Auditors' report

We have audited the consolidated financial statements prepared by Talanx Aktiengesellschaft, Hannover, comprising the consolidated balance sheet, the consolidated statement of income, the consolidated statement of comprehensive income, the consolidated statement of changes in shareholders’ equity, the cash flow statement and the notes to the consolidated financial statements, together with the management report on the company and the Group for the financial year 1 January to 31 December 2013. The preparation of the consolidated financial statements and the Group management report in accordance with International Financial Reporting Standards – IFRS , as adopted by the EU, as well as the additional requirements of German commercial law pursuant to § 315a, para. 1 of the German Commercial Code (HGB) and the additional provisions of the articles of association are the responsibility of the company’s Board of Management. Our responsibility is to express an opinion on the consolidated financial statements and on the Group management report based on our audit.

We conducted our audit of the consolidated financial statements in accordance with § 317 HGB and generally accepted German standards for the audit of financial statements promulgated by the Institute of Public Auditors in Germany (IDW). Those standards require that we plan and perform the audit such that any misstatements materially affecting the presentation of the assets, financial position and net income in the consolidated financial statements in accordance with the applicable accounting rules and in the Group management report are detected with reasonable assurance. Knowledge of the business activities and the economic and legal environment of the Group and expectations as to possible misstatements are taken into account in the determination of audit procedures. The effectiveness of the accounting-related internal control system and the evidence supporting the disclosures in the consolidated financial statements and the Group management report are examined primarily on a test basis within the framework of the audit. The audit includes assessing the annual financial statements of those entities included in consolidation, the delineation of the scope of consolidation, the accounting and consolidation principles used, and the material estimates made by the Board of Management as well as evaluating the overall presentation of the consolidated financial statements and Group management report. We believe that our audit provides a reasonable basis for our opinion.

Our audit has not led to any reservations.

In our opinion, based on the findings of our audit, the consolidated financial statements comply with IFRS, as adopted by the EU, as well as the additional requirements of German commercial law pursuant to § 315a, Para. 1 HGB and the additional provisions of the articles of association and present a true and accurate view of the assets, financial position and net income of the Group in accordance with those requirements. The Group management report is consistent with the consolidated financial statements and as a whole presents a true and accurate view of the Group’s position and the opportunities and risks of future development.

Hannover, 14 March 2014

KPMG AG

Wirtschaftsprüfungsgesellschaft

Dr. Ellenbürger                  Husch
Wirtschaftsprüfer               Wirtschaftsprüfer
(German Public Auditor)    (German Public Auditor)