Changes in the structure of the PZU Group

PZU as the parent company, through its representatives in supervisory bodies of subsidiaries and voting at their shareholder meetings, exerts an impact on the selection of strategic directions regarding both the scope of business and the finances of the Group members. As selected companies focus on their specialization, they provide services to each other at an arm’s length basis, using the internal cost allocation model within the tax group.

Structure of the PZU Group as of 31 December 2022

  1. The following branches operate within PZU Zdrowie: CM FCM in Warsaw, CM Tarnów, CM Nasze Zdrowie in Warsaw, CM Medicus in Opole, CM Cordis in Poznań, CM in Warsaw, CM in Kraków, CM in Poznań, CM in Wrocław, CM Gdańsk Abrahama, CM Artimed in Kielce, CM Warsaw Chmielna, CM in Radom, CM in Łódź
  2. The Centrum Medyczne Medica Group consists of the following companies: Centrum Medyczne Medica Sp. z o.o., Sanatorium Uzdrowiskowe „Krystynka” Sp. z o.o. with its registered office in Ciechocinek
  3. The Elvita Group consists of the following companies: Przedsiębiorstwo Świadczeń Zdrowotnych i Promocji Zdrowia ELVITA – Jaworzno III Sp. z o.o., Przedsiębiorstwo Usług Medycznych PROELMED Sp. z o.o. with its registered office in Łaziska Górne
  4. The Alior Bank Group includes Alior Bank SA, Alior Services Sp. z o.o., Alior Leasing Sp. z o.o. (which holds 100% of shares in AL Finance sp. z o.o.(until 5 August 2021 – Serwis Ubezpieczeniowy Sp. z.o.o)), Meritum Services. ICB SA , Alior TFI SA, Absource Sp.z o.o., CORSHAM Sp. z o.o., RBL_VC Sp. z o.o., RBL_VC sp. z o.o. ASI S.K.A.
  5. The Bank Pekao Group is composed of, among others: Bank Pekao SA, Pekao Bank Hipoteczny SA, Pekao Leasing Sp. z o.o. (which holds 100% of shares in PEUF sp. z o.o.), Pekao Investment Banking SA, Pekao Faktoring Sp. z o.o., Centrum Kart SA, Pekao Financial Services Sp. z o.o., Pekao Direct Sp. z o.o.. (until 16 January 2020 – Centrum Bankowości Bezpośredniej Sp. z o.o.), Pekao Investment Management SA (which holds 100% of shares in Pekao TFI SA), Krajowy Integrator Płatności SA.
  6. The Armatura Group is composed of the following companies: Armatura Kraków SA, AQ SA (until 15 July 2022 – Aquaform SA).
  7. The Tomma Group is composed of the following companies: Tomma Diagnostyka Obrazowa S.A., Bonus Diagnosta Sp. z o.o. The structure chart does not include investment funds or companies in liquidation or under bankruptcy.

The following changes transpired in the structure of the PZU Group in 2022 up to the date of publication of these financial statements:

  • As a result of the deal struck in January 2022, in the shareholder structure of PZU SA related party, PRJSC IC PZU Ukraine, as at the end of January 2022 compared to the end of 2021, changes occurred resulting in the following shareholding structure of PRJSC IC PZU Ukraine:
    • PZU – 90.994354%
    • PZU Życie – 0.003967%
    • PrJSC IC PZU Ukraine Life Insurance – 9.001678%;
  • Trade Register struck Aquaform RO SRL off the register on 5 January 2022. The company has been liquidated with effect from 20 January 2022;
  • On 31 March 2022, Bonus Diagnosta sp. z o. o. acquired 100% of the shares in Aura Medic Południe sp. z o.o.;
  • on 15 July 2022, PZU acquired 100% of TFI Energia shares from PGE SA;
  • on 9 August 2022, the Court registered the share capital of PZU Zdrowie, which was increased to PLN 56,104,550.00. Thus, the shareholder structure of this company changed, with 80% of the shares held by PZU and 20% held by PZU Życie;
  • on 30 August 2022, an agreement was concluded between PZU Pomoc and GSU SA for the sale of 36,000 shares in GSU Pomoc Górniczy Klub Ubezpieczonych SA owned by PZU Pomoc. Acquisition of the aforementioned shares by GSU SA took place upon entry in the Shareholders’ Register, i.e. on 7 September 2022;
  • on 31 August 2022, Bonus-Diagnosta sp. z o.o. and Aura Medic Południe sp. z o.o. were merged, all assets of Aura Medic Południe sp. z o.o. were taken over by BonusDiagnosta sp. z o.o. Thus, as of 31 August 2022, the operations of Aura Medic Południe sp. z o.o. are continued by Bonus-Diagnosta sp. z o.o;
  • on 31 October 2022, an agreement was concluded for the acquisition of 1 share of Apdrošināšanas akciju sabiedrība „BALTA” by PZU. This means that as of the date of this transaction, PZU became the sole shareholder of Apdrošināšanas akciju sabiedrība „BALTA”, and PZU’s shares in Apdrošināšanas akciju sabiedrība „BALTA” amounted to 100%;
  • on 2 November 2022, TFI PZU and TFI Energia merged;
  • on 30 December 2022, PZU Zdrowie acquired 100% of the shares in Centrum Medyczne Nowa5 Sp. z o.o., with its registered office in Gorzów Wielkopolski.
  • On 1 January 2023, the liquidation of AQ SA was opened.

Brief description of other PZU Group companies

PZU Pomoc provides auxiliary services to PZU Group companies:

  • managing the PZU repair network – at the end of 2022, the company cooperated with 828 repair shops;
  • organizing motor assistance services for LINK4;
  • conducting salvage auctions and sales after loss and damage incidents;
  • supporting technical claims handling in motor claims;
  • handling assistance products for PZU and PZU Życie (among others, legal consulting, organization of assistance services);
  • managing the loyalty program, PZU Pomoc w Życiu Club – at the end of 2022, over 2.2 million club members were able to take advantage of insurance discounts and products of cooperating companies (rebate programs offered by partners).
  • managing PZU Sport in the form of sports and recreation subscriptions, the PZU Benefits platform, and operating a loyalty program for individual shareholders of PZU called My PZU Shares.

The line of business of PZU Cash is brokerage in granting cash loans in the form of an employee benefit. The brokerage operates through the Cash lending platform, while the proposal is presented by Alior Bank. The loan proposal is targeted at employees of those companies that have established cooperation with PZU Cash.

PZU LAB is a company dealing with advisory services and assistance in implementation of all kinds of solutions improving the security of the strategic corporate clients of PZU and TUW PZUW.

The company cooperates with numerous academic centers and experienced experts (local and foreign). Constantly seeks new and effective technological solutions to enable mitigation of the risks that have the greatest impact on the insurance activity

The PZU LAB team has developed methods for cooperation with the existing and prospective clients. First, the engineers identify critical installation sites, simulate critical events such as fire, flooding or explosion, and determine their consequences. Then the possible scenarios and the methods of minimizing the negative consequences are discussed. Ultimately, PZU LAB engineers implement innovative technological solutions in client companies that are to improve their safety.

PZU LAB has implemented Poland’s first product certification system in property damage prevention. The purpose of the certification system is to improve the effectiveness of products deployed to ensure the safety of enterprises and thus to reduce the instances of damage and the scope of losses to company assets. Certified products are marked with the patented “PZU LAB Approved” logo.

The company conducts intense safety-related educational and promotional activities. At the initiative of PZU LAB, the Maritime Industry Safety Forum, the Energy Industry Safety Forum and the Wood Industry Safety Forum are held annually. Moreover, a series of training courses entitled “Pyramid of competences” was launched for all participants in the insurance market, aiming to increase the level of knowledge in risk management among businesses.

This approach signifies an evolution in client relations. PZU ceases to be only a seller of insurance and becomes a risk management advisor.

PZU Centrum Operacji provides services supporting the operation of PZU Group companies. It has been established to provide the following services: IT, Data Center, Contact Center, mass printing, HR and payroll-related services and auxiliary services related to insurance and pension funds, as well as constant intermediation in conclusion of insurance agreements, financial and investment agreements and assistance agreements.

PZU Finanse Sp. z o.o. is a service company established to keep accounting ledgers for subsidiaries of the PZU Group (excluding PZU and PZU Życie).

The company’s line of business is to invest available funds in real estate development initiatives, in particular in the construction of commercial properties.

Oławska 35 (Plac Dominikański) in a venue occupied for the past several decades by an office building owned by PZU. This investment is partially intended for the PZU Group’s needs and partially for lease.

Ogrodowa-Inwestycje Sp. z o.o. is the owner of the City-Gate office building at ul. Ogrodowa 58 in Warsaw and leases office space to external clients and PZU Group companies.

On 28 September 2017, PZU acquired shares in PZU Corporate Member Limited, entitling it to 100% of votes at the shareholder meeting. The company is a member of Lloyd’s, a market for insurance companies, brokers and agents, bringing together nearly 100 syndicates. PZU Corporate Member is handled by Argenta Holdings Limited agency, which deals with the ongoing activities of syndicates, invests their funds and employs underwriters.

Since October 1999, the PZU Group has held an equity stake in Armatura Kraków and since November 2020, PZU has been the sole shareholder.

The business of Armatura Kraków lies outside the domain of financial and insurance services. The group is a leading manufacturer in the sanitary and heating industry in Poland. Along with its subsidiary Aquaform SA, it specializes in the manufacture of bathroom and kitchen taps, aluminum central heating radiators, a wide range of valves and sanitaryware.

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