foundation, Paris School of Economics). Additional information on some of these sponsorship and partnership programmes is available in Section 11 (“Research & development, patents and licenses”)
The SCOR Global Risk Center set up at the end of 2010 bears witness to this desire to develop scientific expertise and to support research in a number of disciplines, and to make SCOR’s risk knowledge and publications available to as wide a public as possible. This center, which is dedicated to disciplines concerned by risk (mathematics, actuarial, physics, chemistry, geophysics, climatology, sociology, law, economics, finance, etc.) centralizes on the one hand the publications issued or supported by SCOR through the aforementioned sponsorships and partnerships, and on the other all the resources that SCOR wishes to reference in these fields. The center uses contributions that may originate from any field, without restriction.
The creation of the SCOR Corporate Foundation for Science marked a new phase in SCOR’s commitment to scientific disciplines, and beyond this to its contribution to society as a whole. Registered in the Official Journal of Associations and Foundations in July 2012, the Foundation is supported by a Board of Directors chaired by André Levy-Lang. The
Foundation is also supported by a very high-level interdisciplinary and international scientific board, which helps it to define its strategic priorities and to select projects to support.
The Foundation will benefit from annual financial support from SCOR in order to support new projects, and will gradually take responsibility for some of the Group’s existing scientific research operations.
Aside from the involvement described above in the development and diffusion of scientific knowledge, SCOR runs a number of sponsorship programmes throughout the world, which involve its offices and its teams in the life of the local population. Steered locally in order to be as close as possible to the needs of the communities in question, the Group’s offices strive to develop and roll out their own programme of commitment to society, taking account of the specific cultural and/or regulatory features of the countries from which they conduct their activities.
By way of illustration, the SCOR Global Life America teams in North Carolina (Charlotte, United States), with the support of the executive management, are encouraged to volunteer and support a number of of charity operations, including the
Moreover, SCOR employees, notably in the United States and Great Britain, are also very active in terms of fundraising for various different causes. These funds, collected on the initiative of employees, may also be topped up by an equivalent contribution by the company.
At the crossroads between research and the support for the arts and culture, SCOR is partnering with Louvre museum in a research programme, which will last for four years on the topic of catastrophe and how it is represented. Each year, the research programme will be based around a specific theme, followed by seminars to report on the main results of the research conducted. A major exhibition, accompanied by a series of events and a publication, will bring the programme to a close in 2016.
Group’s legal department, which must be used by the Group’s various different components, thus contains a specific section on the Code of Conduct. This framework agreement also contains an appendix, the sustainable development charter, which begins with a reminder of SCOR’s adherence to the principles of the United Nations Global Compact, and sets out the Group’s expectations with regard to its suppliers and subcontractors in the fields of labor relations, health and safety conditions, the environment, ethics and the way in which they must integrate these expectations into the design of their products and services.
SCOR's Code of Conduct forbids all forms of bribery to public officials, clients, business partners and others in the private sector and to government and other officials.
Compliance Officer is to be contacted in case such red flags are identified and also outlines the roles and responsibilities of SCOR's control functions to combat bribery.
SCOR maintains other relevant group policies and guidelines supporting the group anti-bribery policy amongst others group guidelines on anti-fraud, group fraud incident management process, group policy on conflict of interest, antimoney laundering & combating terrorism financing guidelines, group guidelines on reporting concerns and further operational policies and guidelines such as group delegation of authority policy, group fees policy and group travel policy.
In the course of 2013 a Group Compliance Policy was issued summarizing SCOR’s compliance approach which includes preventive, detective and responsive measures. The Policy consolidates the overarching principles, requirements, tools and processes stated in the Group Compliance Policies and Guidelines and also contributes to
Company Secretary Department dedicated amongst others to new anti-bribery laws and important trends in this area.
In light of technological developments, the protection of personal data is a crucial component of the respect of basic rights, as illustrated in Article 8 of the Charter of the Fundamental Rights of the European Union.
and SCOR Global Investments SE), have designated this DPO as an expert correspondent, both for the management team of SCOR in terms of its contact with the French Data Protection Authority (Commission nationale de l’informatique et des libertés or CNIL) and for those responsible for implementing data processing within the Group. The DPO
independently monitors compliance with the law and is responsible:  for updating a list of processed data and the accessibility of this list;  for spreading a culture of data protection;  for providing information to, advising and making recommendations to those responsible for data processing;  for sounding any alarms as necessary;  for mediation and coordination in terms of informing people of their rights regarding access, rectification and opposition.
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 2013:  Analysis of the Group business development, results and financial
STATEMENTS DEALING WITH THE MANAGEMENT OF SCOR SE IN 2013:  Company’s securities - Amount of issued capital, capital increase and additional information Section 21.1.1 and Appendix A
 Board of Directors - List of the other functions and offices held by the Board Members in 2013 Section 14.1.1 - Delegation of competences / powers granted to the Board Section 21.1
 Recent development and prospects Section 12 and Appendix A -
REPORT OF THE CHAIRMAN OF THE BOARD OF DIRECTORS Appendix B
Statutory Auditors’ independent third-party report on consolidated social, environmental and societal information published in the management report of SCOR SE
This is a free translation into English of the original report issued in French and is provided solely for the convenience of
As independent third-party, members of statutory auditor's network of SCOR SE, whose accreditation application was accepted by COFRAC, we hereby present our report on the consolidated social, environmental and societal information provided in the management report prepared for the year ended 31 December 2013, (hereinafter referred to as “CSR
Information”), pursuant to Article L.225-102-1 of the French Commercial Code (Code de commerce).
“Reporting Criteria”) of the company and available on request from Human Resources Department and from the Group
Our work was carried out by a team of 5 people between October 2013 and March 2014 for a period of about 23 weeks. We requested the assistance of our CSR experts to conduct this verification work. We conducted the work described below in accordance with the professional standards applicable in France and the legal order dated 13 May 2013 determining the methodology according to which the independent third party body conducts its mission (1) and, on the reasoned opinion, in accordance with ISAE 3000 (2)
Concerning the CSR information that we considered to be most significant (1):  at Group level, we consulted source documents and conducted interviews to corroborate the qualitative information (organization, policies, actions), we implemented analytical procedures on the quantitative and verified, on the basis of sampling techniques, the calculations and consolidation of the information and we verified its consistency with the other information contained in the management report;  at the level of a representative sample of entities (2) that we selected based on their activity, their contribution to consolidated indicators, their location and a risk analysis, we conducted interviews to verify the proper application of procedures and conducted substantive tests, using sampling basis, to verify the calculations performed and reconciled data with supporting evidence.
(1) Headcount on the last day of the period by sex, hub, type of contract and status; Ins by type of contract; Outs; Average fixed remuneration at the end of the period; Average bonus; Value of shares allocated; Total Gross remuneration; Distribution of Group employees on working time; Number of meetings with staff representatives; Number of meetings of the CCSE; Number of collective agreements signed; Number of meetings with staff representatives to discuss QHSE conditions; Number of collective agreements signed regarding health and safety at work; Number of training hours; Number of trainees; Measures to promote equality between women and men; Number of disabled workers; Volume of sorted and recycled paper waste; Water consumption; Energy consumption; Greenhouse gas emissions; Actions to prevent corruption. (2) Sites of Paris, Zurich and Cologne.
Based on our work, we did not identify any material misstatements that cause us to believe that the CSR Information, taken as a whole, has not been fairly presented, in all material respects, in accordance with the Reporting Criteria.
Articles L.451-1-2 of the French Monetary and Financial Code and 222-3 of the General regulation of the Autorité des marches financiers.
European Company With a share capital of EUR 1,512,224,741.93 RCS Paris B 562 033 357
Mail address 5 avenue Kléber 75795 Paris Cedex 16 France www.scor.com