Significant additions and disposals of fully consolidated subsidiaries as well as other corporate changes
Acquisitions and establishments
At Hannover Rück SE in the reporting year, the structures of Hannover Re Euro RE Holdings GmbH, Hannover and Hannover Re Real Estate Holdings, Inc. Orlando, USA were expanded for the purposes of holding individual real estate (“property companies”) and satisfying company legal statutory requirements (“holding companies”). The sum of EUR 124 million was invested in this context to acquire the appropriate companies. No contingent liabilities, contingent considerations or separate transactions within the meaning of International Financial Reporting Standards – IFRS 3 were identified. In the third quarter of 2013 this included the acquisition by HR GLL Central Europe GmbH & KG of all the shares in HR GLL Europe Holding S. à. r. l. (company renamed following the acquisition). With effect from 30 September 2013, the company was consolidated for the first time in the subgroup financial statements of HR GLL Central Europe GmbH & Co. KG. HR GLL Central Europe Holding GmbH was founded in the first quarter of 2013 and was consolidated for the first time in the subgroup financial statements of GLL Central Europe GmbH & Co. KG with effect from 30 September 2013. All of the shares in the company are held by HR GLL Central Europe GmbH & KG. Both holding companies have started investing in property companies. This led to the establishment of property companies HR GLL Roosevelt Kft., HR GLL CDG Plaza S. r. l., HR GLL Liberty Corner Sp. z. o. o. and HR GLL Griffin House Sp. z. o. o. in the reporting year. Property company Akvamarine Beta s.r.o. was also eventually acquired. Via the subsidiary GLL HRE Core Properties, LP, 100% of the shares in the property companies Broadway 101 LLC, and River Terrace Parking LLC were acquired in the US subgroup Hannover Re Real Estate Holdings, Inc., in which a holding of 95.1% is maintained by Hannover Re Group.
In August 2013, Hannover Rück SE and another investor agreed to acquire a financial participation in a company designed for the indirect acquisition of Heidelberger Lebensversicherung AG, Heidelberg. The supervisory authority's approval regarding the acquisition of Heidelberger Leben from a seller belonging to Lloyds Banking Group, London, has been granted for Hannover Rück SE as the indirect acquirer but not yet for the other investor.
Sales and disposals
The merger of Metropolitana Compañia de Seguros S. A., Mexico City, Mexico, into HDI Seguros S. A. de C. V., León, Mexico, became legally effective retroactive to 1 January 2013 upon recording in the Public Registry of Commerce of León on 20 March 2013.
With effect from 1 January 2013, Hannover Rück SE perfected the contractually agreed retransfer of its voting share (management share) in Secquaero ILS Fund Ltd., Georgetown, Grand Cayman, to the non-Group investment manager, thereby ceding control over the company and its participating interests. For this reason, the company is no longer included in the consolidated financial statements as at that date and is instead carried as a participating interest that is recognised at net asset value under “Other invested assets”. As a result of the derecognition of assets and liabilities and the recognition of the participating interest at net asset value, income of EUR 1.2 million was recognised under “Other income/expenses”. In addition, currency translation gave rise to cumulative other comprehensive income in the amount of EUR 3.9 million, which was likewise recognised under “Other income/expenses”.
With effect from 31 July 2013, Talanx International Holding AG (TINT) contributed its shares (100%) in the life insurance company HDI-Gerling Zycie Towarzystwo Ubezpieczeń S. A. (HG-PLZ) to TUiR WARTA S. A., Warsaw, Poland (Retail International segment) by means of a capital increase through a contribution in kind. All new shares in TUiR WARTA S. A. were subscribed to by TINT, meaning that the Group’s holding in TUiR WARTA S. A. increased slightly to 75.74 (75.00)%. The Group recognised this change in the shareholding as an equity transaction. In so doing, the carrying amounts of the controlling and non-controlling interests were modified in such a way as to reflect the changes in the shareholding. As a result, the controlling interests’ share of equity increased by EUR 7 million at the expense of the non-controlling interests’ share of equity (cf. “Consolidated statement of changes in shareholders’ equity”). On 30 December 2013, TUnŻ WARTA S. A. (WARTA Life), wholly owned by TUiR WARTA S. A., was merged into HG-PLZ as planned; since the merger, the company has traded as Towarzystwo Ubezpieczeń na Życie “WARTA” S. A.
Other corporate changes
The conversion of Hannover Rück AG into the legal form of a European public limited-liability company (Societas Europaea, or SE) became effective upon its recording on 19 March 2013 in the commercial register maintained by the Hannover District Court. Accordingly, the company is now called Hannover Rück SE, with its registered office at Karl-Wiechert-Allee 50, 30625 Hannover, Germany.