Board of Directors as from Financial Year 2011

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1 Board of Directors as from Financial Year 2011 Steven Burns President Jan Leflot Luc Boghe Philip Dodridge Philip Olsen Jonathan Parry David Winkett JDL CorGo bvba (repr. by Jan De Landsheer) CEO -Managing Director Managing Director Directors Price Waterhouse Coopers Bedrijfsrevisoren c.v. (repr. by Yves Vanderplas, Partner) Auditor Executive Board Jan Leflot President of the Executive Board Luc Boghe Philippe De Longueville Erika Hanssens SECURA NV Havenlaan 6 BE 1080 BRUSSEL Kapitaal : 175,000,000 EUR Avenue du Port 6 BE 1080 BRUXELLES Capital : 175,000,000 EUR Tel : Board of Directors 1/12

2 Report of the Board of Directors to the General Meeting of Shareholders of 21 March 2011 At the end of 1945 a few Belgian insurance companies, such as ABB (Assurantie van de Belgische Boerenbond) and DVV (De Volksverzekering), decided to set up together their own captive reinsurer: Secura, start date 29 December This enabled the shareholders of that time to increase their risk retention and to strive for a bigger spread of the underwritten risks. In time, the shareholders' structure of Secura changed and ABB and DVV became the major shareholders. Since 1998, ABB has been part of the financial bank insurance holding KBC; DVV is part of the bank insurance holding DEXIA. Over the years Secura has developed into a professional reinsurer, focussed on European risks. Its reinsurance activities developed into a portfolio of 229 million EUR gross premium income. Almost 60% of the business underwritten consists of non-proportional covers, in Accident & Life Insurance, Property and Casualty business alike. In the aftermath of the financial crisis and in order to protect Secura's opportunities for growth, the shareholders of Secura decided, in close consultation with the management, to transfer the company shares to a professional reinsurer. After approval by the CBFA a definite agreement was signed with the QBE Group on 2 November, in which QBE International Holding (UK) acquired all shares of Secura. S&P affirmed our 'A' rating with stable outlook. The underwriting policy pursued by Secura will continue unchanged. Secura in 2010 Technical Reinsurance Risk In 2010 the net earned premiums amount to M EUR. The combined ratio amounts to 97.4 %. At the end of 2010 the technical reserves have increased to M EUR (from M EUR in 2009) or 418 % of the 2010 net earned premiums. The reserving policy was continued unchanged. The reserves were not discounted. In 2010 the net technical margin is +10.3% of the net earned premiums. The Property & Casualty portfolio underwritten in 2010, for 59% consists of non-proportional reinsurance treaties. Management expenses amount to 7.5% of the net earned premiums. The retrocession bought by Secura is limited to 12.1% of the gross earned premiums. The most significant loss event for Secura in 2010 was the storm Xynthia, estimated at 1.2M EUR. Investment & Credit Risk Secura's investment policy was adapted in November 2010 after the acquisition by the QBE Group. By mainly investing in bonds with a variable interest rate, the investment risk tied to a long-term fixed investment is now almost entirely avoided. Besides, the principle of currency matching is adequately respected. In the current market situation the assets have a shorter maturity than the liabilities. The minimal criteria with respect to the rating of the bonds continue to be S&P rating A. With the exception of its strategic participation in Aviabel, Secura no longer invests in shares. The changes in the investment policy have allowed us to realize capital gains on our investment portfolio in 2010 to the amount of 22.8 M EUR. Report of the Board of Directors 2/12

3 The credit risk concerning our retrocessionnaires is largely covered by cash deposits. For claims against retrocessions of the KBC group business, which used to pass through our books, the credit risk is still at the full expense of KBC. The total claims against retrocessionnaires involving a credit risk for Secura amount to 29.5 M EUR or 12.8 % of our assets. Financial Profits The net financial profits amount to 54.5 M EUR compared to 30 M EUR in The return on dividends is limited to 0.5 M EUR and refers to our participation in Aviabel. The bonds portfolio, futures and deposits placed with ceding companies generated 54.0 M EUR of financial profits, of which 22.8 M EUR from realized capital gains and losses. The total net financial profits thus amount to 27.3% of the net earned premiums. Profit before taxes amounts to 60.7 M EUR resulting in a profit after taxes of 42.7 M EUR as compared to 28.6 M EUR in 2009, i.e.18.5 % of our own funds. The unrealized capital gains on our investment portfolio amount to 10.4 M EUR as at 31/12/2010. Rating Following the acquisition by the QBE Group the S&P rating of Secura was temporarily placed under Credit Watch. Our S&P rating A with stable outlook was recently reaffirmed. The parental guarantee by KBC Insurance will remain in place for all risks written before 31 October As from 1 November 2010 QBE provides a parental guarantee for all business underwritten by Secura. Solvency The net assets of Secura amount to more than 5 times the solvency margin calculated according to the conditions stipulated by the control authorities. In the matter of economic capital Secura - as at 31/12/ met the criteria of S&P for an AA rating. Prospects 2011 and Subsequent Years Expectations are that the portfolio of Secura will see a small decrease in In some markets a limited recovery of the insurance conditions can be noted. For the majority of proportional treaties the reinsurance conditions are however unacceptable from the viewpoint of profitability on capital at risk. As a result, our portfolio has seen a sharp drop in proportional business, which now merely represents 38% of the total premium income. Towards the end of 2011 the long-term interest rate strongly increased. Our new investment policy will protect us against the risk tied to the interest development. Last year we already pointed out the dangers of the risk of inflation, both on the assets and liabilities side of the balance sheet. Our new investment policy will restrict the risk of inflation on the asset side of the balance sheet. The liabilities side, i.e. our obligations towards the insurers, especially as regards serious bodily injury claims, are highly susceptible to increased inflation. When pricing these products it is therefore of major importance to take into account the foreseeable effects on the cost of these claims resulting from the increased inflation. Secura has always reckoned with this possible evolution when fixing a price. Our reserving policy anticipates a margin for this risk as well. Our expertise in risk analysis and pricing of risks and our excellent solvency, combined with a very strong new shareholder, for whom reinsurance is core business, are the very best guarantee for our clients. Report of the Board of Directors 3/12

4 The Risks and Contingencies Confronting the Company (W.Venn. Art. 96, 1 ) Secura NV is mainly exposed to (re)insurance technical, financial and operational risks. Secura has set up a risk management to identify and measure the risks and to report on them. Reinsurance Technical Risks The major (re)insurance technical risks refer to : 1. the premium setting, 2. the analysis of covered and excluded risks, 3. the follow-up of a possible accumulation of risks, 4. the building up of technical reserves. The (re)insurance technical risks are limited through the use of very specific underwriting rules and delegations, tariff models, specific models to follow up accumulation and adapted retrocession agreements. The building up of the technical reserves is based on information gathered by our claims department on the one hand, and specific actuarial methods allowing us to assess the technical reserves on the other, including the risk factor this involves. Financial Risks Financial risks associated with investments of the assets, as opposed to the technical reserves and the company funds, mainly include interest, credit, liquidity and exchange rate risks. The interest risk is restricted by an investment policy of bonds with a variable interest rate. The exchange rate risk is restricted by applying an ALM policy that focuses on reducing the risk of 'Mismatch' to a minimum (in terms of currencies). The credit risk is restricted by our highly safe investment policy and strict rules as regards retrocession. The liquidity risk is very restricted thanks to the investment policy applied. Operational Risks Operational risks are followed up systematically and adjusted where necessary. All persons involved are very accurately documented. In addition we have a Business Continuity Plan that has been tested several times without any problems worth mentioning. Major Events Occurring after the Closing of the Financial Year (W.Venn.* art.96, 2 ). No major events have occurred after the closing of the financial year 2008 which might considerably influence the company's further developments. Circumstances which Might Considerably Influence the Company s Development (W.Venn. art.96, 3 ). There are no known circumstances which might considerably influence the company s development. * W.Venn. = Belgisch Wetboek van Vennootschappen. Report of the Board of Directors 4/12

5 Research and Development Activities (W.Venn. art.96, 4 ). Research and development activities, as intended in article 96 of the commercial code, are irrelevant to our company. Branch Offices (W.Venn art.96, 5 ) Our company has no branch offices. Acknowledgement First of all we would like to extend our gratitude to our ceding companies and brokers for the trust they continue to have in our company. We further wish to extend a special word of thanks to our staff and management for their exceptional performance. Agenda of the General Meeting of Shareholders Held on Monday 21 March :00 at the Head Office of the Company, Avenue du Port 6, 1080 Brussels. 1. Report of the Board of Directors to the General Meeting 2. Report of the Company Auditor to the General Meeting 3. Approval of the annual accounts as at 31 December Appropriation of the results 5. Discharge of the Directors and Company Auditor 6. Statutory Appointments 7. Annual reporting duty to the CPBW (Committee for Prevention and Protection at Work) Report of the Board of Directors 5/12

6 Summarized Balance Sheet as at 31 December 2010 ASSETS B. Intangible assets (x 1,000 EUR) 2 9 C. Investments II. Investments in affiliated undertakings and participating interests 973, ,733 10,207 10,207 III. Other financial investments 814, ,251 IV. Deposits with ceding undertakings 148, ,275 D Bis. Share of retrocessionaires in the technical provisions 107, ,463 E. Debtors 84,605 81,927 II. Debtors arising out of reinsurance operations 84,458 77,790 III. Other debtors 147 4,137 F. Other assets 85,900 6,433 I. Tangible assets II. Cash at bank and in hand 85,630 6,046 G. Prepayments and accrued income Total assets 11,568 19,316 1,262,939 1,174,881 Summarized Balance Sheet 6/12

7 LIABILITIES (x 1,000 EUR) A. Capital and reserves 227, ,105 I. Subscribed capital or equivalent funds 175, , Subscribed capital 175, , Not called-up capital (-) 0 0 IV. Reserves 52,800 30,100 V. Profit and loss brought forward 8 5 C. Technical provisions F. Deposits received from reinsurers 941, ,857 56,655 57,576 G. Creditors 36,023 42,027 II. Creditors arising out of reinsurance operations 9,338 9,720 V. Other creditors 26,685 32,307 H. Accruals and deferred income Total liabilities 1, ,262,939 1,174,881 Summarized Balance Sheet 7/12

8 Summarized Profit and Loss Account as at 31 December 2010 (x 1,000 EUR) netto netto I. Technical account 1. Earned premiums 199, , Reinsurance commissions 33,594 30, Incurred losses 149, , Changes of life provisions -1, Technical result 18,338 16, Investment income 37,435 25, Differences resulting from conversion of foreign currencies Other operating expenses and income Operating expenses 12,498 11,273 Net technical result 43,268 30,080 II. Non-technical account 1. Investment income 17,071 4, Differences resulting from conversion of foreign currencies Other operating expenses and income Operating expenses Non-technical result 16,732 4,496 Summarized Balance Sheet 8/12

9 III. Global result 1. Technical result 43,268 30, Non-technical result 16,732 4, Extraordinary result Result for the year before taxes 60,696 34, Income taxes 17,983 5,900 Result for the year after taxes 42,713 28, Result brought forward 5 5 Result to be appropriated 42,718 28,595 IV. Result appropriation 1. Dividends 20,000 28, To company funds 22, To be carried forward Directors' Entitlement ,718 28,595 Summarized Balance Sheet 9/12

10 Premiums and Reserves 2010 Premiums (M EUR) Total gross premiums Gross earned premiums Net earned premiums Geographical Distribution of Gross Earned Premiums (M EUR) Benelux % % Northern Europe % % Central Europe % % Southern Europe % % Rest of the world % % Premium and Reserves 10/12

11 Breakdown of Gross Earned Premiums (M EUR) Life and accident % % Short-tail proportional (Fire, Theft, Hail, Livestock, Motor Hull) % % Short-tail non-proportional (Fire, Theft, Hail, Livestock, Motor Hull) % % Long-tail proportional (MTPL, GTPL, Workmen s Compensation) % % Long-tail non-proportional (MTPL, GTPL, Workmen s Compensation) % % Miscellaneous (Credit, Transport, Aviation) % % Technical Loss Reserves (1) (2) (3) (1) (2) (3) Short-tail % % Long-tail proportional % % Long-tail non-proportional % % Miscellaneous % % Total Non-Life % % (1) technical loss reserves in M EUR (2) adjusted gross earned premiums in M EUR (3) ratio (1) in relation to (2) Premium and Reserves 11/12

12 Secura in a Nutshell 2008 Capital and reserves 227, , ,104.6 Subscribed capital 175, , ,000.0 Not called-up capital (-) Share premium account Reserves (including results brought forw ard) 52, , ,104.6 Gross prem ium s 229, , ,972.6 Net prem ium s (1) 201, , ,465.6 Earned prem ium s (1) 199, , ,462.6 Technical provisions (1) 833, , ,600.6 Technical provisions life (1) 8, , ,223.1 Technical provisions non-life (1) 825, , ,377.5 Claim s paid (1) 78, , ,758.5 Investm ent incom e 54, , ,560.5 Dividends and interests 31, , ,735.5 Gains on disposal 22, , ,641.2 Value adjustments ,533.7 Conversion differences Managem ent expenses 13, , ,393.4 Result after taxes 42, , ,335.6 Technical provisions ratio % (1/2) Solvency ratio % (1/2) Loss ratio % (1/2) Deduction ratio % (1/2) Managem ent expenses ratio % (1/2) Ratio investm ent incom e % (1/2) Operating ratio % (1/2) = Staff (3) (1) Retention (2) The ratio is expressed against the net earned premiums (3) Average full time equivalent (X 1,000 EUR ) Premium and Reserves 12/12

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